Terms of Service

1. Acceptance of Terms

By accessing, browsing, or using the Annona platform, including the website at annona.ca, mobile applications, APIs, and all related services (collectively, the "Platform"), you agree to be bound by these Terms of Service ("Terms"), our Privacy Policy, and all applicable laws and regulations. These Terms constitute a legally binding agreement between you and Annona Inc. ("Annona," "we," "our," or "us").

If you do not agree to these Terms, you must not access or use the Platform. If you are using the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

IMPORTANT: These Terms contain a dispute resolution clause (Section 20) that includes a binding arbitration agreement and a class action waiver. Please read it carefully, as it affects your legal rights.

2. Eligibility

You must be at least thirteen (13) years of age to use the Platform. If you are between thirteen (13) and the age of majority in your province or territory of residence, you may only use the Platform with the consent and supervision of a parent or legal guardian who agrees to be bound by these Terms.

By using the Platform, you represent and warrant that you meet these eligibility requirements and that all registration information you provide is truthful and accurate.

3. Description of Service

Annona provides a meal planning, food logistics, and social food platform that enables users to:

• Plan meals and discover recipes personalized to their dietary needs, allergies, and preferences
• Generate smart shopping lists based on meal plans and pantry inventory
• Track pantry inventory, expiration dates, and food waste
• Order groceries through integrated third-party grocery and delivery partners
• Access curated meal plans, recipes, and nutritional content created by Curators
• Create, share, and engage with food-related content in a social community
• Receive allergen alerts and food safety notifications

We reserve the right to modify, suspend, or discontinue any feature or aspect of the Platform at any time, with or without notice. We will make reasonable efforts to provide advance notice of material changes that affect paid subscriptions.

4. Account Registration and Security

To access certain features of the Platform, you must create an account. When creating and maintaining your account, you agree to:

• Provide accurate, current, and complete information during registration and keep it updated
• Create a strong, unique password and maintain its confidentiality
• Not share your account credentials with any other person
• Accept full responsibility for all activities that occur under your account
• Notify us immediately at [email protected] if you suspect unauthorized access to your account
• Not create more than one account per person, or create accounts on behalf of others without their authorization

We reserve the right to suspend or terminate accounts that we reasonably believe contain false information or have been compromised.

5. Subscription Plans and Billing

5.1 Free and Paid Plans

The Platform offers both free and paid subscription plans. Certain features are only available to paid subscribers. Details of available plans and pricing are displayed on the Platform and may be updated from time to time.

5.2 Free Trial

We may offer a free trial period for new users. At the end of the free trial, your subscription will automatically convert to a paid plan at the then-current rate unless you cancel before the trial period ends. We will send a reminder notification before the trial expires. Each person is eligible for only one free trial.

5.3 Billing and Payment

Paid subscriptions are billed in advance on a recurring basis (monthly or annually, depending on your selected plan). By subscribing, you authorize us to charge your designated payment method on each billing date. All fees are stated in Canadian dollars (CAD) unless otherwise indicated and are inclusive of applicable taxes.

If your payment method fails, we will attempt to process the charge again and may suspend access to paid features until payment is successfully processed. We reserve the right to change subscription pricing upon thirty (30) days' advance notice.

5.4 Cancellation and Refunds

You may cancel your subscription at any time through your account settings. Upon cancellation:

• Your subscription will remain active until the end of your current billing period
• You will retain access to paid features until the end of the billing period
• Your account will revert to the free plan after the billing period ends
• No pro-rated refunds will be issued for unused portions of a billing period

Refund requests for exceptional circumstances (e.g., accidental duplicate charges, unauthorized transactions) may be submitted to [email protected] within thirty (30) days of the charge.

6. User Content

6.1 Your Content

The Platform allows you to create, upload, share, and publish content including recipes, photographs, reviews, ratings, comments, meal plans, and other materials ("User Content"). You retain ownership of your User Content, subject to the license granted below.

6.2 License Grant

By posting User Content on the Platform, you grant Annona a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, distribute, perform, and display your User Content in connection with the operation and promotion of the Platform. This license continues for a commercially reasonable period after you remove your User Content, solely to the extent necessary to complete any prior use (e.g., content already downloaded by other users or cached by search engines).

For User Content you post publicly (e.g., public recipes), you grant other users a non-exclusive, royalty-free license to view, use, and share your content through the Platform's features.

6.3 Content Representations

By posting User Content, you represent and warrant that:

• You own or have obtained all necessary rights, licenses, and permissions to post the content
• The content does not infringe the intellectual property, privacy, or other rights of any third party
• The content is accurate and not misleading, particularly with respect to ingredients, allergens, and nutritional information
• The content complies with all applicable laws, food safety regulations, and these Terms
• The content does not contain viruses, malware, or other harmful code

6.4 Content Moderation

We reserve the right, but are not obligated, to review, edit, or remove any User Content at our sole discretion, including content that we believe violates these Terms, our Community Guidelines, or applicable law, or that may be harmful to other users. We may use both automated systems and human reviewers to moderate content.

6.5 Content Responsibility

You are solely responsible for your User Content and the consequences of posting it. Annona does not endorse any User Content and expressly disclaims any liability arising from User Content. Other users' reliance on User Content, including recipes and nutritional information, is at their own risk.

7. Curator Program

7.1 Becoming a Curator

Users may apply to join the Annona Curator Program to create and publish premium content on the Platform. Acceptance into the Curator Program is at our sole discretion. Curators are independent content creators and are not employees, agents, or representatives of Annona.

7.2 Curator Obligations

As a Curator, you agree to:

• Create original, high-quality content that accurately represents the recipes and information provided
• Accurately list all ingredients, including those that are common allergens (e.g., peanuts, tree nuts, dairy, eggs, wheat/gluten, soy, fish, shellfish, sesame)
• Provide truthful and reasonably accurate nutritional information where presented
• Clearly disclose any sponsored content, paid partnerships, or material connections with food brands or retailers
• Comply with all applicable food safety guidelines and regulations, including those issued by Health Canada and the Canadian Food Inspection Agency (CFIA)
• Respond to user inquiries, including questions about ingredients, allergens, and preparation methods, in a timely manner
• Not make medical or therapeutic claims about recipes or ingredients unless supported by recognized scientific evidence
• Not plagiarize or reproduce copyrighted recipes or content without proper attribution and permission

7.3 Curator Revenue Sharing

Curators may be eligible to earn revenue from their content in accordance with the Curator Program Agreement, which will be provided separately upon acceptance into the program. Revenue sharing terms, payment schedules, and tax reporting obligations are governed by that agreement.

7.4 Removal from Program

We reserve the right to remove Curator status, suspend Curator privileges, or remove Curator content at any time if we determine, in our sole discretion, that a Curator has violated these Terms, the Curator Program Agreement, our Community Guidelines, or applicable law. Repeated violations of food safety content guidelines (e.g., failing to list allergens, providing dangerous preparation instructions) are grounds for immediate and permanent removal.

8. Community Guidelines and Prohibited Conduct

The Platform is a community built around food. To maintain a safe, respectful, and trustworthy environment, you agree not to:

8.1 General Prohibited Conduct

• Use the Platform for any unlawful purpose or in violation of any applicable law or regulation
• Harass, bully, intimidate, threaten, or abuse other users
• Post or transmit content that is defamatory, obscene, hateful, discriminatory, or promotes violence
• Impersonate any person or entity, or falsely represent your affiliation with any person or entity
• Create fake accounts, manipulate reviews or ratings, or engage in deceptive practices
• Collect, harvest, or store personal information of other users without their explicit consent
• Send unsolicited promotional messages, spam, or chain messages to other users

8.2 Food Safety Prohibited Conduct

• Intentionally posting recipes or food content with misleading or omitted allergen information
• Promoting unsafe food handling, storage, or preparation practices
• Making unsubstantiated medical or health claims about food, recipes, or dietary practices (e.g., claiming a recipe "cures" a disease)
• Promoting disordered eating behaviors or extreme dietary practices that may be harmful to health
• Advertising or selling food products that violate Health Canada regulations or CFIA food safety standards

8.3 Technical Prohibited Conduct

• Interfering with, disrupting, or placing an unreasonable load on the Platform's infrastructure
• Attempting to gain unauthorized access to any part of the Platform, other users' accounts, or related systems
• Using automated means (bots, scrapers, crawlers) to access or collect data from the Platform without our express written permission
• Reverse engineering, decompiling, or disassembling any portion of the Platform
• Circumventing or disabling any security, access control, or technical protection measures
• Uploading or transmitting viruses, malware, or other harmful code

9. Food Safety, Allergens, and Nutritional Information

9.1 Informational Purposes Only

All recipes, meal plans, nutritional information, allergen alerts, pantry tracking suggestions, and food-related content available on the Platform are provided for informational purposes only. This content does not constitute medical advice, nutritional counseling, or dietary therapy.

9.2 Allergen Disclaimer

While we make reasonable efforts to flag common allergens in recipes and content on the Platform, we cannot guarantee the accuracy or completeness of allergen information, particularly for:

• User-generated content, where ingredient lists and allergen declarations are provided by individual users and Curators
• Cross-contamination risks that may occur during food preparation, manufacturing, or delivery
• Changes to product formulations by third-party manufacturers
• Allergens not among the priority allergens listed by Health Canada

If you have food allergies, intolerances, or medical dietary restrictions, you must always independently verify ingredients before preparing or consuming any recipe or food item. Do not rely solely on the Platform's allergen alerts or nutritional information.

9.3 Nutritional Information

Nutritional values displayed on the Platform are estimates based on available ingredient databases and may not reflect the exact nutritional content of your prepared meals. Variations may occur due to ingredient brands, portion sizes, preparation methods, and other factors. Nutritional information should not be relied upon for medical dietary management without consulting a qualified healthcare professional.

9.4 Food Safety

You are solely responsible for practicing safe food handling, preparation, storage, and disposal in accordance with applicable food safety standards. The Platform's pantry tracking and expiration date features are provided as convenience tools and should not be used as the sole basis for determining whether food is safe to consume.

9.5 Consult Your Healthcare Provider

Always consult a qualified healthcare professional, registered dietitian, or allergist before making significant changes to your diet, especially if you have food allergies, medical conditions, or are pregnant or breastfeeding.

10. Grocery Ordering and Delivery

10.1 Third-Party Services

Grocery ordering and delivery services available through the Platform are provided by third-party grocery retailers and delivery partners ("Grocery Partners"). Annona acts as an intermediary that facilitates the connection between you and Grocery Partners but does not itself sell, package, handle, or deliver groceries.

10.2 Orders and Pricing

Product availability, pricing, and delivery fees are determined by the respective Grocery Partners and may differ from in-store prices. We strive to display accurate information but cannot guarantee that product descriptions, images, pricing, or availability shown on the Platform are error-free. Grocery Partners reserve the right to cancel or modify orders, including substituting out-of-stock items, in accordance with their own policies.

10.3 Product Quality and Liability

Annona is not responsible for the quality, safety, freshness, or condition of products delivered by Grocery Partners. Issues with product quality, incorrect items, missing items, or delivery problems should be reported to the relevant Grocery Partner. We will make reasonable efforts to assist you in resolving disputes with Grocery Partners, but ultimate responsibility rests with the Grocery Partner.

10.4 Delivery

Delivery times are estimates and are not guaranteed. Annona is not liable for delays, missed deliveries, or temperature-related food safety issues that occur during delivery by Grocery Partners.

11. Intellectual Property

11.1 Annona's Intellectual Property

The Platform and its original content (excluding User Content), features, functionality, design, source code, algorithms, trademarks, logos, and trade dress are owned by Annona Inc. and are protected by Canadian and international copyright, trademark, patent, trade secret, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Platform without our prior written consent.

11.2 Limited License to Users

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Platform for your personal, non-commercial purposes. This license does not include the right to use data mining, robots, or similar data gathering tools on the Platform.

11.3 Recipe Intellectual Property

While individual ingredient lists are generally not subject to copyright protection, the creative expression in recipes (including original descriptions, instructions, photographs, and commentary) may be protected. You agree to respect the intellectual property rights of recipe creators, including Curators and other users.

11.4 Copyright Infringement (DMCA / Notice and Notice)

We respect intellectual property rights and comply with Canada's Copyright Modernization Act notice-and-notice regime. If you believe that content on the Platform infringes your copyright, please send a written notice to [email protected] containing:

• Identification of the copyrighted work claimed to be infringed
• Identification of the infringing material and its location on the Platform
• Your contact information (name, address, email, phone number)
• A statement that you have a good faith belief that the use is not authorized
• A statement, under penalty of perjury, that the information is accurate and that you are authorized to act on behalf of the copyright owner
• Your physical or electronic signature

12. Third-Party Services and Links

The Platform may integrate with or contain links to third-party services, including grocery delivery services, payment processors, social media platforms, and authentication providers. Your use of any third-party service is governed by that service's own terms and policies. We are not responsible for the content, privacy practices, or availability of third-party services, and do not endorse or assume liability for any third-party products or services.

13. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. ANNONA EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ACCURACY.

Without limiting the foregoing, Annona does not warrant that:

• The Platform will be uninterrupted, timely, secure, or error-free
• The information, content, or materials on the Platform are accurate, complete, or current
• Recipes, nutritional information, or allergen alerts are accurate or appropriate for your individual needs
• Grocery products ordered through the Platform will meet your expectations in terms of quality, freshness, or description
• Any defects or errors in the Platform will be corrected
• The Platform is free of viruses or other harmful components

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In such cases, our warranties are limited to the minimum extent permitted by applicable law.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANNONA, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH:

• Your use of or inability to use the Platform
• Any content, information, or recommendations obtained through the Platform, including recipes, nutritional information, and allergen alerts
• Adverse health reactions, allergic reactions, foodborne illness, or personal injury resulting from recipes, ingredients, or food prepared using information from the Platform
• Products ordered through Grocery Partners via the Platform
• Unauthorized access to or alteration of your data or account
• User Content posted by other users or Curators
• Any interruption or cessation of the Platform

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANNONA'S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU HAVE PAID TO ANNONA IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED CANADIAN DOLLARS (CAD $100).

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so some of the above limitations may not apply to you. In such cases, our liability is limited to the minimum extent permitted by applicable law.

15. Indemnification

You agree to indemnify, defend, and hold harmless Annona, its directors, officers, employees, agents, affiliates, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your use of the Platform
• Your User Content, including any claims that your content infringes third-party rights, contains inaccurate allergen or nutritional information, or causes harm to others
• Your violation of these Terms, applicable laws, or the rights of any third party
• Your participation in the Curator Program, including claims arising from content you create as a Curator
• Any dispute between you and another user of the Platform

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

16. Termination

16.1 Termination by You

You may terminate your account at any time by contacting us at [email protected] or through your account settings. Termination does not relieve you of any obligations incurred prior to termination, including outstanding payments.

16.2 Termination by Annona

We may suspend or terminate your account and access to the Platform immediately, with or without notice, for any reason, including but not limited to:

• Violation of these Terms or our Community Guidelines
• Conduct that is harmful to other users, third parties, or Annona
• Posting content that poses a food safety risk (e.g., deliberately omitting allergen information)
• Fraudulent, deceptive, or unlawful activity
• Non-payment of subscription fees
• Extended inactivity (we will provide notice before terminating inactive accounts)

16.3 Effect of Termination

Upon termination:

• Your right to access and use the Platform ceases immediately
• Your User Content may be retained or anonymized in accordance with our Privacy Policy
• We may retain certain information as required by law or for legitimate business purposes
• Provisions of these Terms that by their nature should survive termination will survive, including Sections 6 (User Content), 11 (Intellectual Property), 13 (Disclaimer of Warranties), 14 (Limitation of Liability), 15 (Indemnification), and 20 (Dispute Resolution)

17. Privacy

Your use of the Platform is also governed by our Privacy Policy, which describes how we collect, use, and protect your personal information. By using the Platform, you consent to the collection and use of your information as described in the Privacy Policy.

18. Modifications to Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will:

• Update the "Last Updated" date at the top of this page
• Provide prominent notice on the Platform (e.g., a banner notification)
• For significant changes affecting your rights or obligations, send you an email notification at least thirty (30) days before the changes take effect

Your continued use of the Platform after the effective date of revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Platform and may terminate your account.

19. Force Majeure

Annona shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond our reasonable control, including but not limited to natural disasters, pandemics, government actions, war, terrorism, civil unrest, power outages, internet disruptions, cyberattacks, supply chain disruptions, or labor disputes.

20. Dispute Resolution

20.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact us at [email protected] and attempt to resolve the dispute informally for a period of at least sixty (60) days.

20.2 Binding Arbitration

If informal resolution is unsuccessful, any dispute, controversy, or claim arising out of or relating to these Terms or the Platform shall be resolved by binding arbitration administered in accordance with the rules of the ADR Institute of Canada, conducted in the English or French language (at your election), and held in the province of Alberta, Canada, or remotely at your election.

The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. The arbitration shall be conducted on an individual basis and not as a class, consolidated, or representative action.

20.3 Class Action Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS AND WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR ANY OTHER REPRESENTATIVE PROCEEDING.

20.4 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights. Additionally, claims within the jurisdiction of small claims court may be filed in such court.

20.5 Consumer Rights

Nothing in this section limits your rights under applicable Canadian consumer protection legislation, including the Consumer Protection Act (Quebec), the Consumer Protection Act (Alberta), or equivalent provincial statutes. Where mandatory consumer protection laws apply, they will prevail over conflicting provisions in this section.

21. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the federal laws of Canada and the laws of the Province of Alberta, without regard to its conflict of law provisions. Subject to the dispute resolution provisions in Section 20, any legal action or proceeding arising out of these Terms shall be brought exclusively in the courts of the Province of Alberta, Canada, and you consent to the personal jurisdiction of such courts.

22. General Provisions

22.1 Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly referenced herein (including the Curator Program Agreement, where applicable), constitute the entire agreement between you and Annona regarding the Platform and supersede all prior agreements and understandings.

22.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

22.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by Annona.

22.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.

22.5 Language

These Terms are available in English and French. In the event of any conflict or inconsistency between the English and French versions, the English version shall prevail to the extent permitted by applicable law.

22.6 Notices

Notices to you may be provided through the Platform, by email to the address associated with your account, or by any other method reasonably calculated to provide actual notice. Notices to Annona must be sent by email to [email protected].

23. Contact Us

If you have questions, concerns, or feedback about these Terms, please contact us: