The terms "You" and "User" as used herein refer to all individuals and/or entities accessing joeproduce.com for any reason. The term “post” as used herein shall mean information that You submit, publish or display on any Joe Produce Site (as defined below).
1. Eligibility. You must be 18 years of age or older, or the age of majority as that is defined in your jurisdiction, whichever is older, to visit or use joeproduce.com in any manner. By visiting joeproduce.com or accepting these Terms, You represent and warrant to Joe Produce that You have reached the age of majority in your jurisdiction, and that You have the right, authority and capacity to agree to and abide by these Terms. You also represent and warrant to Joe Produce that You will use joeproduce.com in a manner consistent with any and all applicable laws and regulations.
2. Use of Joe Produce Content. Joe Produce authorizes You to view and access a single copy of the content available on or from joeproduce.com solely for your personal use. The contents of joeproduce.com, and of all other Web sites under Joe Produce's control, whether partial or otherwise (joeproduce.com and such other Web sites are sometimes collectively referred to as "Joe Produce Sites") such as text, graphics, images, logos, button icons, software and other Joe Produce content (collectively, "Joe Produce Content"), are protected under both United States and foreign copyright, trademark and other laws. All Joe Produce Content is the property of Joe Produce or its content suppliers or clients. The compilation (meaning the collection, arrangement and assembly) of all content on the Joe Produce Sites is the exclusive property of Joe Produce and is protected by United States and foreign copyright, trademark, and other laws. Unauthorized use of the Joe Produce Content may violate these laws, and is strictly prohibited. You must retain all copyright, trademark, service mark and other proprietary notices contained in the original Joe Produce Content on any authorized copy you make of the Joe Produce Content. You agree not to sell or modify the Joe Produce Content or reproduce, display, publicly perform, distribute, or otherwise use the Joe Produce Content in any way for any public or commercial purpose, in connection with products or services that are not those of joeproduce.com, in any other manner that is likely to cause confusion among consumers, that disparages or discredits Joe Produce or its licensors, that dilutes the strength of Joe Produce's or its licensor's property, or that otherwise infringes Joe Produce's or its licensor's intellectual property rights. You further agree to in no other way misuse Joe Produce Content that appears on this Site. The use of the Joe Produce Content on any other Web site or in a networked computer environment for any purpose is prohibited. Any code that Joe Produce creates to generate or display any Joe Produce Content or the pages making up any Joe Produce Site is also protected by Joe Produce's copyright and you may not copy or adapt such code.
3. Joe Produce Site Restrictions. Users may not use any Joe Produce Site in order to transmit, post, distribute, store or destroy material, including without limitation, Joe Produce Content, (a) in violation of any applicable law or regulation, (b) in a manner that will infringe the copyright, trademark, trade secret or other intellectual property rights of others or violate the privacy, publicity or other personal rights of others, or (c) that is defamatory, obscene, threatening, abusive or hateful. You warrant and agree that, while using the web site and the various services and features offered on or through the web site, you shall not: (a) impersonate any person or entity, whether actual or fictitious, or misrepresent your affiliation with any other person or entity; (b) insert your own or a third party's advertising, branding or other promotional content into any of the web site's content, materials or services, or use, redistribute, republish or exploit such content or service for any further commercial or promotional purposes; (c) attempt to gain unauthorized access to other computer systems through the web site; (d) engage in spidering, screen scraping, database scraping, harvesting of catalog information, e-mail addresses, wireless addresses or other contact or personal information, or any other automatic means of obtaining lists of catalog items or information, users or other information from or through the web site or the services offered on or through the web site, including without limitation any information residing on any server or database connected to the web site or the services offered on or through the web site; (e) obtain or attempt to obtain unauthorized access to computer systems, materials or information through any means; (f) use the web site or the services made available on or through the web site in any manner with the intent to interrupt, damage, disable, overburden, or impair the web site or such services, including, without limitation, sending mass unsolicited messages or "flooding" servers with requests; (g) use the web site or the web site's services or features in violation of Joe Produce or any third party's intellectual property or other proprietary or legal rights; (h) use any known or future unknown technology to harvest, names, auction ids web site addresses, names or addresses for spam, reverse engineering, data collection, data mining, unsolicited telemarketing or other unwanted nuisance intrusions; (i) use any device, software or scheme that would interfere with the proper functioning of the Web site, or any transaction via the web site; (j) place an undue burden or interfere with the lawful transmission of our content to our users, use any device to limit our total free access to the web infrastructure; and (k) use the web site or the web site's services in violation of any applicable law.
You further agree that you may not attempt (or encourage or support any one else's attempt) to engage in any of the foregoing prohibited activities or to circumvent, reverse engineer, decrypt, disassemble, decompile or otherwise alter or interfere with the web site or the web site's services, or any content thereof, or make unauthorized use thereof. You agree that you will not use the web site in any manner that could damage, disable, overburden, or impair the web site or interfere with any other party's use and enjoyment of the web site. You may not obtain, use or access, or attempt to obtain, use or access, any materials or information through any means not intentionally made publicly available or provided for through the web site.
4. Specific Prohibited Uses. The job posting, resume database (“Joe Produce Resume Database”) and other features, such as "Featured Joes" and "Resources" of joeproduce.com may be used only for lawful purposes by individuals seeking employment and career information and employers seeking employees. Joe Produce Profiles may be used only for lawful purposes by individuals to network for personal or professional purposes with other individuals.
Joe Produce specifically prohibits any other use of joeproduce.com, and all Users agree not to do any of the following: (a) post any jobs on any Joe Produce Site for any competitor of Joe Produce or post jobs or other content that contains links to any site competitive with Joe Produce; (b) post jobs or content on any Joe Produce Site that contain hyperlinks, "hidden" keywords or keywords that are irrelevant to the job or are otherwise misleading; (c) use any Joe Produce Resume Database for any purpose other than as an employer seeking employees, including but not limited to using the information in the Joe Produce Resume Database to sell or promote any products or services; (d) post or submit to any Joe Produce Site any incomplete, false or inaccurate biographical information or information which is not your own; (e) post on any Joe Produce Site any franchise, pyramid scheme, "club membership", distributorship or sales representative agency arrangement or other business opportunity which requires an up front or periodic payment, pays commissions only (except for postings that make clear that the available job pays commission only and clearly describes the product or service that the job seeker would be selling, in which case such postings are permissible), or requires recruitment of other members, sub-distributors or sub-agents; (f) send unsolicited mail or e-mail, make unsolicited phone calls or send unsolicited faxes regarding promotions and/or advertising of products or services to a User of any Joe Produce Site; (g) delete or revise any material posted by any other person or entity; and (h) take any action that imposes an unreasonable or disproportionately large load on any Joe Produce Site's infrastructure.
Joe Produce does not necessarily monitor any materials posted, transmitted, or communicated to or within the Site. If notified by a User of User Content or other materials which allegedly do not conform to these Terms, Joe Produce 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. Joe Produce has no liability or responsibility to Users for performance or nonperformance of such activities.
5. Registration Information. When You register with any Joe Produce Site, You will be asked to create a Joe Produce Account or other account and provide Joe Produce with certain information including, without limitation, a valid email address (your "Information"). Information you submit will be used in accordance with Joe Produce's Privacy Statement. You understand and acknowledge that you have no ownership rights in your Joe Produce Account, and that if you cancel your Joe Produce Account, all your account information from Joe Produce, including resumes, Profiles, cover letters, network contacts, saved jobs, questionnaires and email mailing lists, will be marked as deleted in Joe Produce's databases and will be removed from any public area of the Joe Produce Sites. Information may continue to be available for some period of time because of delays in propagating such deletion through Joe Produce's web servers. In addition, third parties may retain cached copies of your Information.
6. User Content and Submissions. You are solely responsible for your Joe Produce Account information, employer account information or job postings, Profile, content (including, without limitation works in any form, media, or technology whether now known or later developed), messages, audio, video, photos, text, images, compilations or other information ("User Content") that You post on any Joe Produce Site or transmit to other Users. You agree that in submitting User Content or otherwise using any Joe Produce Site that you will not impersonate any person, or submit any materials to Joe Produce that are false, inaccurate, misleading, unlawful, or are otherwise in violation of your obligations under these Terms. By posting User Content to any public area of any Joe Produce Site, including without limitation, message boards, Profiles, forums, contests and chat rooms, You automatically grant to Joe Produce and its affiliates an irrevocable, royalty-free, perpetual, fully paid non-exclusive right (including moral rights) and worldwide license to use, copy, reproduce, modify, adapt, publish, translate, communicate to the public, perform, display, and distribute such User Content (in whole or in part) and to prepare derivative works of, or incorporate into other works (in any form, media or technology now known or later developed, for the full term of any rights that may exist in such content) such User Content, and to grant and authorize sublicenses thereof (through multiple tiers). You also represent and warrant that You have the right to grant or that the holder of any rights, including moral rights in such content, has completely and effectively waived all such rights and validly and irrevocably granted to You the right to grant, the license stated above. If you post User Content in any public area of any Joe Produce Site, You also permit any User to access, display, view, store and reproduce such User Content for personal use. Subject to the foregoing, the owner of such User Content placed on any Joe Produce Site retains any and all rights that may exist in such User Content. Joe Produce acts as a passive conduit for the online distribution and publication of User Content and has no obligation to screen User Content, communications or information in advance and is not responsible for screening or monitoring User Content posted by Users. However, Joe Produce may review and remove any User Content that, in its sole judgment, violates these Terms, violates applicable laws, rules or regulations, is abusive, disruptive, offensive or illegal, or violates the rights of, or harms or threatens the safety of, Users of any Joe Produce Site. Joe Produce reserves the right to expel Users and prevent their further access to the Joe Produce Sites and/or use of Joe Produce services for violating the Terms or applicable laws, rules or regulations. Joe Produce may take any action with respect to User Content that it deems necessary or appropriate in its sole discretion if it believes that such User Content could create liability for Joe Produce, damage Joe Produce's brand or public image, or cause Joe Produce to lose (in whole or in part) the services of its ISPs or other suppliers. Joe Produce does not represent or guarantee the truthfulness, accuracy, or reliability of User Content or any other communications posted by Users or endorse any opinions expressed by Users. You acknowledge that any reliance on material posted by other Users will be at your own risk.
7. Prohibited Actions/Conduct: The following is a partial list of User Content that is prohibited on the Joe Produce Sites. The list below is for illustration only and is not a complete list of all prohibited User Content. Content that: (1) is implicitly or explicitly offensive, such as User Content that engages in, endorses or promotes racism, bigotry, discrimination, hatred or physical harm of any kind against any group or individual; (2) harasses, incites harassment or advocates harassment of any group or individual; (3) involves the transmission of "junk mail", "chain letters," or unsolicited mass mailing or "spamming"; (4) promotes or endorses false or misleading information or illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; (5) promotes or endorses an illegal or unauthorized copy of another person's copyrighted work, such as providing or making available pirated computer programs or links to them, providing or making available information to circumvent manufacture-installed copy-protect devices, or providing or making available pirated music or other media or links to pirated music or other media files; (6) contains restricted or password only access pages, or hidden pages or images; (7) displays or links to pornographic, indecent or sexually explicit material of any kind; (8) provides or links to material that exploits people under the age of 18 in a sexual, violent or other manner, or solicits personal information from anyone under 18; or (9) provides instructional information about illegal activities or other activities prohibited by these Terms, including without limitation, making or buying illegal weapons, violating someone's privacy, providing or creating computer viruses or pirating any media; and (10) solicits passwords or personal identifying information from other Users. If notified by a User of User Content or other materials which allegedly do not conform to these Terms, Joe Produce 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. Joe Produce has no liability or responsibility to Users for performance or nonperformance of such activities. We appreciate hearing from our Users and welcome your comments regarding our services and the Joe Produce Sites. Please be advised, however, that our policy does not permit us to accept or consider creative ideas, suggestions, inventions or materials other than those which we have specifically requested. While we do value your feedback on our services, please be specific in your comments regarding our services and do not submit creative ideas, inventions, suggestions, or materials. If, despite our request, You send us creative suggestions, ideas, drawings, concepts, inventions, or other information (collectively the "Submission"), the Submission shall be the property of Joe Produce. None of the Submission shall be subject to any obligation of confidentiality on our part and we shall not be liable for any use or disclosure of any Submission. Joe Produce shall own exclusively all now known or later discovered rights to the Submission and shall be entitled to unrestricted use of the Submission for any purpose whatsoever, commercial or otherwise, without compensation to You or any other person.
8. Registration and Password. You are responsible for maintaining the confidentiality of your employer account, Joe Produce Account, Profile and passwords, as applicable. You may not share your password or other account access information with any other party, temporarily or permanently, and You shall be responsible for all uses of your joeproduce.com registrations and passwords, whether or not authorized by You. You agree to immediately notify Joe Produce of any unauthorized use of your employer account, Joe Produce Account, Profile, or passwords, as the case may be.
9. Copyright Agent. We respect the intellectual property rights of others, and require that the people who use the Site do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to Joe Produce, designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2), named below: Your address, telephone number, and email address; A description of the copyrighted work that you claim has been infringed; A description of where the alleged infringing material is located; A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Attn: Joe Produce LLC 9700 Village Center Dr. Suite 100 Granite Bay, CA 95746 email@example.com (link sends e-mail) 855-563-7763
10. Joe Produce's Liability. joeproduce.com acts as a venue for employers to post job opportunities and candidates to post resumes and Profiles. Joe Produce is not involved in the actual transaction between employers and candidates. As a result, Joe Produce has no control over the quality, safety or legality of the jobs or resumes posted, the truth or accuracy of the listings, the ability of employers to offer job opportunities to candidates or the ability of candidates to fill job openings and Joe Produce makes no representations about any jobs, resumes or User Content on joeproduce.com. Joe Produce may take any action with respect to User Content that it deems necessary or appropriate in its sole discretion if it believes that such User Content could create liability for Joe Produce, damage Joe Produce's brand or public image, or cause Joe Produce to lose (in whole or in part) the services of its ISPs or other suppliers. While Joe Produce reserves the right in its sole discretion to remove User Content, job postings, resumes or other material from joeproduce.com from time to time, Joe Produce does not assume any obligation to do so and disclaims any liability for failing to take any such action. In addition, note that there are risks, including but not limited to the risk of physical harm, of dealing with strangers, foreign nationals, underage persons or people acting under false pretenses. You assume all risks associated with dealing with other Users with whom You come in contact through joeproduce.com and/or the other Joe Produce Sites. By its very nature, other people's information may be offensive, harmful or inaccurate, and in some cases will be mislabeled or deceptively labeled. We expect that You will use caution and common sense when using joeproduce.com and/or the other Joe Produce Sites. Because User authentication on the Internet is difficult, Joe Produce cannot and does not confirm that each User is who they claim to be. Because we do not and cannot be involved in User-to-User dealings or control the behavior of participants on any Joe Produce Site, in the event that You have a dispute with one or more Users, You release Joe Produce (and our agents and employees and partners) from claims, demands and damages (actual and consequential and direct and indirect) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If You are a California resident, You waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." The Joe Produce Sites and the Joe Produce Content may contain inaccuracies or typographical errors. Joe Produce makes no representations about the accuracy, reliability, completeness, or timeliness of any Joe Produce Site or the Joe Produce Content. The use of all Joe Produce Sites and the Joe Produce Content is at your own risk. Changes are periodically made to Joe Produce Sites and may be made at any time. You acknowledge and agree that You are solely responsible for the form, content and accuracy of any resume or material contained therein placed by You on the Joe Produce Sites. Employers are solely responsible for their postings on Joe Produce Sites. Joe Produce is not to be considered to be an employer with respect to your use of any Joe Produce Site and Joe Produce shall not be responsible for any employment decisions, for whatever reason, made by any entity posting jobs on any Joe Produce Site. Joe Produce cannot guarantee and does not promise any specific results from use of joeproduce.com or any Joe Produce Site. No advice or information, whether oral or written, obtained by a User from Joe Produce or through or from joeproduce.com or any other Joe Produce Site shall create any warranty not expressly stated herein.
11. DISCLAIMER OF WARRANTIES. THE SITE, INCLUDING, WITHOUT LIMITATION, ALL SERVICES, CONTENT, FUNCTIONS AND MATERIALS, IS PROVIDED "AS IS," "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE, FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF INFORMATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, AND WE HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED. WE DO NOT WARRANT, REPRESENT OR COVENANT THAT THE WEB SITE OR THE SERVICES, CONTENT, FUNCTIONS OR MATERIALS CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE WEB SITE WILL MEET USERS' REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. Joe Produce ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE SITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, AUDIO OR SOFTWARE FROM THE SITE. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE. WE TRY TO ENSURE THAT THE INFORMATION POSTED ON THE SITE IS CORRECT AND UP-TO-DATE. WE RESERVE THE RIGHT TO CHANGE OR MAKE CORRECTIONS TO ANY OF THE INFORMATION PROVIDED ON THE SITE AT ANY TIME AND WITHOUT ANY PRIOR WARNING. WE CANNOT, AND DO NOT, GUARANTEE THE CORRECTNESS, PRECISION, THOROUGHNESS OR COMPLETENESS OF ANY OF THE INFORMATION AVAILABLE ON THE SITE, NOR WILL WE BE LIABLE FOR ANY INACCURACY OR OMISSION CONCERNING ANY OF THE INFORMATION PROVIDED ON THE SITE. WITHOUT LIMITATION OF THE ABOVE IN THIS SECTION, Joe Produce AND ITS AFFILIATES, PARTNERS, SUPPLIERS AND LICENSORS MAKE NO WARRANTIES OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES ORDERED OR PROVIDED VIA THE WEB SITE, AND HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND REPRESENTATIONS MADE IN PRODUCT OR SERVICES LITERATURE, FREQUENTLY ASKED QUESTIONS DOCUMENTS AND OTHERWISE ON THE SITE OR IN CORRESPONDENCE WITH ITS AGENTS. ANY PRODUCTS AND SERVICES ORDERED OR PROVIDED VIA THE SITE ARE PROVIDED BY Joe Produce "AS IS," EXCEPT TO THE EXTENT, IF AT ALL, OTHERWISE SET FORTH IN A LICENSE OR SALE AGREEMENT SEPARATELY ENTERED INTO IN WRITING BETWEEN YOU AND Joe Produce OR ITS LICENSOR OR SUPPLIER.
12. LIMITATION OF LIABILITY. IN NO EVENT SHALL Joe Produce, ITS AFFILIATES, PARTNERS OR ANY OF THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS (COLLECTIVELY, THE "PROTECTED ENTITIES") BE LIABLE, WHETHER IN AN ACTION BASED ON A CONTRACT INDEMNIFICATION, OBLIGATION, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), COLLATERALLY OR ARISING FROM ANY STATUTORY DUTY, PRE-CONTRACT OR OTHER REPRESENTATIONS, OR OTHERWISE, HOWEVER ARISING, FOR ANY ECONOMIC LOSSES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS, GOODWILL OR ANTICIPATED SAVINGS) OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, YOUR PROVISION OF INFORMATION VIA THE WEB SITE, LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE PROTECTED ENTITIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITE. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS AND CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU FOR YOUR USE OF THE SITE OR PURCHASE OF PRODUCTS VIA THE SITE (NOT INCLUDING AUCTION ITEM PURCHASES).
13. Local Standards. We do not represent that materials on the web site are appropriate for use in all locations. Persons who choose to access the web site do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.
14. Links to Other Sites. Joeproduce.com and certain other Joe Produce Sites contain links to third party Web sites. These links are provided solely as a convenience to You and not as an endorsement by Joe Produce of the contents on such third-party Web sites. Joe Produce is not responsible for the content of linked third-party sites and does not make any representations regarding the content or accuracy of materials on such third party Web sites. If You decide to access linked third-party Web sites, You do so at your own risk.
15. Indemnity. You agree to defend, indemnify, and hold harmless Joe Produce, its affiliates, and their respective officers, directors, employees and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from (i) any User Content or other material You provide to any Joe Produce Site, (ii) your use of any Joe Produce Content, or (iii) your breach of the terms of these Terms. Joe Produce shall provide notice to You promptly of any such claim, suit, or proceeding.
16. Miscellaneous. The Terms of Service and the relationship between you and us shall be governed by the laws of the State of California, without regard to its conflict of law provisions. You agree that any cause of action that may arise under the Terms of Service shall be commenced and be heard in the appropriate court in the State of California, County of Sacramento You agree to submit to the personal and exclusive jurisdiction of the courts located within Sacramento County in the State of California. Our failure to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Service by Joe Produce must be made in writing and signed by an authorized representative of Joe Produce specifically referencing these Terms of Service and the provision to be waived. Headings used in these Terms of Service are for convenience only and are not to be relied upon. If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect. These Terms of Service will inure to the benefit of, and are intended to be enforceable by, Joe Produce's successors, assigns and licensees. There are no third party beneficiaries to this Agreement; a person who is not a party to this Agreement has no rights under the Contracts (Rights of Third Parties) Act 1999 to rely upon or enforce any term or provision of this Agreement.
17. Legal Disputes. If any dispute arises between Job Seeker, Job Poster and/or Joe Produce or any combination thereof, as it relates to Joe Produce and this Agreement, such dispute shall be submitted and settled in accordance with the Rules of the American Arbitration Association, in Sacramento, California and the decision of a single English speaking arbitrator shall be final and binding. You further agree that in the event Joe Produce becomes a party to the dispute involving this Agreement, the non-prevailing party shall pay any costs and legal fees incurred by Joe Produce. In any disputes between Job Seeker and Job Poster, where Joe Produce is not a party to the suit, you agree to pay $1,000.00 in damages for Joe Produce having to respond to any subpoena regarding the dispute. These Terms constitute a binding agreement between You and Joe Produce, and is accepted by You upon your use of the Joe Produce Site.