Terms of Service
Please read these Terms carefully. By using FoodBank Manager or signing up for an account, you are agreeing to these Terms, which will result in a legal agreement between you and FoodBank Manager (“Agreement”). We will begin with the basics, including some definitions that will help you understand these Terms. FoodBank Manager (“FoodBank Manager,” “we,” or “us”) is a SaaS (Software as a Service) (the “Service”) offered through the URL www.foodbankmanager.com (we will refer to it as the “Website”) that allows you to, among other things, track clients, manage programs and resources, track and manage the donations provided to you by your donors, manage and track your volunteers and their time worked. FoodBank Manager is a product of Sox Box Software LLC, an Arizona limited liability company whose legal name is Sox Box Software LLC d/b/a FoodBank Manager. FoodBank Manager's employees are reffered to as “Team”. As a customer of the Service or a representative of an entity that is a customer of the Service, you are a “Member” according to this Agreement (or “you”).
These Terms of Service (“Terms”), define the terms and conditions under which you are allowed to use the Service in accordance with the Agreement, and how we will treat your account while you are a Member. If you do not agree to these Terms, you must immediately discontinue your use of the Service.
When features of the Service are offered as add-ons to your FoodBank Manager account (“Add-ons”), unless expressly stated otherwise, these Terms apply to the use of Add-ons. Some Add-ons are intended for particular use cases and may also have additional terms or restrictions (“Additional Terms”). Additional Terms for Add-ons when available can be found on the Website at Additional Terms, and Members agree to the applicable Additional Terms at the time they choose to add the corresponding Add-on.
If you have any questions about our Terms, feel free to contact us.
In order to use the Service, you must:
- be at least eighteen (18) years old and able to enter into contracts;
- complete the registration process;
- agree to these Terms;
- provide true, complete, and up-to-date contact and billing information; and
- not be based in Cuba, Iran, North Korea, Syria, or any other country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist-supporting” country.
By using the Service, you represent and warrant that you meet all the requirements listed above, and that you will not use the Service in any way that violates any laws or regulations. Note that by representing and warranting, you are making a legally enforceable promise.
FoodBank Manager may refuse service, close accounts of any users, and change eligibility requirements at any time.
- Term When you sign up for the Service and agree to these Terms, the Agreement between you and FoodBank Manager is formed, and the term of the Agreement (the “Term”) will begin. The Term will continue for as long as you have a FoodBank Manager account or until you or we terminate the Agreement in accordance with these Terms, whichever happens first. Entering your username and clicking the “Get Started” button and means that you have officially “signed” and accepted the Terms. If you sign up for the Service on behalf of a company or other entity, you represent and warrant that you have the authority to accept these Terms and enter into the Agreement on their behalf.
- Closing Your Account You or FoodBank Manager may terminate the Agreement at any time and for any reason by terminating your FoodBank Manager account or giving notice to the other party. We may suspend the Service to you at any time, with or without cause. If we terminate your account without cause, and your account is a paid account, we will refund a prorated portion of your monthly prepayment. We will not refund or reimburse you in any other situation, including if your account is suspended or terminated for cause, such as a breach or any violation of the Agreement. If your account is inactive for twenty-four (24) or more months, we may terminate the account. Once your account is terminated, you acknowledge and agree that we may permanently delete your account and all the data associated with it. If your account has been terminated, the username will no longer be available for use on any future accounts and cannot be reclaimed.
- Changes We may change any of the Terms by posting revised Terms of Service on our Website and/or by notifying you of the new Terms by sending an email to the last email address you gave us or displaying prominent notice within the Service. Unless you terminate your account within ten (10) days, the new Terms will be effective immediately and apply to any continued or new use of the Service. We may change the Website, the Service, Add-ons, or any features of the Service at any time, and we may discontinue the Website, the Service, Add-ons, or any features of the Service at any time.
- Account and Password You are responsible for keeping your account name and password confidential. You are also responsible for any account that you have access to and any activity occurring in such account, whether or not you authorized that activity. You will immediately notify us of any unauthorized access or use of your accounts. We are not responsible for any losses due to stolen or hacked passwords that are caused by or result from your negligence. We do not have access to your current password, and for security reasons, we may only provide you with instructions on how to reset your password. We have the right to update any of your contact information in your account for billing purposes. In addition, you represent and warrant that all information you provide to us when you establish an account, and when you access and use the Service, is and will remain complete and accurate.
- Account Disputes
We do not know the inner workings of your organization or the nature of your personal relationships. You will not request access to or information about an account that is not yours, and you will resolve any account-related disputes directly with the other party. We decide who owns an account based on the content in that account, and if multiple people or entities are identified in the content, then we will rely on the contact and profile information listed for that account. In cases where differing contact and profile information is present, we will require you to resolve the matter through proper channels outside of FoodBank Manager.
When a dispute is identified, we may suspend any account associated with the dispute, including disabling login and use capabilities, to protect the security and privacy of the data held within the account.
- Monthly Plans
When you sign up for a Monthly Plan, you agree to recurring billing. Billing occurs on the same day each month, based on the date that you started the Monthly Plan. Billing for Monthly Plans may be paused, and you may choose to close your account permanently at any time. Six (6) month and one (1) year billing options are available for convenience and follow the same rules as the monthly plan.
Our charges for Monthly Plans are posted on our Website and may be changed from time to time. If any part of a month is included in the Term, then payment is due for the full month. Payments are due for any month on the same or closest date to the day you made your first monthly payment (the “Pay Date”).
- Credit Cards As long as you are a Member with a paid account or otherwise have an outstanding balance with us, you will provide us with valid credit card information and authorize us to deduct the monthly charges against that credit card. You will replace the information for any credit card that expires with information for a valid one. If your credit card is automatically replaced with a new card by a payment processor, you acknowledge and agree that we are authorized to deduct any charges on your account against the new credit card. Anyone using a credit card represents and warrants that they are authorized to use that credit card, and that any and all charges may be billed to that credit card and will not be rejected. If we are unable to process your credit card order, we will try to contact you by email and suspend your account until your payment can be processed.
- Checks You may elect to pay by check. Paying by check is a manual invoicing process therefore, we do not accept checks for monthly plans but do allow paying by check for six (6) month or one (1) year account plans.
- Refunds We will give you a refund for a prepaid month if we stop providing the Service and terminate your account without cause. You will not be entitled to a refund from us under any other circumstances. We may, at our sole discretion, offer a refund if a Member requests one.
- Charges for Add-Ons If you use an Add-on that has a charge, then you will be billed that additional amount with each billing cycle for as long as the Add-on is active.
- Billing Changes We may change our fees at any time by posting a new pricing structure to our Website and/or sending you a notification by email. Quoted fees do not include sales or other transaction-based taxes of any kind.
- Proprietary Rights Owned by Us You will respect our proprietary rights in the Website and the software used to provide the Service (proprietary rights include, but are not limited to, patents, trademarks, service marks, trade secrets, copyrights, and other intellectual property).
- Proprietary Rights Owned by You FoodBank Manager does not claim ownership over any User Content submitted on or through the Service. Your User Content belongs to You. However, by uploading any User Content to the Service, you agree that FoodBank Manager may store and display (only to You, to the extent that You make such User Content private) Your User Content solely as necessary in connection with the Service. To the extent You choose to share any of Your User Content with other users of the Service, you agree to allow these users (i.e., only the users you specify) to view Your User Content and, to the extent applicable, collaborate with You and Your User Content.
- Reporting Abuse If you think anyone is violating any of these Terms, please notify us immediately.
- Bandwidth Abuse/Throttling You may only use our bandwidth for your FoodBank Manager account. We provide image and data hosting only for your FoodBank Manager account. We may throttle your connection to FoodBank Manager at our discretion.
- Compliance with Laws
You represent and warrant that your use of the Service will comply with all applicable laws and regulations. You are responsible for determining whether the Service is suitable for you to use in light of your obligations under any regulations like HIPAA, GLB, EU data privacy laws (including the General Data Protection Regulation) (collectively, “EU Data Privacy Laws”), United States export control laws and regulations and economic sanctions laws and regulations (“U.S. Export Control Laws and Regulations”), or other applicable laws. If you are subject to regulations (like HIPAA) and you use the Service, then we will not be liable if the Service does not meet those requirements. You may not use the Service for any unlawful or discriminatory activities, including acts prohibited by the Federal Trade Commission Act, Fair Credit Reporting Act, Equal Credit Opportunity Act, Children’s Online Privacy Protection Act, or other laws that apply to commerce.
If you are located in the European Economic Area, the United Kingdom, or Switzerland (collectively, the “EEA”) You represent and warrant to FoodBank Manager that:
- You will get and maintain all necessary permissions and valid consents required to lawfully transfer data to FoodBank Manager and to enable such data to be lawfully collected, processed, and shared by FoodBank Manager for the purposes of providing the Service or as otherwise directed by you.
- You will provide and obtain all notices and obtain all necessary consents required by applicable data protection laws to enable FoodBank Manager to deploy cookies and similar tracking technologies lawfully on and collect data from the devices of contacts and end users of the Service in accordance with and as described in the Cookie Statement.
- You will sign and return FoodBank Manager’s Data Processing Agreement, which sets out your and FoodBank Manager’s obligations with respect to data protections and security when processing personal information. Once signed, the Data Processing Addendum will form part of and be incorporated into the Agreement.
In addition, if you are an EEA Member, you acknowledge and agree that we have your prior written authorization to respond, at our discretion, to any data subject access requests we receive from your contacts made under EU Data Privacy Laws, or, alternatively, we may direct any such contacts to you so that you can respond to the request accordingly.
You agree to indemnify and hold us harmless from any losses, including all legal fees and expenses, that result from your breach of this Section 18.
- U.S. Export Controls
The software that supports the Service (the “Software”) is subject to U.S. Export Control Laws and Regulations. Export laws are set up by the government to keep certain goods and services from reaching other countries, usually because of security concerns or trade agreements. None of the Software may be downloaded or otherwise exported or re-exported in violation of U.S. Export Control Laws and Regulations and any other applicable export laws and regulations (collectively, “Export Control Laws”). Therefore, you agree that you will not, directly or indirectly through a third party, allow the Software or your use of the software to be accessed or generated from within, or distributed or sent to, any prohibited or embargoed country as mentioned in any Export Control Laws. In addition, you certify that neither you nor any principals, officers, directors, or any person or entity you know to be directly involved with the use of the Service is designated on any U.S. government list of prohibited or restricted persons.
It is important to note this section is not meant to provide a comprehensive summary of the Export Control Laws that govern FoodBank Manager, the Service, or the Software. You are downloading and using the Software at your own risk, and it is your responsibility to consult with a legal advisor to make sure your use of the Service and the Software complies with applicable laws.
- Limitation of Liability
To the maximum extent permitted by law, you assume full responsibility for any loss that results from your use of the Website and the Service, including any downloads from the Website. We and our Team will not be liable for any indirect, punitive, special, or consequential damages under any circumstances, even if they are based on negligence or we have been advised of the possibility of those damages. In any calendar month, our total liability to you arising under or in connection with the Agreement—whether in contract, tort (including negligence), breach of statutory duty, or otherwise—will be no more than what you paid us for the Service the preceding month.
In addition, for the avoidance of doubt, in no instance will we or our Team be liable for any losses or damages you suffer if you use the Service in violation of our Terms, regardless of whether we terminate or suspend your account due to such violation.
- No Warranties To the maximum extent permitted by law, we provide the Website and the Service as-is. This means that, except as expressly stated in these Terms, we do not provide warranties, conditions, or undertakings of any kind in relation to the Website and/or Service, either express or implied. This includes, but is not limited to, warranties of merchantability and fitness for a particular purpose, which are to the fullest extent permitted by law, excluded from the Agreement. Since Members use the Service for a variety of reasons, we cannot guarantee that it’ll meet your specific needs.
- Indemnity You agree to indemnify and hold us and our Team harmless from any losses, including legal fees and expenses that directly or indirectly result from any claims you make that are not allowed under these Terms due to a “Limitation of Liability” or other provision. (Indemnity is an agreement to compensate someone for a loss.) You also agree to indemnify and hold us harmless from any losses, including legal fees and expenses, that directly or indirectly result from (a) your Content, (b) your use of the Service, (c) your violation of any laws or regulations, (d) third-party claims that you or someone using your password did something that, if true, would violate any of these Terms, (e) any misrepresentations made by you, or (f) a breach of any representations or warranties you have made to us.
- Legal Fees and Expenses If we file an action against you claiming you breached these Terms and we prevail, we are entitled to recover all reasonable legal fees, expenses, and any damages or other relief we may be awarded.
- Equitable Relief If you violate these Terms, then we may seek injunctive relief (meaning we may request a court order to stop you) or other equitable relief.
- Subpoena Fees If we have to provide information in response to a subpoena, court order, or other legal, governmental, or regulatory inquiry related to your account, then we may charge you for our costs. These fees may include attorney and employee time spent retrieving the records, preparing documents, and participating in a deposition.
- Disclaimers We and our Team are not responsible for the behavior of any third parties, linked websites, or other Members.
- Notice to U.S. Government End Users
The Software and Website, including all documentation, are “Commercial Items,” as that term is defined at 48 C.F.R. §2.101, and consist of “Commercial Computer Software” and “Commercial Computer Software Documentation.” The Commercial Computer Software and Commercial Computer Software Documentation are licensed to U.S. government end users:
- only as Commercial Items,
- with the same rights as all other end users, and
- according to the Terms.
Published and unpublished rights are reserved under the copyright laws of the United States. The manufacturer is Sox Box Software LLC, 3209 W Cactus Rd, Phoenix, Arizona 85029.
- Assignments You may not assign any of your rights under this agreement to anyone else. We may assign our rights to any other individual or entity at our discretion.
- Choice of Law The State of Arizona’s laws, except for conflict of laws rules, will apply to any dispute related to the Agreement or the Service. Any dispute related to the Agreement or the Service itself will be decided by the state and federal courts in Maricopa County, Arizona, and each party will be subject to the jurisdiction of those courts.
- Force Majeure We will not be held liable for any delays or failure in performance of any part of the Service, from any cause beyond our control. This includes, but is not limited to, acts of god, changes to law or regulations, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, floods, strikes, power blackouts, volcanic action, unusually severe weather conditions, and acts of hackers, or third-party internet service providers.
- Survivability Even if this Agreement is terminated, the following sections will continue to apply: Proprietary Rights Owned by Us, Proprietary Rights Owned by You, Compliance with Laws, Limitation of Liability, No Warranties, Indemnity, Choice of Law, Severability, and Entire Agreement.
- Severability If it turns out that a section of these Terms is not enforceable, then that section will be removed or edited as required, and the rest of the Agreement will still be valid.
- Interpretation The headers and sidebar text are provided only to make these Terms easier to read and understand. The fact that we wrote these Terms will not affect the way the Agreement is interpreted.
- Amendments and Waiver Amendments or changes to the Agreement will not be effective until we post revised Terms on the Website. If we do not immediately take action on a violation of these Terms, we are not giving up any rights under the Terms, and we may still take action at some point.
- No Changes in Terms at Request of Member We have so many Members, we cannot change these Terms for any one Member or group.
- Further Action You will provide all documents and take any action necessary to meet your obligations under these Terms.
- Notification of Security Breach In the event of a security breach that may affect you or anyone that is entered into your FoodBank Manager account, we will notify you of the breach once we have determined, in our discretion, that it occurred and will provide a description of what happened. If we determine, and notify you, that you need to forward all or part of that information to anyone that is entered into your FoodBank Manager account, you will promptly do so.
- Notices Any notice to you will be effective when we send it to the last email or physical address you gave us or when posted on our Website. Any notice to us will be effective when delivered to us along with a copy to our legal counsel: Attn. Legal Department, FoodBank Manager, 3209 W Cactus Rd Phoenix, Arizona, 85029, or any addresses as we may later post on the Website.