Terms of Use

Last Updated: January 5, 2025

Welcome to Parsley, a California corporation. These Terms of Use (“Terms”) govern access to and use of Parsley’s cloud-based Enterprise Resource Planning (“ERP”) software for the food industry (the “Service”). By accessing or using the Service, User agrees to be bound by these Terms. If User does not agree to all of these Terms, User may not access or use the Service.

1. Acceptance of Terms

By creating an account, logging in, or otherwise using the Service, User acknowledges having read, understood, and agreeing to abide by these Terms, as well as any additional guidelines, policies, or documents referenced within these Terms. If User does not agree, User must not access or use the Service.

2. Eligibility

  1. Legal Capacity: User must be at least 18 years old (or the age of majority in User’s jurisdiction) to use the Service. By using the Service, User represents and warrants meeting this requirement.
  2. Authority: If User is using the Service on behalf of an organization, User represents and warrants having the authority to bind that organization to these Terms.

3. Modification of Terms

Parsley reserves the right, at its sole discretion, to update or revise these Terms at any time. Parsley will notify User of any material changes by posting the updated Terms on Parsley’s website or by other appropriate means. Continued use of the Service after any such update or revision constitutes acceptance of the modified Terms.

4. Description of the Service

The Service provides cloud-based ERP software tailored for businesses in the food industry.
Features may include, but are not limited to:

  • Recipe Management & Costing
  • Nutrition Facts
  • Inventory management
  • Production planning and tracking
  • Supply chain and logistics management
  • Quality control and compliance tools
  • Financial and accounting modules
  • Analytics and reporting

Parsley reserves the right to modify, suspend, or discontinue any aspect of the Service at any time without notice.

5. User Accounts

  1. Registration: In order to access certain features of the Service, User must create an account. User agrees to provide accurate and complete registration information and to keep account details up to date.
  2. Account Security: User is responsible for maintaining the confidentiality of login credentials and for all activities under the account. User agrees to notify Parsley immediately of any unauthorized account use or other security breaches.

6. Subscription, Fees, and Payment

  1. Subscription Plans: Parsley offers various subscription plans with different features, limits, and pricing. User will be charged based on the selected plan.
  2. Billing Cycle: Subscription fees will be billed in advance on a recurring basis (e.g., monthly or annually) as specified in User’s chosen plan.
  3. Payment Method: User must provide a valid payment method. By subscribing, User authorizes Parsley to charge applicable fees to that payment method.
  4. Late Payments: If Parsley cannot process payment on time, Parsley may suspend or terminate User’s access to the Service.
  5. Refunds: Except as required by law, all fees are non-refundable.

7. License and Restrictions

  1. License: Subject to compliance with these Terms, Parsley grants User a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for internal business operations.
  2. Restrictions: User must not:
  • Use the Service for any illegal or unauthorized purpose.
  • Reverse engineer, decompile, or otherwise attempt to derive source code from the Service.
  • Copy, modify, or create derivative works of the Service in any unauthorized manner.
  • Interfere with or disrupt the Service or the servers/networks connected to the Service.

8. Intellectual Property

  1. Parsley IP: All content, features, functionality, and software (including source code, databases, text, graphics, designs, logos, and trademarks) related to or included in the Service (“Parsley IP”) are owned or licensed by Parsley. User agrees not to copy, reproduce, distribute, transmit, display, sell, license, or otherwise exploit any portion of Parsley IP without prior written consent.
  2. User Data: User retains all rights to data and information uploaded to the Service (“User Data”). User grants Parsley a non-exclusive, worldwide, royalty-free license to process, store, and display User Data for providing the Service.  User Data remains confidential to the User per the Confidential information section of this document.

9. Confidential Information

  1. Definition: “Confidential Information” means any non-public information disclosed by a party, including business processes, technology, product plans, know-how, trade secrets, and customer data. Confidential Information specifically includes, but is not limited to, recipes, ingredient cost information, and other proprietary business information.
  2. Obligation: Each party agrees to protect the other’s Confidential Information with at least the same degree of care used to protect its own Confidential Information and not to disclose it to any third party without consent, except as required by law.

10. Data Privacy and Security

  1. Compliance: Parsley will process User Data (including recipes and ingredient cost information) in accordance with Parsley’s Privacy Policy, which is incorporated by reference into these Terms.
  2. Security: Parsley uses commercially reasonable efforts to protect User Data. However, no system is 100% secure, and User uses the Service at User’s own risk.

11. Warranties and Disclaimers

  1. User Representations: User represents and warrants that all information provided to Parsley is true, accurate, and complete.
  2. Disclaimer of Warranties: EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, Parsley DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, Parsley AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO User’S USE OF THE SERVICE. Parsley’S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE AMOUNT User HAS PAID TO Parsley FOR THE SERVICE IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

13. Indemnification

User agrees to defend, indemnify, and hold harmless Parsley and its affiliates, officers, directors, employees, and agents from and against all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to:

  1. User’s use or misuse of the Service;
  2. User’s breach of these Terms; or
  3. User’s violation of any third-party rights, including intellectual property rights.

14. Termination

  1. Termination by User: User may cancel a subscription at any time by contacting Parsley support or through account settings. Access to the Service ends at the conclusion of the billing cycle.
  2. Termination by Parsley: Parsley may suspend or terminate User’s access if User breaches these Terms, fails to pay fees, or if Parsley discontinues the Service.
  3. Effect of Termination: Upon termination, any rights or licenses granted to User immediately cease. User remains responsible for fees incurred before the effective date of termination.

15. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. Any dispute related to these Terms or the Service shall be resolved exclusively in the state or federal courts located in California, and User consents to personal jurisdiction in such courts.

16. Miscellaneous

  1. Entire Agreement: These Terms, along with any referenced documents, constitute the entire agreement between Parsley and User regarding the Service.
  2. Severability: If any provision is held invalid or unenforceable, the remaining provisions remain in full force and effect.
  3. No Waiver: Parsley’s failure to enforce any right under these Terms does not waive that right.
  4. Force Majeure: Parsley is not liable for delays or failures due to events beyond Parsley’s reasonable control, including natural disasters, strikes, or internet outages.
  5. Assignment: User may not assign or transfer rights or obligations under these Terms without Parsley’s prior written consent. Parsley may assign or transfer its rights and obligations without restriction.

17. Contact Parsley

If User has questions about these Terms, contact Parsley at:

  • Email: service@parsleyapp.com
  • Address: 600 Lassen Park Ct, Scotts Valley, CA. 95066

By accessing or using the Service, User acknowledges having read these Terms of Use, understands them, and agrees to be bound by them.