The following Terms of Use cover all websites and associated content, including, without limitation: any and all mobile or desktop applications, apps, email, over-the-top-platforms, streaming services, software, social media accounts, RSS services, mobile services (as defined below) and other products, materials, or services made available on, from, or through websites of United Noodles, Inc., including without limitation, that of the related entity, United Noodles 2 LLC (“UN 2) (collectively, the “Websites”) and any subsidiary, parent, or affiliate owned or operated by United Noodles Group (collectively, “United Noodles Group”). Please carefully read these Terms of Use before accessing any of the Websites.
These Terms of Use, together with United Noodles Group’s Privacy Policy and United Noodles Group’s Copyright Policy, (collectively, with these Terms of Use, referred to herein as “Terms”), and any other legal notices published by United Noodles Group on the Websites, constitute the entire agreement between you and United Noodles Group. By visiting any Website or downloading, installing, or using any United Noodles Group service, you signify your agreement to the conditions set forth in these Terms. If you do not agree to these Terms, including the United Noodles Group Privacy Policy and Copyright Policy, please do not use the Websites.

The Websites are controlled, operated, and administered by United Noodles Group from its offices within the United States of America. United Noodles Group makes no claim that the Websites are appropriate or available for use at other locations outside of the United States, and access to them from territories where such content is illegal is prohibited. If you access any Website from a location outside of the United States, you are responsible for compliance with all laws of that country.
These Terms apply to all users of the Websites, including those who contribute User Submissions (as defined below). These Terms apply to all content and works of authorship, visual interfaces, interactive features, information, graphics, design, compilations, photographs, computer codes, API’s, products, software, photographs, services, audio/visual elements, creations, motion pictures, musical compositions, sound recordings, proprietary materials, intellectual property, and all other elements of and materials incorporated in, appearing on, or published on the Websites, trademarks, trade secrets, patents, other intellectual property and/or proprietary material, and all rights therein, of any kind and nature, in any and all media now known or hereafter devised (collectively, “Material”).

MODIFICATION OF TERMS

United Noodles Group may, in its sole discretion, modify, supplement, or revise these Terms at any time. Unless a change is made for legal or administrative reasons, United Noodles Group will provide reasonable notice before the updated Terms become effective. You agree United Noodles Group may notify you of the updated Terms by posting them on the Websites, and that your use of the Websites after the effective date of the updated Terms (or engaging in such other conduct as United Noodles Group may reasonably specify) constitutes your agreement to the updated Terms. Therefore, you should review these Terms before using the Websites. The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms, and will apply to your use of the Websites from that point forward.
The Websites are currently a free service; however, United Noodles Group reserves the right to, at any time, begin charging for use of any or all parts of the Websites. United Noodles Group also reserves the right to discontinue any part of the Websites at any time, as well as the right to reclaim user names that have become inactive or to reclaim them on behalf of businesses or individuals that hold legal claim or trademark on those user names.

USER AGE REQUIREMENTS

To use the Websites, you must either be at least the age of majority in your jurisdiction of residence; or, if you are between the ages of 13 and the age of majority, you must have the consent of your parent or legal guardian to use the Websites. If you are under 13 years of age, please do not use the Websites.

PROPRIETARY RIGHTS IN THE WEBSITES

You acknowledge and agree that the Websites and all Material owned by United Noodles Group, other than User Submissions, constitute the proprietary and valuable property of United Noodles Group. All copyright, patents, trademark, trade secrets, or other intellectual property and/or proprietary rights (collectively, “IP Rights”) in the Website and Material constitutes the sole and exclusive property of United Noodles Group, or its licensees. Any use of the Websites, other than as specifically authorized herein, is strictly prohibited. Any rights not expressly granted herein are reserved by United Noodles Group.

Some characters, logos, or other images incorporated by United Noodles Group on the Websites are also protected as registered or unregistered trademarks, trade names and/or service marks owned by United Noodles Group (as applicable) or others (collectively, “Trademarks”). You agree not to use any United Noodles Group Trademarks without United Noodles Group’s written consent.

The trademarks, service marks, trade names, logos and other branding owned by third parties and used or displayed via the Websites (collectively, “Third Party Mark(s)”) may be trademarks of their respective owners who may or may not endorse or be affiliated with or connected to United Noodles Group. Except as expressly provided in these Terms, or in terms provided by the owner of a Third Party Mark, nothing in these Terms or on the Websites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any United Noodles Group Trademarks or Third Party Marks that are used or displayed on the Websites, without the respective owner’s prior written permission, in each instance. All goodwill generated from the use of United Noodles Group Trademarks will inure to the exclusive benefit of United Noodles Group.

YOUR USE OF MATERIAL

Your right to use United Noodles Group Websites, as well as any Material or other content appearing on it, is subject to your compliance with these Terms. All Material is provided to you as is. Modification or use of the Material or other content on United Noodles Group Websites for any purpose not permitted by these Terms may be a violation of the IP Rights therein and is prohibited.

You may access and display Material and all other content from the Websites for non commercial, personal, entertainment use on a single computer or device only and may not otherwise copy, reproduce, republish, upload, post, transmit, distribute or use it in any way unless specifically authorized by United Noodles Group. If United Noodles Group does authorize you to copy any Material or any part of the Websites, that authorization is subject to your reproducing, keeping intact, and not altering, removing, modifying, or suppressing, all copyright and other proprietary notices. Using any Material on any other website or networked computer environment is prohibited. Decompiling, reverse engineering, disassembling, or otherwise reducing the code used in any software on United Noodles Group Websites into a readable form in order to examine the construction of such software and/or to copy or create other products based (in whole, or in part) on such software, is prohibited.

You understand that, when using the Websites, you will be exposed to Material from a variety of sources, and that United Noodles Group is not responsible for the accuracy, timeliness, usefulness, or intellectual property rights of or relating to such Material. You further understand and acknowledge that you may be exposed to Material that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you had, have, or may have against United Noodles Group with respect thereto.

YOUR USER SUBMISSIONS AND CONDUCT

Your Submissions. You may submit picture or video content (“User Pictures”) and textual content, including but not limited to, comments (“User Comments”) to United Noodles Group, via upload or submission functions on the Websites or third-party websites used by United Noodles Group, via email to info@unitednoodles.com, or via Mobile Services. User Pictures, User Comments, and all Material and IP Rights therein are collectively referred to as “User Submissions.” You understand that whether or not such User Submissions are published, United Noodles Group does not guarantee, and disclaims, any confidentiality with respect to any User Submissions. You grant United Noodles Group the right to edit and/or modify any User Submissions.

UNITED NOODLES GROUP

United Noodles Group each reserves the right to not use the User Submissions at all and/or to use as much or as little of the User Submissions as deemed appropriate. Some of the Websites are supported by advertising revenue and may display advertisements and promotions, and you hereby agree that United Noodles Group may place any and all advertising and promotions on the Websites or on, about, around, incorporated into, or in conjunction with your User Submissions. The manner, mode and extent of such advertising and promotions are subject to change without specific notice to you.

Your Responsibility for User Submissions.

You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions and all Material used, contained, displayed, featured, incorporated, or appearing therein or related thereto, you affirm represent, and warrant that:

● You own or have all the necessary licenses, rights, consents, and permissions, including without limitation, all IP Rights, to use and publish your User Submissions and to license your User Submissions to United Noodles Group;
● You have secured all rights, licenses, and permissions to use and to license to United Noodles Group, any and all works Material owned by any third party, used or appearing in or in connection with your User Submissions;
● You own or have all the necessary licenses, rights, consents, and permissions, including without limitation, all rights relating to the name, image, likeness, right of privacy, and right of publicity (whether common law or statutory) of any person appearing in any User Submission (collectively, “Personal Rights”), to use and publish your User Submissions and to license your User Submissions to United Noodles Group — and further that any such person is at least 18 years old or the age of majority in the jurisdiction in which that person resides (whichever is greater) or, if that person is younger than the greater of 18 years or the age of majority, you have received such permission from that person’s parent or legal guardian; and
● Your User Submission does not infringe and will not infringe on the copyright, trademark, trade secret, rights of privacy or publicity, or other intellectual property or personal rights of any person or entity.

In addition, you may not submit any video that is unlawful, harmful, abusive, or harassing, constitutes inherently dangerous activities, or threatens your safety or the safety of any other person. Further, you authorize and license to United Noodles Group to use all IP Rights and all Personal Rights in and to any and all User Submissions to enable publication and use of the User Submissions in the manner contemplated by the Websites and these Terms.

Your License to United Noodles Group. For clarity, you retain all of your ownership or licensed rights in your User Submissions. However, by submitting User Submissions to United Noodles Group, without any payment, compensation, or consideration due, payable, or accruing to you at any time, you hereby agree as follows:

● You grant to United Noodles Group and its parents, subsidiaries, affiliated entities, licensees, designees, assigns, and successors, a perpetual, irrevocable, worldwide, non exclusive, royalty-free, sub-licensable, and transferable license to use, reproduce, copy, transmit, distribute, prepare derivative works of, cache, store, sublicense to third parties, display, edit, telecast, rerun, syndicate, print, perform, and otherwise exploit the User Submissions, in any media formats now known or hereafter devised and through any media channels, in connection with: the Websites;
● any products or services offered by United Noodles Group or its licensees; any commercial or non-commercial purposes; and in any other manner relating to United Noodles Group’s businesses, including without limitation, for advertising, marketing, promoting, and of redistribution all or a portion thereof;
● you grant each user of the Websites a non-exclusive license to access your User Submissions through the Websites, and to use, copy, reproduce, distribute, display and perform such User Submissions as permitted through the functionality of the Websites and under these Terms;
● You waive any claims you may have based on any usage of User Submissions or the works derived therefrom including but not limited to claims for infringement, invasion, misappropriation, or violation of IP Rights or Personal Rights;
● You grant United Noodles Group, and its parents, subsidiaries, affiliated entities, licensees, designees, assigns, and successors, a perpetual, irrevocable, worldwide, non exclusive, royalty-free, sub-licensable, and transferable license the right to use the name that you submit in connection with such User Submissions if they choose. You understand and agree, however, that United Noodles Group may retain, but not display, distribute, or perform, server copies of your User Submissions that have been removed or deleted.

The above licenses granted by you terminate within a reasonable time after your User Submissions is removed or deleted from the Websites, if so removed or deleted.

User Submission Content Restrictions. You agree not to post, email, or otherwise make available any User Submissions that:

● Are unlawful, harmful, pornographic, obscene, threatening, abusive, harassing, defamatory, libelous, invasive of another’s privacy, or is harmful to minors in any way;
● Harass, degrade, intimidate or are hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
● Impersonate any person or entity, including, but not limited to, a United Noodles Group employee, or falsely state or otherwise misrepresent your affiliation with a person or entity;
● Include personal or identifying information about another person without that person’s explicit consent;
● Are false, deceptive, misleading, deceitful, or misinformative;
● Infringe on or violate any IP Rights, Personal Rights, or other proprietary rights of any party;
● You do not have a right to make available under any law, or under contractual or fiduciary relationships;
● Constitute or contain any form of advertising or solicitation, “affiliate marketing,” “link referral code,” “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or unsolicited commercial advertisement;
● Contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of the Websites or any computer software, hardware or telecommunications equipment;
● Disrupt the normal flow of dialogue with an excessive amount of User Submissions (flooding attack) to the Websites, or that otherwise negatively affects other users’ ability to use the Websites;
● Employ misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of User Submissions transmitted through the Websites; or
● Violate any applicable civil or criminal laws or regulations, or promote any illegal activity.

No Violation of Third Party Rights.

In connection with User Submissions, you further agree you will not submit any User Submission that is subject to a third party’s copyright, protected by third party’s trade secret or otherwise subject to third party proprietary rights, including IP Rights and Personal Rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant United Noodles Group, all of the licenses granted herein.

United Noodles Group’s Data Practices.

You acknowledge that United Noodles Group may establish general practices and limits concerning use of the Websites, including without limitation the maximum period of time that User Submissions or other data or materials will be retained by the Websites and the maximum storage space that will be allotted on United Noodles Group’s servers on your behalf. You agree United Noodles Group has no responsibility or liability for the deletion or failure to store any User Submissions or other data or materials maintained or transmitted by the Websites. United Noodles Group reserve the right to delete any User Submissions for any reason, without prior notice, including, without limitation, to provide additional capacity on the Websites. Deleted User Submissions may be stored by United Noodles Group in order to comply with certain legal obligations and are not retrievable without a valid court order. Consequently, United Noodles Group encourages you to maintain your own backup of your User Submissions. You also acknowledge United Noodles Group reserves the right to terminate accounts that are inactive for an extended period of time.

United Noodles Group’s Modification of Removal of User Submissions.

United Noodles Group does not control User Submissions posted by users or otherwise made available by other persons and does not have any obligation to monitor such User Submissions. If at any time, United Noodles Group chooses, in its sole discretion, to monitor the User Submissions, United Noodles Group nonetheless assume no responsibility for the User Submissions, no obligation to modify or remove any inappropriate User Submissions, and no responsibility for the conduct of the user submitting any such User Submissions. United Noodles Group do not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and United Noodles Group, expressly disclaims any and all liability in connection with User Submissions. United Noodles Group does not permit copyright infringing activities on its Websites, and United Noodles Group will remove all Content and User Submissions if properly notified that such User Submission infringes on another’s copyright pursuant to United Noodles Group’s Copyright Policy (see the Copyright Policy in the link above). United Noodles Group each reserve the right to remove User Submissions without notice.

No Alteration of Website.

You agree not to alter or modify any part of the Websites or to obtain or attempt to access or otherwise obtain any materials or information through hacking, password mining or any other means not intentionally made available or provided through the Websites. You must not interfere or disrupt the Websites, servers, or networks connected to the Websites, including by transmitting any worms, viruses, spyware, malware or any other code of a disruptive nature. You may not inject content, code or otherwise alter or interfere with the way in which any United Noodles Group page is rendered or displayed in a user’s browser or device. You agree not to use or launch any automated system — including, without limitation: “robots,” “spiders,” or “offline readers” — that accesses the Websites in a manner that sends more request messages to the United Noodles Group servers in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser. You agree not to collect or harvest any personally identifiable information, including account names, from the Websites, nor to use any communication systems provided by the Websites (e.g., comments, email) for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Websites with respect to their User Submissions. In your use of the Websites, you will comply with all applicable laws, statutes and regulations.

Your Feedback.

If you provide feedback, questions, comments, suggestions, ideas, or other information to us regarding the Websites, Content, or User Submissions (collectively, “Feedback”), you acknowledge that the Feedback is non-confidential and authorize use of that Feedback without restriction and without acknowledgment, payment or other compensation to you. Accordingly, you hereby grant to us perpetual and irrevocable license to use the Feedback for any purpose, commercial or otherwise.