Introduction

 

Welcome to www.mixnsip.com.  We are Mix ‘n Sip, LLC (a Florida limited liability corporation) with a principal place of business at 1636 Brookhouse Dr., #232, Sarasota, Florida 34231.  By using our websites (which includes mixnsip.com, and any and all related sites), you agree with MIX ‘N SIP to these terms.  These terms make up our Agreement.

 

In this Agreement, Mix ‘n Sip, LLC is referred to as “we”, “us”, “our”, or just MIX ‘N SIP.  We refer to our websites collectively as “MIX ‘N SIP’s website”, the “website” or simply “our site.”  “You” refers to any user (regardless of whether representing an individual or business) of our site.  This Agreement is effective as of September 1, 2011.

 

Take the time to read these terms carefully so you understand your relationship with us.

 

By entering this site you hereby affirm and warrant that you are 21 years old or older.

 

Scope

 

These terms constitute a binding agreement between you and MIX ‘N SIP, and are deemed accepted by you both (i) when you register with us, and (ii) each time that you use or access any MIX ‘N SIP site.  If you do not accept the terms stated here, you are not authorized to use, and may not use, any MIX ‘N SIP site.

 

When you use our site, you agree not only to all of the terms in, and linked to, these Terms of Use, but also our Privacy Policy (collectively referred to in this Agreement simply as “terms”).

 

Our site includes a variety of features and services, including a drink recipe database, drink-making instructional videos, customer submitted recipes, and community tools that allow users to both submit drinks and comment on drink recipes.  We also partner with other companies, and alert users about the partner companies, and allow easy access to those company’s websites.

 

You must be 21 years of age, or older, to visit or use any MIX ‘N SIP site in any manner.  If despite our requirements we become aware of any use by someone under the age of 21, then we will take whatever actions that we deem necessary and appropriate against such individuals.  In addition, if we become aware of use by someone under the age of 13 years of age, then we will immediately delete any information they have provided (to the extent it was retained) regardless of its nature, or content—personal or otherwise.

 

Content

 

The MIX ‘N SIP community was created to provide a place where members can connect with other users, provide information and personal opinions, give and receive guidance on a variety of topics, learn more about drink recipes, and publish drink recipes and related content on our site.  By following our community values, the entire community will continue to find our site a helpful, educational, and enjoyable place to meet and converse. Courteous and respectful postings are expected from all participants.

Community content published or edited by our community members is solely the opinion and responsibility of the person posting the content. All content posted to the forums must comply with all aspects of our policies.  Any information posted by Elizabeth Dodwell is done so solely as an agent of MIX ‘N SIP.

When you send us content, or post, content, of any kind, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise any and all copyright, trademark, publicity, and database rights (but no other rights) you have in the content, in any media known now or in the future.  You similarly grant us similar rights in the username, name, likeness, avatar, and other associated information in connection with your submissions and posts.

 

MIX ‘N SIP has no obligation to update this site or to take any action with regard to sustaining this site or ensuring the usability of it.

 

Use

 

So long as you comply with this Agreement, you may use our website in the manner offered and we give you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to do so.  You are permitted to store, display, analyze, modify, reformat and print the material made available to you via these services for your own personal use, but never for any public or commercial use.

 

While using our sites, services and tools, you will not:

• use our site if you are not 21 years of age or older;
• violate any laws, third party rights, or our policies;
• use our sites, services or tools if you are temporarily or indefinitely suspended from using our sites, services, or tools;
• post false, inaccurate, misleading, defamatory, or libelous content (including your own personal information);
• post pornographic, obscene, or profane content;
• take any action that may undermine any feedback or ratings systems (such as displaying, importing or exporting feedback information off of the sites or using it for purposes unrelated to MIX ‘N SIP);
• transfer your MIX ‘N SIP account and user ID to another party without our consent;
• distribute or post spam, unsolicited, or bulk electronic communications, chain letters, or pyramid schemes;
• distribute viruses or any other technologies that may harm MIX ‘N SIP, or the interests or property of MIX ‘N SIP users;
• copy, modify, or distribute rights or content from the MIX ‘N SIP sites, service, or tools or MIX ‘N SIP’s copyrights and trademarks; or
• harvest or otherwise collect information about users, including email addresses, without their consent.

 

Registration Information

 

When you register with our site, you will be asked to create an account and provide MIX ‘N SIP with certain information including, without limitation, a valid email address (your “Information”). Information you submit will be used in accordance with our Privacy Policy.

We may monitor your use of the products and services on this site and use such information for internal business purposes, or in accordance with the rules of any applicable regulatory or self-regulatory organization.  We make no representations regarding the security of this site, including with respect to the ability of unauthorized persons to intercept or access information transmitted by you through this site.  We reserve the right to offer third party services and products to you based on the preferences that you identify in your registration or otherwise; such offers may be made by us or by third parties.  Again, please see our Privacy Policy, the terms of which are incorporated herein by reference, for further details regarding your Information.

 

Without limiting any of the other disclaimers of warranty set forth in these Terms, we do not provide or make any representation as to the quality or nature of any of the third party products or services purchased through any site, or any other representation, warranty or guaranty. Any such undertaking, representation, warranty or guaranty would be furnished solely by the provider of such third party products or services, under the terms agreed to by the provider.

As a convenience to you, we may provide links on this site to websites operated by other persons and entities.  If you use these other websites, you will leave this site.  If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements.  You should refer to the policies posted by other websites before using them.  We make no warranty or representation regarding, and do not endorse any linked websites or the information appearing thereon or any of the products, services or offered investments described thereon.  If you choose to purchase any product, service or investment from a third party, then your relationship is with that third party.  We are not responsible for the quality of third party products, services, or investments and we will not be fulfilling any terms of your agreement with any third party.  We are not responsible for any loss or damage you may incur by reason of any dealing that you may have with a third party.  Links do not imply that we are associated with any other website.

Our website utilizes functionality from www.youtube.com and you should be aware that you may be utilizing tools and services from www.youtube.com when you are viewing videos that are on our site.  You may be at the www.youtube.com website without prior notice once you been ‘clicking’ on our video links.  Therefore, when you are viewing our videos, you may also then be subject to the terms and conditions of the www.youtube.com website.

You have no ownership rights in your account, and if you cancel your account, all your account information with MIX ‘N SIP, including recipes or other information, may continue to remain on our site indefinitely.  In addition, third parties may retain cached copies of your Information.

 

Advertising and Privacy

 

We support our services by receiving advertising revenue, displaying advertisements and promotions, and providing other services.  Some of these advertisements may be targeted to you based on your searches.  The manner, mode, and extent of our advertising is subject to change without notice.

 

We do not currently sell or rent your personal information to third parties for their marketing purposes without your explicit consent.  We retain the right, however, to change such policy at our discretion.

 

Ownership

 

MIX ‘N SIP is the owner of this site, including all related copyrights, and no portion of this site, including but not limited to the text, images, audio or video, may be used in any manner, or for any purpose, except as provided for herein, without MIX ‘N SIP’s express written permission. All applicable copyright laws protect this site.  Without waiving any of the foregoing rights, you may download one copy of the material on this site for your personal, non-commercial, home use, provided you do not delete or change any copyright, trademark, or other proprietary notices.  Modification or use of the material on this site for any other purposes violates MIX ‘N SIP’s legal rights.

 

Release and Liability

 

You expressly agree that your use of this site is at your sole risk.

 

MIX ‘N SIP does not warrant that ANY site will be continuous, uninterrupted or error-free.  Nor is any warranty made as to the results that may be obtained from the use of ANY site.

 

THE MATERIALS IN AND FROM ANY SITE MAY CONTAIN INACCURACIES AND TYPOGRAPHICAL ERRORS.  MIX ‘N SIP DOES NOT WARRANT COMPLETENESS OF THE MATERIALS OR THE RELIABILITY OF ANY ADVICE, OPINION, STATEMENT OR OTHER INFORMATION DISPLAYED OR DISTRIBUTED THROUGH ANY SITE.  YOU ACKNOWLEDGE THAT ANY RELIANCE ON ANY SUCH OPINION, ADVICE, STATEMENT, MEMORANDUM, OR INFORMATION WILL BE AT YOUR SOLE RISK.

 

THIS SITE, THE INFORMATION AND MATERIALS ON ANY SITE, AND THE MATERIALS MADE AVAILABLE ON ANY SITE, ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS WITHOUT REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE OPERATION OF ANY SITE.  TO THE FULLEST EXTENT PERMITTED BY LAW, MIX ‘N SIP HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE.

 

You will not hold MIX ‘N SIP responsible for other users’ content, actions or inactions. We do not guarantee continuous or secure access to our sites, services or tools, and operation of our sites, services or tools may be interfered with by numerous factors outside of our control. Accordingly, to the extent legally permitted, we exclude all implied warranties, terms, and conditions. We are not liable for any loss of money, goodwill or reputation, or any special, indirect or consequential damages arising, directly or indirectly, out of your use of or your inability to use our sites, services, and tools.

 

Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.

 

Regardless of the other paragraphs herein, if we still are found to be liable, our liability to you or to any third party is limited to the greater of (a) the total fees you paid to us in the 12 months prior to the action giving rise to the liability, and (b) $100.

 

If you have a dispute with one or more users, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.  You specifically agree and acknowledge that you release us even if you did not know about a claim, or suspect one existed, at the time of this release, or even if knowing about such a claim would have materially affected your waiver.

 

Access and Interference

 

You will not use any robot, spider, scraper, or other automated means to access our sites for any purpose.

Additionally, you will not:

 

1.          take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;

2.          copy, reproduce, modify, create derivative works from, distribute, or publicly display any content (except for your information) from the sites without the prior express written permission of MIX ‘N SIP and the appropriate third party, as applicable; and

3.          interfere or attempt to interfere with the proper working of the sites, services or tools, or any activities conducted on or with the sites, services or tools; or
bypass any measures we may use to prevent or restrict access to the sites.

 

You are solely responsible for maintaining the confidentiality of passwords associated with any account you use to access our site, and that you are solely responsible to us for all activities that occur under your account.  If you become aware of any unauthorized use of your password or account, you will notify us immediately here.

 

Abuse

 

MIX ‘N SIP and its users work together to keep our sites and services working properly and you safe. Please report problems, offensive content, and policy violations to us.

Without limiting other remedies, we may limit, suspend or terminate our service and user accounts, prohibit access to our sites and their content, services and tools, delay or remove hosted content, and take technical and legal steps to keep you off the sites if we think that you are creating problems or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of our policies.  Additionally, we may, in appropriate circumstances and at our discretion, suspend or terminate accounts of users who may be repeat infringers of intellectual property rights of third parties. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for a long time, or to modify or discontinue MIX ‘N SIP sites, services or tools.

 

MIX ‘N SIP does not necessarily monitor any materials posted, transmitted, or communicated to or within any site. If you believe that something on any site violates these Terms please contact us.

If notified by a user of user content or other materials which allegedly do not conform to these Terms, MIX ‘N SIP may in its sole discretion investigate the allegation and determine whether to take any other actions whether to remove or request the removal of the user content.  MIX ‘N SIP has no liability or responsibility to you for performance or nonperformance of such activities.

 

Confidentiality

 

By entering this site you acknowledge and agree that any communication or material you transmit to this site or MIX ‘N SIP, in any manner and for any reason, will not be treated as confidential or proprietary. Furthermore, you acknowledge and agree that any ideas, concepts, techniques, procedures, methods, systems, designs, plans, charts, or other materials you transmit to MIX ‘N SIP may be used by MIX ‘N SIP anywhere, anytime, and for any reason whatsoever.

 

Indemnity

 

You will indemnify and hold us (and our officers, directors, agents, subsidiaries, joint ventures and employees) harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of this Agreement, or your violation of any law or the rights of a third party.

 

No Agency

 

No agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by this Agreement.

 

Notices

 

Except as explicitly stated otherwise, legal notices will be served, in our case on MIX ‘N SIP’s registered agent, or in your case to the email address you provide to MIX ‘N SIP during the registration process. Notice will be deemed given 24 hours after email is sent, even if we are notified that the email address is invalid.  Alternatively, we may give you legal notice by mail to the address provided during the registration process. In cases of mailing, notice will be deemed given three days after the date of mailing.  You are solely responsible for updating your email address and notice information, or you waive notice.

 

Legal Disputes

 

You and MIX ‘N SIP will resolve any claim or controversy at law or equity that arises out of this Agreement or our services (a “Claim”) in accordance with the subsections below. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution. We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.

 

Law and Forum for Legal Disputes – This Agreement will be governed in all respects by the laws of the State of Georgia as they apply to agreements entered into and to be performed entirely within Georgia between Georgia residents, without regard to conflict of law provisions.  Any claim or dispute between us must be resolved exclusively by a state or federal court located in Fulton County, Georgia.  We will both submit to the jurisdiction of the courts located within Fulton County, Georgia for the purpose of litigating all such claims or disputes.

 

Improperly Filed Claims – All claims you bring against MIX ‘N SIP must be resolved in accordance with this Legal Disputes Section. All claims filed or brought contrary to the Legal Disputes Section will be considered improperly filed.  Should you file a claim contrary to the Legal Disputes Section, MIX ‘N SIP may recover attorneys’ fees, and costs, provided that MIX ‘N SIP has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

 

Copyright Violations Reporting

 

It is our policy to respond to clear notices of alleged copyright infringement. The following describes the information that should be present in these notices. It is designed to make submitting notices of alleged infringement to MIX ‘N SIP as straightforward as possible while reducing the number of notices that we receive that are fraudulent or difficult to understand or verify. The form of notice specified below is consistent with the form suggested by the United States Digital Millennium Copyright Act (the text of which can be found at the U.S. Copyright Office Web Site, http://www.copyright.gov) but we will respond to notices of this form from other jurisdictions as well.

 

Regardless of whether we may be liable for such infringement under local country law or United States law, our response to these notices may include removing or disabling access to material claimed to be the subject of infringing activity. If we remove or disable access in response to such a notice, we will make a good-faith attempt to contact the owner of the content so that they may make a counter notification. We may also document notices of alleged infringement on which we act.

 

To file a notice of infringement with us, you must provide a written communication that sets forth the items specified below. Please note that you will be liable for damages (including costs and attorneys’ fees) if you materially misrepresent that a product or activity is infringing your copyrights. Accordingly, if you are not sure whether material available online infringes your copyright, we suggest that you first contact an attorney.

 

Please use the following format for infringement notifications:

1. Identify in sufficient detail the copyrighted work that you believe has been infringed upon (for example, “The copyrighted work at issue is the text that appears at the following <web address>”) or other information sufficient to specify the copyrighted work being infringed (for example, “The copyrighted work at issue is <blank> by <blank>, published by <blank>, ISBN #<blank>”).

2. Identify the material that you claim is infringing the copyrighted work listed in item #1 above.

3. Provide information reasonably sufficient to permit MIX ‘N SIP to contact you (email address is preferred).

4. Include the following statement: “I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law.”

5. Include the following statement: “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.”

6. Sign the paper and send it to us here.

The provider of affected content may make a counter notification pursuant to sections 512(g)(2) and (3) of the Digital Millennium Copyright Act. When we receive a counter notification, we may reinstate the material in question.

To file a counter notification with us, you must provide a written communication that sets forth the items specified below. Please note that you will be liable for damages (including costs and attorneys’ fees) if you materially misrepresent that a product or activity is not infringing the copyrights of others. Accordingly, if you are not sure whether certain material infringes the copyrights of others, we suggest that you first contact an attorney.

Please use the following format for counter notifications:

1. Identify the specific URLs or other unique identifying information of material that MIX ‘N SIP has removed, or to which MIX ‘N SIP has disabled access.

2. Provide your name, address, telephone number, email address, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located (or Fulton County, Georgia if your address is outside of the United States), and that you will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.

3. Include the following statement: “I swear, under penalty of perjury, that I have a good faith belief that each item of content identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.”

4. Sign the paper and send it to us here.

Again, we may, in appropriate circumstances and at our discretion, suspend or terminate accounts of users who are repeat infringers of intellectual property rights of third parties.  Please let us know immediately of users who you believe repeatedly violate our policies or the rights of others.

General

 

If any provision of this Agreement is held to be invalid or unenforceable, such provision will be struck and the remaining provisions will be enforced. In our sole discretion, we may assign this Agreement.  Our failure to act with respect to a breach by you or others doesn’t waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against any or all breaches of this Agreement.

MIX ‘N SIP may disclose any content or electronic communication of any kind made through this site and associated email to satisfy any law, regulation or governmental request or if such disclosure is necessary or appropriate to operate this site or to protect the rights or properties of MIX ‘N SIP.

We may amend this Agreement at any time by posting the amended terms on this site. Except as stated elsewhere, all amended terms will automatically be effective 30 days after they are initially posted.  Additionally, we may otherwise notify you of changes, but are not required to do so.  You will abide by all additional restrictions displayed on this site as it may be updated.  This Agreement may not be otherwise amended except in a writing hand signed by you and us. For purposes of this provision, a “writing” doesn’t include an email message and a signature doesn’t include an electronic signature.

This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. The following Sections survive any termination of this Agreement:  Content, Release and Liability, Registration Information, Indemnity, Notices, Legal Disputes, and General.

 

Unsolicited Ideas and Information:  We do not accept or consider unsolicited ideas or proprietary materials.  Therefore if you send us any ideas, information, or materials that you expect to retain any ownership rights in or receive any consideration for, we make no assurances that your ideas and material will be treated as confidential or proprietary and expressly disclaim any representation that we will ever pay for any ideas, information, or materials.  The primary purpose of this policy is to avoid potential misunderstandings or disputes if our products or marketing strategies might seem similar to ideas or materials that you submit to us.  Therefore, we request that you do not send us such ideas or materials to avoid any such misunderstandings.

International users:  This site is controlled, operated and administered by MIX ‘N SIP and its service provider from offices within the United States of America.  MIX ‘N SIP makes no representation, except as expressly otherwise provided in writing to you, that materials on this site are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited.  If you access this site from locations outside of the United States of America, then you are responsible for compliance with all local laws.  These Terms of Use will be governed by the laws of the state of Georgia, U.S.A. without regard to conflict of laws provisions or principles.