You can find the previous versions of our Terms of Service here: 2024, 2025
Mill Terms of Service
The Mill Terms of Service (“Terms”) apply to any use of products and services provided by Mill Industries Inc. and its affiliates (collectively, “Mill,” “we,” or “us”), including the sale or rental of Mill’s products, such as any model of the food recycler (“food recycler”) and associated products (collectively, the “Products”), and use of Mill services, such as the food recycler rental subscription plan, the Food GroundsTM pickup subscription plan service (“Pickups Service”), local hauler subscription plans, the Mill website, the Mill mobile application, and associated services (collectively, the “Services”). If you do not agree to these Terms, you may not use the Products or Services. For clarity, these Terms apply if you access or use any of our Products or Services whether or not you create an account with us.
If you are a Workplace customer or otherwise renting or purchasing food recyclers for use in a commercial context (such as an office or restaurant) with prior written approval from Mill as set forth in Section 1(d) (a “commercial” customer), only certain of these terms and conditions apply to you. Email legal@mill.com with any questions.
By agreeing to these Terms, you and Mill agree to resolve most disputes on an individual basis and not as a class action arbitration, class action, any other kind of representative proceeding, or by jury trial. If you do not wish to arbitrate disputes with Mill, you may opt out of arbitration by following the instructions provided in Section 19(j).
For information about how we collect, use, disclose, and otherwise process information about you, please see our Privacy Policy. If you have questions, contact our customer support team at support@mill.com.
Table of Contents
Eligibility
Account. Although these Terms apply regardless of whether you create or use an account, you must create a Mill account before using most of our Products and Services. You are responsible for ensuring that your account information, such as payment method information and billing and shipping addresses, is up to date and that any information you provide to us is accurate. You are responsible for maintaining the security of your account credentials and for using a strong password that is unique to our Services and not used by you in any other website or online service. You agree to promptly notify us if you discover or suspect any unauthorized use of your account. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal title, including trademark rights, in those usernames.
Age. You must be at least 18 years of age to purchase any of our Products and Services. All individuals under the age of majority (a minor) must have permission to use the Services from a parent or legal guardian who will provide supervision.
Location. The Products and Services are only available, and may only be used, in the contiguous United States. We may add or subtract locations from time to time. What Products and Services are available, and at what cost, may vary by location. The address in your account must be the address where you use your food recycler. You will be solely responsible for any purchase or use of our Products and Services outside of the contiguous United States. To the extent permitted by applicable law, Mill will not accept responsibility or liability associated with any loss, damage, or other injury caused by your purchase or use of the Products and Services outside of the contiguous United States. You are responsible for complying with all applicable laws and regulations of the jurisdiction in which the Products and Services are purchased or used.
Use. Unless you have prior written approval from Mill to use Products or Services as a commercial customer (which includes if you have been approved to be a “Providing Institution” that is sponsoring the Products or Services for a group), you will only use our Products and Services for personal, family or household purposes and expressly excluding any commercial use. If you are a commercial customer, you will only use the Products and Services for your internal business use and not for the benefit or use of any third party.
Other Users. If you use our Products or Services on behalf of another person or entity, (i) you agree to these Terms on behalf of yourself and that person or entity, (ii) you represent that you are authorized to agree to these Terms on that person’s or entity’s behalf, and (iii) all references to “you” throughout these Terms, other than this sentence, will include you and that person or entity.
Minimum Requirements to Operate. Regular sources of electricity (120V) and internet access (a router that can broadcast a network that meets our minimum requirements), together with the Mill mobile app, are required to set up your food recycler and enable certain features and services. You will not be able to use those features without the mobile app and/or a router that meets our minimum operation requirements found on our website.
Mill Food Recycler
Food Recycler Purchase Components. Unless otherwise stated in these Terms, your purchase of a new food recycler comes with: (i) access to our support team, (ii) a limited warranty for certain covered repairs or replacement of your food recycler, (iii) use of our mobile app, and (iv) additional gifts, offers, credits, and other benefits we may provide at our discretion. Mill’s product offerings, and what comes with the purchase of a food recycler, are subject to change. The food recycler and our subscriptions are intended for your personal use only; see the Prohibited Materials and the Prohibited Conduct sections below for additional restrictions. If you are renting your food recycler, whether for residential or authorized commercial settings, see the Food Recycler Rental Subscription Plans section below for additional terms that apply to our subscriptions. If you have added the Pickups Service to your order, please see the Food Grounds Pickups Service section below for applicable terms.
Delivery. The food recyclers are heavy. You agree to follow the instructions we provide regarding the delivery and set up of your food recycler. You agree to inspect your food recycler upon receipt and notify us immediately if it’s damaged or otherwise defective. If you fail to notify us of any damage within 3 days of receipt, you acknowledge the food recycler was damage-free when delivered.
Safety. You agree to review the safety warnings and instructions provided with your food recycler before using it for the first time. You agree to always follow these warnings and instructions while using a food recycler.
Setup and Use. You are responsible for the setup and use of your food recycler in accordance with these Terms and any other instructions we provide, like those that may be provided by our customer support team. You must create your account online, download our mobile app and pair your mobile device to the food recycler to program it. You may only use your food recycler with accessories (e.g., charcoal filters) provided by us.
Charcoal Filter Replacement. The food recycler requires our specially designed charcoal filter to manage odors as described on the website; you’ll receive one with each food recycler that you order. Different models of the Mill food recycler may require different charcoal filter models and need to be replaced periodically, as further described in the instructions we provide. Replacement filters can be purchased for an additional fee. Purchasers of the food recycler may purchase a replacement charcoal filter through our mobile app or by contacting us at support@mill.com. Charcoal filters cannot be transferred or re-sold. You agree to return your used filter, at our expense, if we ask you to send it back. If you’re renting food recyclers, please refer to the Food Recycler Rental Subscription Plans section below for filter replacements that may be included in your plan.
Prohibited Materials. You can place a wide variety of materials in your Mill food recycler, but there are certain materials that should not be placed in your food recycler. You agree that you will not place anything in your Mill food recycler that poses a safety risk to yourself or others, or if you rent your food recycler, that may damage, degrade, or harm the food recycler (any such materials, “Prohibited Materials”). You can find a nonexclusive list of what can and cannot be placed in your food recycler, which may be updated from time to time, in our mobile app (the “Food Library”). You agree that it is your sole responsibility to ensure (i) Prohibited Materials and (ii) anything listed as unacceptable in the Food Library are not added to your food recycler. If you aren’t sure if something can be placed in your food recycler, contact our support team at support@mill.com so they can assist you.
Food Recycler Warranties. The limited warranty for Mill food recyclers is described here for consumer customers and here for commercial customers. You are responsible for any repair or replacement costs not covered by the limited warranty applicable to your food recycler or part. We retain sole discretion in determining whether repair or replacement of a food recycler or part is needed and whether such repair or replacement is covered by your limited warranty. If we determine that replacement of your food recycler or part is necessary, we may replace your food recycler or part with a new or refurbished device or part of like or similar quality up to the amount set forth in the Limitation of Liability. The replacement food recycler or part may be a different version or model of your food recycler or part.
Food Recycler Model; Upgrades. We may, from time to time, make new versions or models of the food recycler available for purchase and/or rental, or choose to offer additional products, services, accessories, or other services for an additional one-time or recurring fee. We may offer new models or upgrades for pre-purchase. If you pre-purchase or pre-order a new model or upgraded food recycler or any other Product, we will provide an estimated delivery date that we will endeavor to update and finalize the delivery date as reasonably necessary to facilitate delivery to you. When you pre-order a new Product, you agree that the estimated delivery date is not a promise of delivery on a specific date and that the estimated delivery date is not a crucial term of your purchase.
End of Life Policy. Your food recycler is subject to the Mill Food Recycler End-of-Life Policy.
Impact Reports. As part of our Services, we may provide, via email and/or our mobile app, reports estimating certain sustainability- or climate-related metrics, which may include things like avoided carbon dioxide emissions and bags of food waste saved, based on usage of your food recycler and, if applicable, the Pickups Service, as defined below. While we strive for accuracy with these estimates, they may be inaccurate and are provided for informational purposes only. We make no warranty or guarantee as to their accuracy, and you should not rely on anything in an impact report. The content and cadence of impact reports is subject to change at any time with or without notice at our discretion.
Food Recycler Rental Subscription Plans
Food Recycler Rental Components. As of the date of these Terms, Mill offers two types of rental subscription plans for food recyclers: one for residential consumers and another for commercial customers through its Workplace offerings. Unless otherwise stated by Mill and provided that your account’s payment status is current, the Mill food recycler rental subscription plan includes (i) use of a Mill food recycler, (ii) charcoal filter replacements, subject to subsection (c), (iii) access to our support team, (iv) repairs and replacement of your Mill food recycler, as provided under the applicable limited warranty, including the limitations therein, during the rental term, (v) use of our mobile app, and (vi) additional gifts, offers, credits, and other benefits we may provide at our discretion. The Mill food recycler rental subscription plan is subject to change.
Rental Food Recycler Models. Your rental food recycler may be a refurbished device with cosmetic or other immaterial imperfections. Not all models of the food recycler may be eligible for the rental subscription plan. Rental subscriptions are for the model of food recycler shown to you at the time of purchase, and any exchanges for a different food recycler model will be granted at our sole discretion and may require additional fees. We may make different Mill food recycler model(s) eligible for the rental subscription plan from time to time and at our sole discretion. We reserve the right to replace your rental food recycler with a different food recycler for any reason at any time, however, we will notify you before initiating the replacement process. You agree to follow the steps we provide when exchanging, replacing, or returning your food recycler, including by complying with any applicable return instructions.
Filters for Rentals. You’ll be able to order replacement charcoal filters periodically at no additional cost, as further described in the instructions we provide, if you have an active food recycler rental subscription and your payment status is current. Additional charges may apply for more replacement charcoal filters that we determine in our sole discretion are not reasonably needed for odor management in your food recycler. You agree to return your used filter, at our expense, if we ask you to send it back.
Food Recycler Rental Subscription Fees and Term. The length of your food recycler rental subscription term will be the amount disclosed to you in the checkout flow or otherwise prior to purchase, and your subscription term will begin on the date your food recycler is delivered to your designated address. Some of our third party affiliates may offer shorter subscription periods; see the Trials section below. The term of the subscription will automatically renew for additional, consecutive periods of the same length of time (e.g., a 12-month term will be followed by a 12-month “renewal term”), unless you timely initiate and complete the cancellation steps and the returns process steps described below (see the Ending Your Subscription and the Food Recycler Return Process sections below). The annual fees for subscriptions are billed monthly unless another option is provided at checkout, and you will make your first payment at the time you purchase your subscription (i.e., at checkout). The anticipated date and amount of your next food recycler rental subscription payment, your plan type and renewal date, and your chosen payment method will be viewable in your account on our website. If you add on a Pickups Service subscription after you begin a food recycler rental subscription, the first year of the subscription term of the Pickup Service subscription may be shorter than 12 months, depending on when you add the Pickup Service subscription service to your account, so that the two subscriptions have the same renewal dates. Other than as specified in these Terms, subscription fees are nonrefundable.
Ending Your Subscription. You may end your subscription at the end of the applicable subscription term, provided that you follow the steps in this section and complete all of the steps of the Food Recycler Return Process section below. If you cancel before the end of your subscription term (or renewal term), you will automatically be charged the lesser of: (i) the amount owed for the rest of the subscription term; and (ii) the maximum amount permitted by applicable law. Cancellation of a food recycler rental subscription is only effective once every food recycler sent to you in connection with your subscription has been picked up by our shipping partner.
Step 1 - Timely Notice to Mill. You may begin the subscription cancellation process by visiting account.mill.com, selecting ‘manage account’, and following the instructions for cancellation, or by contacting our support team at support@mill.com and letting us know you’d like to cancel. You must notify us of your intent to cancel your food recycler rental subscription at least 24 hours before the end of your current subscription term to begin a timely return, otherwise the subscription term will be renewed for a full term and you will continue to be charged the applicable fees on the same intervals as the prior subscription term.
Step 2 - Recycler Return. Once you’ve completed Step 1, you’ll need to return the food recycler within 30 days of the end of your fully paid subscription period (the “Return Window”); please refer to the Food Recycler Return Process section below for additional information on how to return your food recycler and avoid any further charges to your account. Successfully returning the food recycler before or on the last day of the Return Window is your final step of the cancellation process.
Step 3 - Resolution of Payment Status. Your subscription will automatically renew as usual at the start of the Return Window as if you have not yet returned your food recycler, but we will postpone charging any new food recycler rental subscription fees during the Return Window while you complete the return. If you return your food recycler before the end of the Return Window, Mill will cancel your subscription, and we will waive the food recycler rental subscription fee for the renewal that may have accrued to your account at the start of the Return Window. Failure to return the food recycler on or before the end of the Return Window will cause your subscription renewal term to begin and you’ll be charged the associated fees at the then-current price on your existing payment schedule. You may continue to use the Services such as the Pickups Service and the Mill mobile app until you finish the cancellation process, but if you choose to cancel and return your food recycler(s) in the middle of a subscription term, you will forfeit the remainder of your term without a refund or credit. If you fail to return your food recycler(s) within the Return Window, an additional Return Window or grace periods will not be available.
Ownership. Rented Mill food recyclers and all accessories (which don’t include the Pickups Service) are the exclusive property of Mill and require an active and fully paid subscription to use. Mill retains ownership of the food recycler and accessories at all times unless and until you purchase your food recycler. See Subscription Buyout section below for information on how to purchase the food recycler that you are renting. You understand and agree that Mill may subject your rental of a Mill food recycler to a financing agreement with a third-party lender. Under such agreement, Mill may assign its interest in your Mill food recycler rental subscription plan, including the Mill food recycler itself, as security for such financing, and your interest under your rental subscription plan and these Terms will be subject to the interests of Mill’s lender. In the event that your Mill food recycler is financed, Mill may not sell the Mill food recycler you are renting to you without the prior written consent of its lender.
Food Grounds Pickups Service
Availability. The Pickups Service is a supplementary subscription service allowing you to send the dried and ground food you empty from the food recycler’s bucket (“Food Grounds”) to Mill or our authorized affiliate so we can preserve it as food or have it composted rather than discarding it and creating waste. Unless otherwise disclosed at the time of purchase, if you have a food recycler rental subscription and purchase a Pickups Service subscription, the initial term of your Pickups Service subscription will coincide with the term of your food recycler rental subscription, then will automatically renew for additional terms of the same length as your food recycler rental subscription unless and until you cancel. After you have purchased your food recycler or received your food recycler rental, you may be offered the chance to sign up for the Pickups Service. For food recycler purchasers, the Pickups Service is a subscription with a 12 month term; it is to be paid in full at the time you purchase the Pickups Service and it will automatically renew for a consecutive 12-month terms unless you cancel timely in accordance with the Cancellation of Pickups Service or Other Non-Food Recycler Subscriptions section below. Additional instructions and terms regarding the Pickups Service may be provided separately, including in our mobile app, on our website, and on Food Grounds shipment boxes. The Pickups Service may not be available in all locations. Additional Food Grounds boxes may be ordered through our mobile app or by contacting our support team, provided you have not ordered more than ten boxes in the preceding 12 weeks; if you exceed this number, charges may apply to order additional boxes.
Transfer of Food Grounds. You understand and agree that your Food Grounds are your personal property and have value based on their reusability, nutrients, and the efforts and expense you have undertaken to create them. If you provide any Food Grounds to us or our partners, you are doing so freely because you believe there is additional value in Mill or our partners keeping your Food Grounds out of the waste stream. Title to any Food Grounds you choose to provide to us transfers to us or our partners at the time a logistics provider takes possession of them. You understand and agree that Food Grounds and their diversion from landfills may have value, and we may benefit from reselling Food Grounds and/or from carbon and methane credits related to the environmental benefits associated with diverting Food Grounds from landfills. The consideration you receive in exchange for providing us with Food Grounds is limited to the value that you place on diverting them from the waste stream. You understand and agree that (i) you are providing us with Food Grounds in order to keep them from becoming waste and are not discarding them or deeming them unwanted, and (ii) you have no obligation to give us or our partners your Food Grounds, and any decision to do so is optional and voluntary.
Use of Food Grounds. We reserve the right to use, or allow our partners to use, Food Grounds in any way and for any purpose, and to partner or contract with any entity or person in using or disposing of the Food Grounds. Marketing materials or other communications depicting or describing how Food Grounds have been or are intended to be used do not guarantee that your Food Grounds contribution(s) was or will be used in the same way.
Production of a Chicken Feed Ingredient. If you choose to use the Pickups Service, you understand that we may turn the Food Grounds you supply to us into a chicken feed ingredient. Therefore, your compliance with the Food Library guidelines, not placing Prohibited Materials in the food recycler, and any other instructions we provide to you is crucial to protect the health and safety of chickens and people. You agree to comply with the Food Library guidelines and any other instructions we provide to you. You understand that failing to comply with this section, or otherwise using your food recycler improperly, may pose a food safety risk to chickens and people and may result in liability under these Terms.
Food Grounds Shipment. We may engage third-party logistics providers to collect Food Grounds boxes. Accordingly, you may be required to follow terms and conditions set forth by these parties. If our third-party logistics providers do not pick up from your address, you may need to bring your Food Grounds box to a location we or they designate. Once Food Grounds are shipped, they cannot be returned. You agree to follow the Food Grounds shipment instructions provided, as applicable, in our mobile app, by our support team, and by the third-party provider shipping your Food Grounds. We cannot guarantee when, or that, our logistics partners will arrive on the day of your scheduled shipment. We are not liable for any delay or damage caused by a third-party logistics provider.
Food Grounds Inspection and Reports. We inspect each shipment of Food Grounds you send to us to assess its quality and provide you with reports on our assessments to help ensure your Food Grounds meet requisite quality standards. You agree to review these reports and follow any instructions provided therein.
Cancellation; Suspension or Termination of Participation. We reserve the right to limit, suspend, or terminate your Pickups Service subscription and/or your ability to schedule Food Grounds shipments at any time, with or without notice and at our sole discretion. If your Pickups Service subscription is canceled by Mill, without cause, we will refund you a prorated portion of your Pickups Service subscription fee for the unused portion of your term. Purchasers of the food recycler who signed up for the Pickups Service and decide to terminate should follow the steps provided in the Cancellation of Pickups Service or Other Non-Food Recycler Subscriptions section below; no refunds of previously paid fees will be made if the termination of a Pickups Service subscription occurs before the end of the subscription term.
Food Recycler Return Process
When to Return. You must return your food recycler and all accessories if you have a rental subscription and it ends or is terminated, for recall advisories, in connection with warranty repairs or replacements, in connection with the money back guarantee described in Section 9, or for other reasons we may indicate. You agree to promptly return your food recycler in accordance with any reasonable time deadlines and the instructions we provide. If we instruct you to return a food recycler, you must do so by the date we specify.
Applicable Deadlines for Returns. If you’re ending your rental subscription, you must return the food recycler before the end of the Return Window. See the Ending Your Subscription section above for how to end your rental subscription. If you’re eligible for the money back guarantee pursuant to Section 9 and you’ve decided to return your food recycler, you have 10 days to do so from the day you notify us of your intention to return the food recycler, and please refer to the Conditions of Guarantee section below for instructions on how to provide this notice to Mill.
Confirmation of Your Mailing Address. After you provide us the required notification, we will try to contact you at the email connected to your account to work with you to coordinate the return of your food recycler. You agree to notify us of any mailing address changes promptly but not more than 2 days after beginning the cancellation process. We will send return shipping materials to your address on file at no charge. However, if you do not timely notify us of an updated address and we need to send additional shipping materials to you, we reserve the right to charge you for the additional return shipping materials. If we are unable to reach you within 10 days of when you begin the cancellation process, we may send your return shipping materials for your food recycler to your address on file.
Return to Mill. You agree to use the shipping materials we send to you to return the food recycler(s). You also agree to follow the shipment and return instructions provided, as applicable, in our mobile app, by our support team, and by our shipping partner or third-party logistics provider, and you agree to cooperate with us and or our shipping partner to coordinate the pickup of the food recycler(s) from you. If we send you a box to return your food recycler but you do not complete the return, additional charges may apply. For example, if you need an additional box to complete your return, then you’ll be charged for the cost of the additional shipping materials. If you fail to return your food recycler in accordance with the instructions provided, additional charges may apply. For example, if you return your food recycler in a damaged condition, then you may be charged a reasonable restocking fee. The amount and conditions of any potential restocking fee will be communicated to you before you return your food recycler and as part of the shipment and return instructions provided to you. We cannot guarantee the arrival time or date of our logistics partners to collect your returns. We are not liable for any delay or damage caused by a third-party logistics provider.
Late Returns or Failure to Return. If, through no fault of ours or our shipping partners, at the end of the Return Window your food recycler has not been picked up by our shipping partner for return, (i) for renters: your food recycler rental subscription will remain active, you will be charged the food recycler rental subscription fee that was postponed pursuant to Section 3(e) during the Return Window, and your subscription term will automatically renew (if applicable) at the then-current rate on your existing payment schedule until your food recycler has been returned, or (ii) you will not be entitled to a refund pursuant to the limited money back guarantee described in Section 9. If your food recycler is lost, stolen, or otherwise cannot be returned, you agree to contact our support team at support@mill.com immediately and pay a food recycler replacement fee (up to the then-current retail cost of the food recycler) before you may cease food recycler subscription fee charges and cancel your food recycler rental subscription.
General Terms of Sale of Products and Services
Sale of Products and Services. Mill offers and accepts orders for certain Products and Services, including the food recycler, through the Mill website and other authorized channels. Unless otherwise specified in these Terms or as stated on the checkout page, you must pay for Products and Services in full when you place an order. For example, if you wish to pre-order a new model of the food recycler, you will be required to pay for it in full, even though its delivery date hasn’t been finalized by Mill. You agree to provide only true, accurate, current and complete information in connection with any purchases of our Products or Services and throughout the time your Mill account is active. Products will be shipped to an address designated by you, if applicable, so long as such address is complete and complies with the shipping restrictions set forth in these Terms or otherwise contained on our Services. You will pay all shipping and handling charges specified during the ordering process. Risk of loss and title to the food recycler or any other Products that you buy will pass to you at the time of delivery by us to the freight carrier (but we or such carrier will be responsible for any loss or damage that occurs when the Products are in transit to you). In the case of rented Products, title is retained by Mill or its financing partner(s), and you bear the risk of loss.
Pricing. The total price you pay for our Products and Services at checkout will be presented to you prior to purchase and will include the price of the Products and Services in your order plus any applicable tax and shipping charges, less any discounts applied to the order. All prices are stated in U.S. dollars. We may change our prices at any time, provided that changes will not affect any order for Products and Services you placed prior to the change in price. We do not offer price protection or refunds in the event of a price drop or promotional offering.
Order Fulfillment. We will not necessarily fulfill orders in the order they are received, and pre-ordered products may not be available for order fulfillment at the time you place your order. Supplies are limited, and we reserve the right to impose quantity limits on any order, to reject all or part of an order, and to discontinue offering any Products or Services without prior notice. Although we may confirm orders by email, the receipt of an email order confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a Product or Service. If your order is canceled before we accept and process it, we will refund any payment you made to the payment method you used to place the order, subject to the terms of this section. Any such refund will only be for the amount we received from you and will not include any interest or other amounts. Orders may be subject to delays in delivery (e.g., for pre-ordered new models that are not in stock) and any shipping dates provided are approximate and not guaranteed. However, in the case of a pre-ordered, undelivered product that you wish to cancel, you must cancel your order within 120 days of placing your pre-order to receive a refund; Mill will issue credits to your account if you cancel your pre-orders more than 120 days after placing your order. To the extent permitted by law, Mill will not be liable for any loss, damage, or penalty resulting from any delay in shipment or delivery.
Subscription Buyout. We may, in our sole discretion, provide an option for food recycler rental customers to purchase the food recycler they are renting. Any such offer will be subject to the terms we disclose prior to purchase, including the Buyout Terms and Conditions and the applicable limited warranty.
Promotional Offers. We may from time to time offer special promotional offers, plans, products, or subscriptions, subject to eligibility requirements, limitations and/or conditions that are disclosed in the offer or upon checkout when you buy your Products and Services. Your participation in any such offers will be subject to the applicable terms and rules specified by Mill. Eligibility for such offers is determined by Mill at its sole discretion. We reserve the right to revoke an offer or promotional product or service at any time and terminate or put your account on hold in the event that we determine you are not eligible.
General Terms of Subscription Plans
Mill Subscriptions Generally. We offer various subscription plans related to our Products and Services, including food recycler rental subscription plans and the Pickups Service. Certain terms applicable to specific types of subscription plans are outlined in the Food Recycler Rental Subscription Plans section and below. Subscription terms are generally for annual (12-month) periods and renew automatically for consecutive annual renewal terms; shorter subscription terms may be available through third party affiliates and are subject to your eligibility. Every Mill subscription plan includes enrollment in an ongoing payment plan and will automatically renew for additional subscription terms until it is canceled. By signing up for a subscription, you agree that we (or the applicable third-party, if you sign up through a third-party) are authorized to charge your payment method for (i) your initial payment at the time you purchase the subscription and (ii) the stated charges on a recurring basis (e.g., monthly installments of the total annual fees) until your subscription is canceled in accordance with these Terms. The length of your subscription term and the amount charged at the time of purchase will be the amount listed in the checkout flow or otherwise disclosed to you prior to purchase. Unless you timely cancel at least 24 hours before the end of your current subscription term, the renewal will occur at the then-current subscription price plus any applicable taxes or fees and less any applicable discounts. In some cases, your renewal payment date may change, for example if your payment method has not successfully settled or if you modify your subscription plan. You can find specific details regarding your Mill subscription plan(s) by visiting account.mill.com and selecting ‘manage account’, or by contacting our support team at support@mill.com.
Subscription Plans with Third-Parties. We may offer special promotional plans, subscriptions, or services, including offerings of third-party products and/or services with our Services. For example, the Pickups Service subscription may involve the pickup of your Food Grounds by a local compost hauler who could also provide you with vegetables grown on their farm. We are not responsible for the products and services provided by third parties. These third-party products and services may have unique features, terms, conditions, limitations, and requirements, which will be disclosed to you prior to purchase or in other communications made available to you. You agree to abide by any terms and conditions and instructions provided by us or these third parties.
Price or Plan Changes. We may change the price or features of subscription plans from time to time for any reason. We will notify you in advance before any price changes (other than changes related to a change in law or applicable taxes) become effective. If you are in the middle of either a new subscription term or a renewal subscription term, pricing changes (other than those required because of tax changes or other legal changes) will become effective on the first day of the subsequent renewal subscription term. If you do not accept a price change, you must cancel your subscription plan (or for food recycler rental plans, begin the cancellation process) before the change takes effect by following the steps provided above in the Ending Your Subscription section. You will automatically be charged the updated amount unless you cancel at least 24 hours before the start of the subsequent renewal subscription term. If you change your subscription plan, the change will take effect immediately after the end of your current subscription term.
No Pauses. Other than as described in these Terms, Mill subscriptions cannot be paused and there will be no refunds or Credits for unused subscription terms or portions thereof.
Subscription Features and Conditions. We reserve the right to modify the features and content we provide as part of our subscriptions from time to time and for any reason. Some subscription plans may have unique conditions and limitations, which will be disclosed at the time you sign-up or in other communications made available to you.
Cancellation of Pickups Service or Other Non-Food Recycler Subscriptions. You can cancel a Pickups Service subscription, or any other recurring subscription plan that does not include a food recycler rental, by visiting account.mill.com, selecting ‘manage account’ and following the prompts to cancel, or by contacting us at support@mill.com and letting us know the subscription plan(s) you’d like to cancel. Unless otherwise indicated, cancellation will take effect at the end of the subscription term in which you cancel. There are no refunds or Credits for canceling in the middle of a term and we will not refund any subscription fees already paid to us. If you cancel before the end of your subscription term (or renewal term), you will automatically be charged the lesser of: (i) the amount owed for the rest of the subscription term; and (ii) the maximum amount permitted by applicable law.
Other Payment Terms
Payment Method. All payments must be made in U.S. dollars. To complete your purchase, you must have a valid and eligible billing and shipping address. You agree to designate a valid payment method to purchase a food recycler and maintain any Mill subscription throughout your subscription term(s). You represent and warrant that you are authorized to use your designated payment method for payment of all fees to us under these Terms and you authorize us to charge your payment method for those fees. Your issuing bank or our payment service provider may notify us about any other payment method you have used to pay for Services if your primary payment method is declined or no longer available to us for payment of such amounts. If so, you authorize us to charge your updated payment method, or any other payment method associated with your account, for any amounts we are authorized to automatically charge pursuant to these Terms. You remain responsible for any uncollected amounts. If a payment is not successfully settled, due to expiration, insufficient funds, or any other reason, we may suspend your access to the Services until we have successfully collected the outstanding amounts.
Taxes. You are responsible for any sales, use, value-added, or other governmental taxes, fees, or duties due with respect to your purchase of Products and/or the use of the Services. We may charge and collect these taxes, fees, and duties from you if we determine, in our sole discretion, they may apply. If you believe you have been charged for any taxes that do not apply, you agree to contact our support team at support@mill.com within 30 days of invoice of such tax. We are not required to collect taxes in all states. You may have a duty to directly report and pay taxes if we do not collect such taxes.
Errors. In the event of a billing error, we reserve the right to correct the error and revise your payment accordingly, which includes charging the correct price, and will notify you of any such corrections. In the event that any of our Products or Services are erroneously listed at an incorrect price (for example, due to a typo), we reserve the right to refuse or cancel any orders placed for such Product(s) or Service(s) listed at the incorrect price, whether or not the order has been confirmed and your credit card charged. If you have already been charged for the purchase and your order is canceled, we will promptly issue a refund for the amount you paid to the payment method you used to place the order.
Refunds. Unless otherwise specified at the time you make your purchase, or as described in our Limited Money Back Guarantee Policy below, we are not obligated to provide any refunds, including for partially used subscription periods. At any time, and for any reason, we may provide a refund, discount, or other consideration to some or all of our customers. The amount and form of such consideration, and the decision to provide it, are at Mill’s sole discretion. The provision of such consideration in one instance does not entitle you to the same or other consideration in the future.
Collections Agencies. In the event we use a third-party collection or administrative agent to resolve or collect any damages, fees, infringement of law or these Terms, fines, or penalties, you agree to pay all costs and collection fees including, but not limited to, administrative and legal costs to such agent upon demand without protest.
Late Payments. If we do not receive a payment you owe us under these Terms by the date such payment comes due, which may be after a subscription term ends, including because any bank or other financial institution refuses to honor any payment, we will attempt to notify you and will make additional attempts to charge your designated payment method. Late or missed payments will not change your other scheduled payments.
Credits. We may choose to offer promotions or credits for the Services in various ways, including but not limited to, coupons, credits, and promotional campaigns (“Credits”). To be clear, Credits are distinct from monetary amounts that may be credited to your account; as an example, a monetary credit might be credited to your account due to a payment you made to us. We reserve the right to award Credits at our sole discretion. To qualify for and receive any Credits, you must meet the requirements indicated in the applicable Credits offer. Unless otherwise indicated in the terms of the offer, Credits can only be used to offset future amounts owed to Mill. For Credit offers available only to new Mill customers, you will be disqualified and will not be entitled to receive the Credits if your name, email, phone number, or credit card are (i) linked to an existing active or inactive subscription or Mill account or to a prior purchase of a Mill product, or (ii) suspected of being connected to fraudulent activity. All offers are subject to availability. We may, in our sole discretion, modify or cancel a promotional or credit offer, this Credits policy, or the terms applicable to any Credits at any time and for any reason.
Redeeming Credits. Credits in your account will automatically be applied to future Mill subscription fee payments (for new subscriptions or renewals), up to the amount owed, until all of your Credits have been redeemed or they expire. If you do not want your Credits automatically applied to subscription fee payments, contact our support team at least ten days before your next subscription payment is to be charged. To apply Credits to non-subscription payments, email us at support@mill.com in advance of making your purchase. Credits cannot be applied to payments that have already been made, or to any payments owed to Affirm or another loan provider. If Credits are applied to a payment that later qualifies for a refund, the maximum refund you may receive is the amount you actually paid. Under no circumstances will a refund be made for the cash value or cash equivalent of previously applied Credits. Credits are issued for promotional purposes only; they have no cash value and may not be exchanged for cash or cash equivalents. Credits can only be used by you, are non-transferable, and may not be auctioned, traded, copied, bartered, modified, or sold. If you terminate all of your subscriptions or sell a food recycler that you purchased, any Credits will be forfeited. Unless otherwise stated, Credits will expire 24 months after they are awarded to you.
Limited Money Back Guarantee
Applicability. This guarantee applies only to your first purchase of a Mill food recycler or food recycler rental subscription. This guarantee does NOT apply to rental subscription renewals, subsequent purchases of food recyclers, Workplace subscriptions, Trials, any Benefit of a Providing Institution or sales of our other Products or Services, such as subscriptions to our Pickups Services or charcoal filter purchases. Subject to the terms of this section, we may offer new Mill food recycler rental customers a 30-day, and new Mill food recycler purchasers a 90-day, money back guarantee on their first rental or purchase of any Mill food recycler from us or our authorized partners from the date the food recycler is delivered. The 30-day period and the 90-day period, as applicable to you, begin on the date that your food recycler is delivered to you and expire at midnight of the 30th or 90th day thereafter, as applicable. If this guarantee is listed on the Mill website on the date you rent or purchase your first Mill food recycler, during the applicable 30-day or 90-day period (specified above), you can return the food recycler for a full refund of the amount you paid us for your rental or purchase (including taxes and shipping, if applicable), subject to these Terms and any terms disclosed to you. See the Conditions of Guarantee below. We may choose to offer a different guarantee at our discretion, which will be communicated to you prior to your purchase.
No Impact on Payments. This limited money back guarantee entitles you to a refund if eligible according to these Terms and any terms disclosed to you. It does not delay or suspend your initial payment (if you are renting) or your payment of the entire amount due (if you are purchasing the food recycler).
Conditions of Guarantee. We reserve the right to refuse or reduce a refund if the food recycler is returned in a damaged condition or if you breach these Terms. You cannot receive a refund without returning your food recycler, including its component parts. To qualify for a refund, within 30 days (for renters) or 90 days (for purchasers) of when your Mill food recycler is delivered, you must begin the cancellation process, either from your Mill account or by reaching out to us at support@mill.com to notify us of your desire to cancel, and must complete the Food Recycler Return Process steps described above within 10 days of the day you began the cancellation process. If you do not complete the Food Recycler Return Process steps within the 10-day deadline, you will have no right to a refund. See the Food Recycler Rental Subscription Plans section for additional details on the terms that will apply for renters ending their subscriptions.
Refunds. Mill does not take title or risk of loss to returned Products until the Product is received by us. Refunds will be issued in the same form of payment as the original purchase and to the original payment method used. If the payment was made by credit/debit card, the refund will be issued to the same card. Your request will be processed without any unreasonable delay, once your food recycler has been returned to us and inspected. Refunds will be for money actually paid by you to Mill (or our authorized partners), and will not include any Credits that may have been applied. If we cannot verify your purchase, we may require proof of purchase before issuing a refund. If you financed your purchase with Affirm or another loan provider, Affirm or the applicable loan provider will refund your paid installments in accordance with their terms.
Changes. This limited money back guarantee policy is subject to change or cancellation at any time in Mill’s sole discretion. Notification on any material changes to the policy that affect your rights or obligations will be provided by reasonable means (e.g., via email). In case of any issues or disputes, please contact our customer support team at support@mill.com.
Trials
We or our partners may offer trials of our Products and Services for a specified period of time without payment or at a reduced price (each a "Trial"). Each Trial is made available in connection with a particular subscription plan, and additional terms and conditions may be disclosed before you start your Trial. Each Trial is made available subject to how it is advertised, and subject to the rules on eligibility, availability, and duration (such as the applicable subscription term) and cancellation process disclosed to you in connection with the Trial. Any Trial replaces the Limited Money Back Guarantee section found above, which will not apply to Trials. If you have obtained your food recycler through R.City, please see the R.City-Mill Program Terms.
For some Trials, you may be required to provide your payment details to start the Trial. By providing such details and starting your Trial, you agree that we may, as applicable, automatically charge you for your purchase or begin charging you for the applicable subscription plan upon the end of the Trial on a recurring basis or other interval that we will disclose to you in advance, unless you cancel beforehand in accordance with the Food Recycler Rental Subscription Plans section or General Terms of Subscription Plans section, as applicable.
Subsidized Subscriptions and Purchases
You are a “Sponsored User” if your purchase, use, or access to any of our Products or Services was provided by or subsidized in whole or in part (a “Benefit”) by an entity, organization or group, including but not limited to a business or any other commercial entity, landlord or property manager, property owner, lessor, government entity, municipality, loyalty or brand program, professional association, non-profit organization, or educational institution (each, a “Providing Institution”). If you are a Sponsored User, you agree that in connection with your receipt of the Benefit(s) from such Providing Institution: (a) Mill may provide such Providing Institution with your personal information, including data related to your use of our Products and Services; (b) your use of the Products and Services is governed by such Providing Institution’s agreement with Mill and any additional agreements between you and Mill or the Providing Institution, in addition to these Terms; and (c) Mill or such Providing Institution may revoke the Benefit(s) at any time and for any reason with or without notice. Benefits do not include the limited money back guarantee set forth in Section 9. As a Sponsored User, you may have different agreements with or obligations to a Providing Institution, which may affect your access to the Products and Services, including how you pay and what fees you owe. Mill is not responsible for any violation by you of any agreements or obligations you have with the Providing Institution. Combination of any other offer, substitution, trade-in or promotional pricing with the Benefit may be restricted in Mill’s sole discretion. As between you and Mill, you are responsible for all applicable taxes and other governmental assessments payable in connection with the Benefit. You acknowledge and agree that the Benefit is an offering from the Providing Institution (and not Mill), and that any issues arising with your eligibility for, participation in, or suspension or termination of the Benefit is solely between you and such Providing Institution. The Providing Institution is solely responsible for any statement, documentation or other communication it makes or provides concerning our Products and Services or the Benefit. You release and hold harmless Mill and its third-party contractors and agents from any liability, claim, demand, cause of action, damage or expense that arises in connection with your receipt or use of the Benefit. If any fees owed by you or the Providing Institution for the Benefit or your use of our Products or Services are not paid when due, Mill will have the right to terminate or suspend your access to and use of our Products and Services until all such fees are paid.
Modifying, Suspending or Terminating Services
We reserve the right to at any time, with or without prior notice, in our sole discretion and for any reason, modify, suspend, terminate, or stop providing all or portions of our Products or Services, charge, modify, or waive any fees required to use the Products or Services or offer opportunities to some or all end users of the Products or Services, and/or to require the immediate return of your Mill food recycler if you rent it. Unless otherwise specified by us at the time of cancellation or termination, all licenses granted to you hereunder shall terminate automatically and your right to use the Services shall cease (a) if you cancel your food recycler rental subscription, at the end of your subscription term, or (b) if we terminate your food recycler rental subscription, immediately upon such termination. All modifications and additions to the Products and Services will be governed by the Terms or Additional Terms, unless otherwise expressly stated by Mill in writing. We are not responsible for any loss or harm related to your inability to access or use our Products or Services.
Prohibited Conduct You agree you will not, nor will you permit anyone else to:
use a Mill food recycler or other Products or Services (i) if you are not eligible to do so pursuant to Section 1, (ii) other than for their intended purpose, including for any malicious, illegal, or unauthorized purpose; or (iii) in a negligent or reckless manner;
use the Products or the Services to violate any applicable law, contract, intellectual property right, or other third-party right, or to commit a tort, including against Mill, Mill’s financial lender(s), or your Providing Institution;
put any Prohibited Materials in a food recycler;
place a rented food recycler (i) outside of your dwelling, (ii) in an uncovered area, or (iii) anywhere it is reasonably likely to be damaged;
license, sell, resell, rent, lease, transfer, assign, trade, barter, distribute, host, or otherwise commercially exploit the Products or Services in any way (subject to Section 13(i)), provided that if you purchased your food recycler, these restrictions do not apply to the extent restricted by applicable law;
reverse compile, disassemble, reverse engineer, or otherwise attempt to derive or do anything that might discover or reveal the source code of our Products or Services or bypass or circumvent measures employed to prevent or limit access to any part of our Products or Services;
copy, reproduce, distribute, publicly perform, or publicly display all or portions of our Products or Services, except as expressly permitted by us or our licensors;
make or allow others to make any aftermarket alterations or modifications to, or otherwise tamper with, any Product or Service, including downloading and/or installing any third-party software and/or applications onto a Mill food recycler or developing any applications or software that interact with our Products or Services that are not expressly authorized by Mill, provided that if you purchased your food recycler, these restrictions do not apply where prohibited by law;
give, lend, or provide a rented food recycler or any other Product or Service to anyone other than us or our authorized agents for alteration, adjustment, or maintenance of any kind;
intentionally damage a rented food recycler or any other Product;
modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services; or
use the Products or Service in a commercial context unless you have purchased an appropriate Workplace or other commercial subscription;
threaten, harass, or intimidate, or otherwise fail to respect the rights and dignity of Mill’s workers, other Mill customers, or any third parties in your communications related to the Products or Services;
modify our Products or Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Products or Services;
send, distribute, or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
use our Products or Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying our Products or Services or that could damage, disable, overburden, or impair the functioning of our Products or Services in any manner;
link to any online portion of the Products or Services in a manner that damages or exploits, in our sole discretion, our reputation or suggests any form or association, approval, or endorsement by Mill;
use any data mining, robots, or similar data gathering or extraction methods designed to scrape or extract data from our Products or Services except in accordance with instructions contained in our robot.txt file and only to compile for search results, provided that Mill grants to the operators of public search engines permission to use spiders to copy materials from the Mill website for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such materials, but not caches or archives of such materials. Mill reserves the right to revoke such permission either generally or in specific cases, at any time and without notice;
use or attempt to use another user’s account or information without authorization from that user and Mill or impersonate or post on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity; or
engage in, encourage, or promote any activity that violates these Terms.
Enforcement of this Section 13 is solely at Mill’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances.
SMS Terms The terms in this Section 14 (the “Text Messaging Terms”), in addition to the rest of these Terms, apply to your participation in the text messaging program (the “Program”) operated by Mill. Your participation in the Program constitutes your express consent to receive automated messages (e.g., SMS and MMS) from Mill at the mobile number you provide, including text messages that may be sent using an automatic telephone dialing system. By signing up for the Program, you agree to these Text Messaging Terms. If you do not agree to these Text Messaging Terms, you must immediately discontinue your participation in the Program by following the cancellation instructions below.
Program Details. The Program may include recurring and nonrecurring text messages related to our Products and Services, such as notifications or reminders about pickups, deliveries, payments, promotions, events, special offers, food recycler availability, shipping or repair updates, the date or time of a Food Grounds pickup, other information related to the pickup of your Food Grounds, Food Grounds reports, customer support, food recycler return, or other news about Mill, as well as other information that we think will be of interest to you. Message frequency will vary. Mill reserves the right to alter the frequency of messages sent at any time, so as to increase or decrease the total number of sent messages. Mill also reserves the right to change the short code or phone number from which messages are sent. Consent to receive automated text messages is not a condition of any purchase. Message and data rates may apply. Not all mobile devices or handsets may be supported and our messages may not be deliverable in all areas. Mill, our service providers and the mobile carriers supported by the Program are not liable for delayed or undelivered messages.
Participating Carriers. We are able to deliver messages to certain mobile phone carriers, including but not limited to AT&T, Verizon Wireless, T-Mobile, and Google Voice. Mill reserves the right to add or remove eligible mobile phone carriers from the Program from time to time.
Cancellation. You may opt out of the Program at any time. Text the keyword STOP, STOPALL, CANCEL, QUIT, END, or UNSUBSCRIBE to our shortcode or phone number to cancel your participation in the Program. After texting STOP, STOPALL, CANCEL, QUIT, END, or UNSUBSCRIBE to our shortcode, you will receive one additional message confirming that your request has been processed. You acknowledge that our text message platform may not recognize and respond to unsubscribe requests that do not consist of the STOP, STOPALL, CANCEL, QUIT, END, or UNSUBSCRIBE keyword commands and agree that Mill and our service providers will have no liability for failing to honor such requests. If you unsubscribe from one of our text message programs, you may continue to receive text messages from Mill through any other programs you have joined until you separately unsubscribe from those programs.
Help & Customer Support. Text the keyword HELP to our shortcode or phone number to receive customer support contact information, or email us at support@mill.com to receive customer support. If you are experiencing any problems, please contact our customer support team.
Privacy. Your phone number, and any data obtained through the Program, will not be shared with any third-parties for their marketing purposes. For information about Mill’s privacy practices, please review our Privacy Policy.
Contact. If you have any questions or concerns about the Program, please contact us at legal@mill.com.
Intellectual Property
Ownership. The Product and Services, including, without limitation, the design, text, graphics, images, photographs, videos, illustrations, user interface and other content contained therein, together with the food recycler firmware and software embedded therein, and all rights in and to any intellectual property rights, including, without limitation, copyrights, patents, trademarks, and trade secrets, are owned and reserved by us or our licensors and are protected under both United States and foreign laws. Your possession, access to, and use of the Products or Services do not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights, and except as explicitly stated in these Terms, all rights in and to the Products and Services, including, but not limited to, any intellectual property rights in the firmware or software embedded in the Mill food recycler, our app, or other Products or Services, or otherwise used to provide the Products and Services, are reserved by us or our licensors.
Limited License; Updates. Subject to these Terms, you may use the Products and Services for your own personal or internal use (as set forth in Section 1(d)), and we grant you a non-exclusive, non-transferable, revocable limited license to (i) use the software and firmware on the Mill food recycler solely for your personal use of the device as authorized by these Terms, and (ii) install copies of our mobile app on mobile devices you own or control for use in connection with your use of a food recycler. Software copies and updates to our mobile app, and software and firmware copies and updates to our food recyclers, and any other software, firmware, or applications are licensed and not sold to you. We may, from time to time, provide updates to our mobile app or food recycler software. You authorize us to automatically install these updates without providing any additional notice or receiving any additional consent. If you do not want those updates, your remedy is to stop using the Products and Services. If we ask for your cooperation to install any update, you must follow our instructions to promptly install the update. Any use of the Products and Services other than as specifically authorized by us, without our prior written permission, is strictly prohibited and will terminate the license granted herein.
Feedback. You may voluntarily submit or otherwise communicate to us any questions, comments, suggestions, ideas, or other feedback about us or our Products and Services (“Feedback”). You understand that we own and may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You understand that we may treat Feedback as nonconfidential. You grant us a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully paid, and sublicensable (through multiple tiers) license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly or otherwise perform and display, and exploit your Feedback and any name, username or likeness provided in connection with your Feedback in all media formats and channels now known or later developed without compensation to you or any third-party. You hereby irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding Feedback that you may have under any applicable law or under any legal theory.
Trademarks. Mill, Food Grounds, our logos, our product or service names, our slogans, the look and feel of the Products and Services, and any other marks, logos, language, or other assets, including those listed on the Trademark Notice section of our website, are our trademarks and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned on the Products and Services are the property of their respective owners. Reference to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by us.
Third-Party Content. Our Products and Services rely on or interoperate with third-party products and services, including, without limitation, data storage services, communications technologies, IoT platforms, third-party app stores, and internet and mobile operators (collectively, “Third-Party Materials”). These Third-Party Materials are beyond our control, but their operation may impact, or be impacted by, the use and reliability of our Services and Products. You acknowledge that (i) the use and availability of the Products and Services is dependent on third-party product vendors and service providers and (ii) these Third-Party Materials may not operate reliably 100% of the time, which may impact the way that our Products or Services operate. Specifically, certain items of independent, third-party code may be utilized in connection with the Products or Services that may be subject to open-source licenses (“Open-Source Software”). The Open-Source Software is licensed to us under the terms of the license that accompanies such Open-Source Software and may be licensed to you under the terms of the same license or through other terms. Nothing in the Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable license for such Open-Source Software. Please see our Open-Source Software Disclosure for more information regarding the Open-Source Software used in connection with our Products and Services. We may further provide information about or links to third-party products, services, activities, or events, or we may allow third parties to make their content and information available on or through our Services (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. We have no obligation to monitor Third-Party Materials or Third-Party Content, and we may block or disable access to any Third-Party Materials or Third-Party Content (in whole or part) through our Products or Services at any time. Your access to and use of such Third-Party Content or Third-Party Materials may be subject to additional terms, conditions, and policies applicable to such Third-Party Content (including terms of service or privacy policies of the providers of such Third-Party Materials). You are responsible for obtaining and maintaining any computer hardware, equipment, network services and connectivity, telecommunications services, and other products and services necessary to access and use the Products and Services.
User Content. Our Services may allow you and other users to create, post, store, and share content, including product reviews, messages, text, photos, testimonials, and other materials (collectively, “User Content”). When you post or otherwise share User Content on or through our Services, you understand that your User Content and any associated information (such as your username or profile photo) may be visible to others. If you choose to make any of your information publicly available through our Services, you do so at your own risk. Except for the license you grant below, as between you and us, you retain all rights in and to your User Content, excluding any portion of our Services included in your User Content. You grant to us, our subsidiaries and affiliates, and our end users (e.g., of our website) a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully paid, and sublicensable (through multiple tiers) license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly or otherwise perform and display, and exploit your User Content and any name, username or likeness provided in connection with your User Content in all media formats and channels now known or later developed without compensation to you or any third party. You hereby irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding User Content that you may have under any applicable law or under any legal theory. Enforcement of this Section 15(f) is solely at Mill’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. You may not create, post, store, or share any User Content for which you do not have all the rights necessary to grant us the license described above, and you represent and warrant that your User Content, and our use of such User Content as permitted by these Terms, will not violate any rights of any person or entity, including any third-party rights, or cause injury to any person or entity. You may not create, post, store, or share any User Content that
Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, or fraudulent;
Would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability, or violate any local, state, national, or international law:
May infringe any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party;
Contains or depicts any statements, remarks, or claims that do not reflect your honest views and experiences;
Impersonates, or misrepresents your affiliation with, any person or entity;
Contains any unsolicited promotions, political campaigning, advertising, or solicitations;
Contains any private or personal information of a third party without such third party’s consent;
Contains any viruses, corrupted data or other harmful, disruptive, or destructive files or content; or
In our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying our Products or Services, or may expose us or others to any harm or liability of any type.
This Section 15(f) does not create any right or private right of action on the part of any third party or any reasonable expectation that our Products or Services will not contain any content that is prohibited by these Terms or that objectionable material will be promptly removed after it has been posted. We do not undertake to review all User Content, and we expressly disclaim any duty or obligation to undertake any monitoring or review of any User Content. Although we have no obligation to screen, edit, or monitor User Content, we may: (A) delete or remove User Content or refuse to post any User Content at any time and for any reason with or without notice, including without limitation for any violations of applicable law or these Terms; (B) terminate or suspend your access to all or part of the Products or Services, temporarily or permanently, if your User Content is reasonably likely, in our sole determination, to violate applicable law or these Terms; (C) take any action with respect to your User Content that is necessary or appropriate, in our sole discretion, to ensure compliance with applicable law and these Terms, or to protect our rights, or to protect any third-party rights, including third-party intellectual property and privacy rights (e.g., providing information to copyright owners in furtherance of Digital Millennium Copyright Act takedown requests); and (D) as permitted by law, cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any User Content on or through our Products or Services.
Indemnification To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless us, our affiliates, and each of our respective officers, directors, agents, partners, and employees (individually and collectively, the “Mill Parties”) from and against any losses, liabilities, claims, demands, damages, expenses, or costs (“Indemnifiable Claims”) arising out of or related to: (a) your access to or use of the Products or Services, provided, however, that with regards to your transfer of Food Grounds, your indemnification of us will only apply (i) before the point your Food Grounds are given to our shipping provider, or (ii) for transferred Food Grounds, to the extent you were noncompliant with our or our partner’s instructions regarding Food Grounds or the terms and requirements of the Pickups Service or the third-party picking up your Food Grounds; (b) your User Content or feedback; (c) your violation of these Terms; (d) your violation, misappropriation, or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to promptly notify Mill Parties of any Indemnifiable Claims, cooperate with Mill Parties in defending such Indemnifiable Claims, and pay all fees, costs, and expenses associated with defending such Indemnifiable Claims (including attorneys’ fees). You also agree that the Mill Parties will have control of the defense or settlement, at Mill’s sole option, of any third-party Indemnifiable Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Mill or the other Mill Parties.
Disclaimers of Express/Implied Warranties Your use of our Products and Services and any content or materials provided therein or therewith (including the Third-Pary Content and Third-Party Materials) is at your sole risk. Except as otherwise provided in writing by us, our Products and Services are provided “as is” and “as available” without warranties of any kind, either express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, we do not represent or warrant that our Products and Services and any content or materials provided therein or therewith (including the Third-Pary Content and Third-Party Materials) are accurate, complete, reliable, current, or error-free. You assume the entire risk as to the quality and performance of the Products and Services and any content provided therein or therewith (including the Third-Party Content and Third-Party Materials).
Limitation of Liability
To the fullest extent permitted by applicable law and except as described in the limited warranty applicable to your food recycler (if any), Mill and the other Mill Parties will not be liable to you under any theory of liability – whether based in contract, tort, negligence, strict liability, warranty, or otherwise – for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if Mill or the other Mill Parties have been advised of the possibility of such damages.
The total liability of Mill and the other Mill Parties for any claim arising out of or relating to these Terms or our Products or Services, regardless of the form of the action, is limited to the greater of $100 or the amount you pay us to use our Products and Services.
The limitations set forth in this Section 18 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of Mill or the other Mill Parties, or personal injury or property damage solely to the extent caused by our negligence or a defect in our food recycler, or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
To the fullest extent permitted by applicable law, you release Mill and the other Mill Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” You acknowledge that Mill and the other Mill Parties will rely on this release and all permissions granted by you in these Terms, at substantial cost to Mill and/or the Mill Parties, and therefore this release is irrevocable.
Dispute Resolution; Binding Arbitration Please read this section carefully because it requires you and Mill to arbitrate certain disputes and claims and limits the manner in which you and Mill can seek relief from each other. Arbitration precludes you and Mill from suing in court or having a jury trial. You and Mill agree that arbitration will be solely on an individual basis and not as a class arbitration, class action, or any other kind of representative proceeding. Mill and you are each waiving the right to trial by a jury.
You and Mill each acknowledge that the terms of this section are intended to reduce the financial burdens associated with resolving disputes and are not intended to delay adjudication of either party’s claims.
Follow the instructions below, in Section 19(j), if you wish to opt out of the requirement of arbitration on an individual basis. No class or representative actions or arbitrations are allowed under these terms.
Claims This Section Applies To. The dispute resolution and binding arbitration terms in this Section 19 apply to all Claims between you and Mill. A “Claim” is any dispute, claim, or controversy (excluding those exceptions listed in Section 19(c) below) between you and Mill, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, that either party wishes to seek legal recourse for and that arises from or relates to these Terms, Products or Services, all privacy or data security claims, or claims arising out of or relating to the interpretation, application, validity, enforceability, or scope of this Section or any portion of it.
Informal Dispute Resolution Prior to Arbitration. If you believe you have a Claim against Mill or if Mill believes it has a Claim against you, you and Mill will first attempt to resolve the Claim informally in order to try and resolve the Claim faster and reduce costs for both parties. You and Mill will make a good-faith effort to negotiate the resolution of any Claim for 60 days, or such longer period as mutually agreed in writing (email suffices) by the parties (“Informal Resolution Period”), from the day either party receives a written notice of a dispute from the other party that satisfies the requirements of this Section 19(b) (a “Claimant Notice”).
You will send any Claimant Notice to Mill by certified mail addressed to 950 Elm Avenue, Suite 200, San Bruno, CA 94066, or by email to legal@mill.com. Mill will send any Claimant Notice to you by certified mail or email using the contact information you have provided to Mill. The party sending a Claimant Notice (the “Claimant”) will ensure that the Claimant Notice includes: (i) the Claimant’s name, address, email address, and telephone number, and any relevant account or purchase information; (ii) a description of the nature of and basis for the Claim, including the date(s) on which the Claim arose and the facts on which the Claim is based; (iii) the specific relief sought; and (iv) a personally signed statement from the Claimant themselves (and not their counsel) verifying the accuracy of the contents of the Claimant Notice.
The Informal Resolution Period is designed to allow the party who has received a Claimant Notice to make a fair, fact-based offer of settlement if it chooses to do so. During the Informal Resolution Period, the parties will engage in at least one individualized video settlement conference, which both parties will personally attend (with counsel for both parties, if represented, invited to attend as well). If a party is unable to participate in the settlement conference by video, that party may attend telephonically upon showing of good cause warranting telephonic participation (e.g., inability to afford equipment or insufficient Wi-Fi due to indigent circumstances). You and we agree that the parties (and counsel, if represented) will work cooperatively to schedule the conference at the earliest mutually convenient time. Neither you nor Mill will file or proceed with an arbitration demand made in connection with a Claim (“Arbitration Demand”) before a Claimant Notice is sent and the Informal Resolution Period concludes. If you or Mill file a Claim in court or an Arbitration Demand without complying with the requirements in Section 19, including waiting until the conclusion of the Informal Resolution Period, the other party reserves the right to seek relief from a court to enjoin the filing and for such other relief as the court deems proper, including to seek damages. The prevailing party in any such action shall be entitled to recover its costs and reasonable attorneys’ fees incurred in seeking such relief.
To facilitate the parties’ efforts to reach an efficient resolution of any Claim, the applicable statutes of limitations will be tolled, and all deadlines associated with arbitration fees deferred, from the commencement of the Informal Dispute Resolution Process through the date when suit or arbitration may be filed under these Terms.
Claims Subject to Binding Arbitration; Exceptions. Except for (1) individual disputes that qualify for small claims court (provided that the small-claims court does not permit class or similar representative actions or relief) and (2) any disputes exclusively related to the intellectual property or intellectual property rights of you or Mill, including any disputes in which you or Mill seek injunctive or other equitable relief for the alleged unlawful use of your or Mill’s intellectual property or other infringement of your or Mill’s intellectual property rights (“IP Claims”), all Claims, including Claims that are not related to intellectual property or intellectual property rights but are jointly filed with IP Claims, that are not resolved in accordance with Section 19(b) will be resolved by a neutral arbitrator through final and binding arbitration instead of in a court by a judge or jury. Claims subject to binding arbitration include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of this arbitration provision or any portion of it.
Binding Individual Arbitration. Except as otherwise expressly permitted by this Section 19, any Claim may be resolved only through binding individual arbitration conducted by the American Arbitration Association (the “AAA”), https://adr.org/, according to the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (“FAA”). If you are a “Consumer,” meaning that you only use our Products and Services for personal, family, or household purposes, the then-current version of the AAA’s Consumer Arbitration Rules, as modified by these Terms (the “Rules”) will apply to Claims between you and Mill. If you are not a Consumer, the then-current version of the AAA’s Commercial Arbitration Rules and Mediation Procedures, as modified by these Terms, will apply to Claims between you and Mill.
These Terms affect interstate commerce, and the enforceability of this Section 19 will be substantively and procedurally governed by the FAA, to the maximum extent permitted by law. As limited by the FAA, these Terms, and the Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Claim and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. To the fullest extent allowed by applicable law, the arbitrator may only award legal or equitable remedies that are individual to you or Mill to satisfy one of our individual Claims (that the arbitrator determines are supported by credible relevant evidence).
Arbitration Procedure and Location. You or Mill may initiate arbitration of any Claim not resolved during the Informal Resolution Period by filing an Arbitration Demand with AAA in accordance with the Rules.
Instructions for filing a demand with AAA are available on the AAA website or by calling AAA at 800-778-7879. You will send a copy of any demand for arbitration to Mill by certified mail addressed to 950 Elm Avenue, Suite 200, San Bruno, CA 94066, or email to legal@mill.com. Mill will send any demand for arbitration to you by certified mail or, if no physical address has been provided, by email using the contact information you have provided to Mill.
The arbitration will be conducted by a single arbitrator in the English language. You and Mill both agree that the arbitrator will be bound by these Terms.
For Claims in which the Claimant seeks less than USD $10,000, the arbitrator will decide the matter solely based on written submissions, without a formal hearing, unless the arbitrator decides that a formal hearing is necessary. For Claims in which the Claimant seeks USD $10,000 or more, or smaller matters in which the arbitrator determines a hearing to be necessary, hearings will be conducted by video or telephone, unless the arbitrator determines an in-person hearing to be necessary. If an in-person hearing is determined to be necessary, the site of any in-person hearing will be determined by the applicable Rules.
The arbitrator (not a judge or jury) will resolve all Claims in arbitration. Unless you and Mill agree otherwise, any decision or award will include a written statement stating the decision of each Claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions.
Any arbitration decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial confirmation of any award and an order of enforcement.
Arbitration Fees. Each party will be responsible for arbitration fees in accordance with the applicable Rules and these Terms.
Frivolous or Improper Claims. To the extent permitted by applicable law, a Claimant must pay all costs incurred by the defending party, including any attorney’s fees and arbitration fees, related to a Claim if an arbitrator determines that: (i) the Claim was not warranted by existing law or by a nonfrivolous argument; (ii) the factual contentions for the Claim lacked evidentiary support when filed or were unlikely to have evidentiary support after a reasonable opportunity for further investigation; or (iii) the Claim was filed in arbitration for any improper purpose, such as to harass the defending party, cause unnecessary delay, or needlessly increase the cost of dispute resolution.
Confidentiality. If you or Mill files a Claim in arbitration, you and Mill agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and other materials that might be exchanged or the subject of any discovery in the arbitration. You and Mill agree to seek such protection before any such information, documents, testimony, or materials are exchanged or otherwise become the subject of discovery in the arbitration.
Mass Arbitrations.If 25 or more Claimant Notices are received by a party that raise similar claims and have the same or coordinated counsel, these will be considered a “Mass Dispute” and the provisions of this Section 19(i) will apply to all such Claimant Notices. A Claimant Notice provided as part of a Mass Dispute may proceed to arbitration only as set forth below.
Applicable Rules: Any Arbitration Demands based on these Claimant Notices filed in arbitration shall be subject to the AAA’s then-current Mass Arbitration Supplementary Rules, as modified by these Terms. Any disputes over whether an Arbitration Demand should be considered part of the Mass Dispute will be decided by the AAA as an administrative matter. The following procedures are intended to supplement the AAA’s Mass Arbitration Supplementary Rules, and to the extent the procedures conflict with those Rules, to supersede them.
Initial Arbitrations: The parties shall identify an initial set of 20 Claimant Notices to proceed as Arbitration Demands in order to maximize efficiencies in the management, investigation, and arbitration of the remaining Claimant Notices in the Mass Dispute. The initial set shall be selected as follows. Counsel representing the Claimants in a Mass Dispute must notify the other party in writing (email will suffice) when all or substantially all Claimant Notices for the Mass Dispute have been provided. Counsel for all Claimants and counsel for the responding party each shall then select 10 Claimant Notices to proceed as Arbitration Demands. Claimants shall then file Arbitration Demands for the 20 selected Claimant Notices. No Claimant Notice or Arbitration Demand may be filed or deemed filed, and no related arbitration fees may be assessed, until the Claimant Notice is selected to proceed to arbitration following the process set forth in this Section. A single arbitrator will preside over each Arbitration Demand, and shall preside only over one Arbitration Demand, unless the parties agree otherwise.
Mediation: Upon conclusion of the 20 initial arbitrations (or sooner if the parties agree) and before proceeding with any other Arbitration Demands, the parties must engage in a single mediation applicable to all Claimant Notices in the Mass Dispute. The parties shall have 30 days following the conclusion of the last of the initial arbitrations to agree on a mediator. If they are unable to do so, the AAA may appoint one as an administrative matter. No additional Arbitration Demands may be filed until 30 days after such mediation concludes or 90 days after the appointment of a mediator, whichever is sooner.
Remaining Claimant Notices and Arbitrations: If mediation concludes with 100 or more unresolved Claimant Notices, any remaining Claimant or the receiving party to a remaining Claimant Notice may opt out of arbitration of all Claimant Notices that were not resolved in the initial 20 Arbitration Demands or mediation. Such an election may only be for all Claimant Notices remaining in the Mass Dispute, not a portion thereof. To be effective, such election must be communicated in writing (email suffices) to counsel for the other party within 30 days of mediation concluding. Claimant Notices released from the arbitration requirement must be resolved according to Section 21(c).
If complaints based on Claimant Notices that were released from the arbitration requirement are filed in court, the Claimants may seek class treatment, although to the fullest extent allowed by applicable law, the putative classes must be limited to those Claimants in the Mass Dispute whose claims remain unresolved, and for which a Claimant Notice was received by the other party. Any party may contest class certification at any stage of the litigation and on any available basis and may raise any other defenses available under applicable law.
If the mediation process concludes with fewer than 100 Claimant Notices remaining or if no timely election to opt out of arbitration is made, the AAA will randomly select 30 Claimant Notices (or the total remaining if less than 30) that comply with Section 19(b) to proceed in arbitration in the same manner as described in Section 19(i)(2), above. Once such arbitrations have concluded, the parties will repeat this process until all Claimant Notices in the Mass Dispute have been resolved.
Opting Out of Arbitration. You have the right to opt out of binding arbitration within 30 days of the date you first accepted a version of these Terms by emailing legal@mill.com. To be effective, the opt-out notice must be on your own behalf and include your full name, mailing address, and email address. The notice must also clearly indicate your intent to opt out of binding arbitration in order to be valid. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 21(c).
Rejection of Modification to this Section. You may reject any change we make to Section 19 (except changes to notice addresses) by sending us notice of your rejection within 30 days of the change via email at legal@mill.com. To be effective, you must send the notice or rejection on your own behalf, and you must include your full name, mailing address, and email address. The notice must clearly indicate your intent to reject changes to Section 19. Changes to Section 19 may only be rejected as a whole, and you may not reject only certain changes to Section 19. If you reject changes made to Section 19, the most recent version of Section 19 that you have not rejected will continue to apply.
Two Years to Assert Claims. To the extent permitted by law, any Claim by you or Mill against the other must be included in a Claimant Notice within two years after such Claim arises; otherwise, the Claim is permanently barred, which means that you or Mill will no longer have the right to assert that Claim.
Severability. If any portion of this Section 19 is found to be unenforceable or unlawful for any reason, including but not limited to because it is found to be unconscionable: (i) the unenforceable or unlawful provision will be severed from these Terms; (ii) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 19 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 19; and (iii) to the extent that any claims may proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction, in accordance with these Terms, and not in arbitration. The litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 19 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 19 will be enforceable.
Changes to Terms We may make changes to these Terms from time to time. If we make changes, we will provide notice of such changes by, for example, sending an email notification, providing notice through our Services, or posting the amended Terms and updating the “Last Updated” date above. Unless we say otherwise in our notice, the amended Terms will be effective immediately and your continued access to and use of our Products and Services after we provide notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop accessing and using our Products and Services. Unless material changes are made to the arbitration provision under Section 19, you agree that modification of these Terms does not create a new right to opt out of arbitration.
General
Severability. Except as stated in Section 19(m), if any provision or part of a provision of these Terms is unlawful, void, or unenforceable, that provision or part of the provision shall be severed from these Terms and does not affect the validity and enforceability of any remaining provisions.
Investigations. You agree that if requested, you will assist us with any regulatory, compliance, oversight, or legal investigations, proceedings, applications, or reviews related to our Products and Services, including any related to Food Grounds or the Pickups Service.
Governing Law and Venue. Any dispute arising from these Terms and your use of the Services will be governed by and construed and enforced in accordance with the laws of California, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of California or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between us and you that is not subject to arbitration under Section 19 or cannot be heard in small claims court will be resolved in the state or federal courts of California and the United States, respectively, sitting in San Francisco, California.
Notifications. We may provide notifications to you as required by law, or for marketing or other purposes, via (at our option) email to the primary email associated with your account, our app, hard copy, posting of such notice on our website, or other mediums.
Repeat Infringer Policy; Copyright Complaints. In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of users who repeatedly infringe the intellectual property rights of others (our “DMCA Policy”). If you believe that any content on our Products or Services infringe any copyright that you own or control, you may notify our designated agent (your notification, a “DMCA Notice”) as follows:
Designated Agent: Copyright Agent
Address: 950 Elm Ave., Suite 200
San Bruno, CA 94066
Email Address: legal@mill.com
Attn:Legal Dept., DMCA Notice
Please see Section 512(c)(3) of the DMCA for the requirements of a proper notification. If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your notice may not be effective. If you knowingly materially misrepresent that any activity or material on our Products or Services is infringing, you may be liable to Mill for certain costs and damages.
Additional Terms. Different or additional terms or policies may apply to Workplace or other commercial orders, some of our Products and Services or specific elements thereof, and those different or additional terms (collectively, the “Additional Terms”) become part of your agreement with us if you use the applicable Products or Services. If there is a conflict between these Terms and the Additional Terms, the Additional Terms will govern the products or services or specific elements thereof. The Additional Terms include, but are not limited to, (i) the Food Recycler Buyout Terms, (ii) R.City-Mill Program Terms, (iii) the Referral Program Terms and Conditions, (iv) the Mill End-of-Life Policy, and (v) the Trademark Notice.
Miscellaneous. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements, and understandings of the parties. Neither party will be liable for failure or delay in performance, other than your obligation to pay Mill, to the extent caused by circumstances beyond its reasonable control. The Terms do not confer any benefits on any third party unless they expressly state that they do. All sections of these Terms that, by their nature, should survive termination will survive termination. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. Wherever the singular is used in the Terms, including references to a food recycler, the same shall be construed as meaning the plural, and vice versa, if applicable in the context, unless otherwise specifically stated. The phrase “third party” means any person, partnership, corporation or entity other than Mill or you. The word “including” is intended to be exemplary, not exhaustive, and will be deemed followed by “without limitation.” Any requirement to obtain a party’s consent is a requirement to obtain such consent in each instance. Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. These Terms will inure to the benefit of our successors and permitted assigns. Communications and transactions between us may be conducted electronically. If you have a question or complaint regarding the Products or Services, please send an email to legal@mill.com. Please note that email communications will not necessarily be secure; accordingly, you should not include payment card information or other sensitive information in your email correspondence with us. Further, under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.
iOS Minimum EULA Requirements The following terms apply if you are accessing or using our Services on an Apple Inc. (“Apple”) branded mobile device or any other device that contains the iOS mobile operating system (“iOS App”).
Acknowledgment. The Terms are concluded between Mill and you only, and not with Apple, and, as between Apple and us, we are solely responsible for the app and the content thereof. You further acknowledge that the usage rules for the iOS App are subject to any additional restrictions set forth in the Usage Rules for the Apple iOS App Store Terms of Service as of the date you download the App, and in the event of any conflict, the Usage Rules in the Apple iOS App Store will govern if they are more restrictive. You acknowledge that you have had the opportunity to review the Usage Rules.
Scope of License. The license granted to you for the app under the Terms is limited to a non-transferable license to use the iOS App on any Apple-branded products that you own or control and as permitted by the Apple Usage Rules set forth in the App Store Terms of Service, except that such iOS App may be accessed, acquired, and used by other accounts associated with the purchaser via “Family Sharing” or volume purchasing.
Maintenance. We are not obligated to provide any support or maintenance services for the iOS App, except to the extent required under applicable law. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iOS App.
Warranty. To the extent not effectively disclaimed under Section 17 of the Terms, we are solely responsible for any warranties, whether express or implied by law. In the event of any failure of the iOS App to conform to any applicable warranty not effectively disclaimed under Section 17, you may notify Apple, and Apple will refund the purchase price (if any) for the iOS App; and you agree that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be our sole responsibility. However, we have disclaimed all warranties of any kind with respect to the iOS App, and therefore, there are no warranties applicable to the App.
Liability. Subject to Section 18 of the Terms, we, and not Apple, are responsible for addressing any claims of yours or any third-party relating to the iOS App or your possession and/or use of that iOSApp, including: (i) product liability claims; (ii) any claim that the app fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
IP Claims. Subject to Section 18 of the Terms, in the event of any third-party claim that the iOS App or your possession and use of our iOS App infringes any third party’s intellectual property rights, we, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.
Third-Party Terms of Agreement. You will comply with any applicable third-party terms when using our Services.
Third-Party Beneficiaries. Apple and its subsidiaries are third-party beneficiaries of these Terms and will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.
Name and Address. If you have any questions, complaints, or claims with respect to the app, they should be directed to us.
The following terms apply if you install, access, or use our Services on any device that contains the Android mobile operating system (the “Android App”) developed by Google, Inc. (“Google”):
You acknowledge that these Terms are between you and us only, and not with Google.
Your use of our Android App must comply with Google’s then-current Android Market Terms of Service.
Google is only a provider of the Android Market where you obtained the Android App. We, and not Google, are solely responsible for our Android App and our Services and content available thereon. Google has no obligation or liability to you with respect to our Android App or these Terms.
Google is a third-party beneficiary to the Terms as they relate to our Android App.