TERMS and CONDITIONS FOR USE of WEBSITE
"Groupdyne.com" provides an online, interactive group dining service operated by Groupdyne, Inc. on the Internet (the "Web"), consisting of information services and content provided by Groupdyne.com and other third parties.
These Terms and Conditions govern the use of this Website by the End User. By using this Website (other than to read this Agreement for the first time) End User agrees to comply with all of these Terms and Conditions. The right to use this Website is personal to End-User and is not transferable to any other person or entity. End User shall be responsible for protecting the confidentiality of End User's password(s), if any. End User acknowledges that, although the Internet is often a secure environment, sometimes there are interruptions in service or events that are beyond the control of Groupdyne, Inc, and Groupdyne, Inc shall not be responsible for any data lost while transmitting information on the Internet. The Website may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of the control of Groupdyne, Inc, access to the Website may be interrupted, delayed, suspended or terminated from time to time, and that such interruptions or delays do not grant upon the End User any rights or entitlements.
Groupdyne, Inc shall have the right at any time to change or discontinue any aspect or feature of Groupdyne, Inc, including, but not limited to, content, hours of availability and equipment needed for access or use. Further, Groupdyne, Inc may discontinue disseminating any portion of information or category of information, may change or eliminate any transmission method and may change transmission speeds or other signal characteristics.
3. End User Behavior
End User shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of this Website and all charges related thereto. Groupdyne, Inc shall not be liable for any damages to the End User's equipment resulting from the use of this Website.
5. Copyright and Trademarks.
Everything located on or in this Website, including the Venue Profiles, is the exclusive property of Groupdyne, Inc. or used with express permission of the copyright and/or trademark owner. ANY COPYING, DISTRIBUTING, TRANSMITTING, POSTING, LINKING, DEEP LINKING, OR OTHERWISE MODIFYING OF THIS WEBSITE OR ANY OF THE VENUE PROFILES WITHOUT THE EXPRESS WRITTEN PERMISSION OF GROUPDYNE INC. IS STRICTLY PROHIBITED. Any violation of this policy may result in a copyright, trademark or other intellectual property right infringement that may subject End User to civil and / or criminal penalties. contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music, sound, and the entire contents of Groupdyne, Inc protected by copyright as a collective work under the United States copyright laws. Groupdyne, Inc owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. End User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. End User may download / print / save copyrighted material for End User's personal use only. Except as otherwise expressly stated under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material without the express permission of Groupdyne, Inc and the copyright owner is permitted. If copying, redistribution or publication of copyrighted material is permitted, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. End User acknowledges that he/she/it does not acquire any ownership rights by downloading copyrighted material. Trademarks that are located within or on the Website or a website otherwise owned or operated in conjunction with Groupdyne, Inc shall not be deemed to be in the public domain but rather the exclusive property of Groupdyne, Inc, unless such website is under license from the Trademark owner thereof in which case such license is for the exclusive benefit and use of Groupdyne, Inc, unless otherwise stated.
End User shall not upload, post or otherwise make available on this Website any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right. Groupdyne, Inc does not have any express burden or responsibility to provide End User with indications, markings or anything else that may aid End User in determining whether the material in question is copyrighted or trademarked. End User shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights or any other harm resulting from such a submission. By submitting material to any public area of this Website, End User warrants that the owner of such material has expressly granted Groupdyne, Inc the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. End User also permits any other end user to access, view, store or reproduce the material for that end user's personal use. End User hereby grants Groupdyne.com the right to edit, copy, publish and distribute any material made available on this Website by End User.
The foregoing provisions of Section 5 apply equally to and are for the benefit of Groupdyne, Inc, its subsidiaries, affiliates and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.
6. Disclaimer of Warranty; Limitation of Liability.
END USER EXPRESSLY AGREES THAT USE OF THIS WEBSITE, THE CONCIERGE SERVICE AND THE VENUE PROFILES IS AT END USER'S SOLE RISK. NEITHER GROUPDYNE, Inc, ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT USE OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO (I) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THIS WEBSITE, OR (II) THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE OR MERCHANDISE PROVIDED THROUGH THIS WEBSITE OR THE VENUE PROFILES.
THIS WEBSITE AND THE VENUE PROFILES ARE MADE ACCESSIBLE ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.
THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. END USER SPECIFICALLY ACKNOWLEDGES THAT GROUPDYNE, Inc IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD-PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH END USER.
IN NO EVENT SHALL GROUPDYNE, Inc, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THIS WEBSITE OR THE CONTENTS HEREOF, INCLUDING THE VENUE PROFILES AND ANY SOFTWARE, BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THIS WEBSITE. END USER HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON THIS WEBSITE AND THE VENUE PROFILES.
IN ADDITION TO THE TERMS SET FORTH ABOVE, NEITHER GROUPDYNE, Inc, NOR ITS AFFILIATES, INFORMATION PROVIDERS OR CONTENT PARTNERS SHALL BE LIABLE REGARDLESS OF THE CAUSE OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS OR UNAUTHENTICITY OF, THE INFORMATION
(INCLUDING INFORMATION ABOUT DISCOUNTS BEING OFFERED BY VENUES) CONTAINED WITHIN THIS WEBSITE OR ANY OF THE VENUE PROFILES, OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION THEREOF TO THE END USER, OR FOR ANY CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY. NONE OF THE FOREGOING PARTIES
SHALL BE LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING WITHOUT LIMITATION LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES.
GROUPDYNE, Inc IS NOT RESPONSIBLE FOR ANY CONTENT THAT A USER, SUBSCRIBER, OR AN UNAUTHORIZED USER MAY POST ON THIS WEBSITE OR ANY OF THE VENUE PROFILES. ANY CONTENT THAT IS POSTED OR UPLOADED THAT IS OR MAY BE DEEMED UNSUITABLE CAN AND MAY BE TAKEN DOWN BY GROUPDYNE, Inc. MOREOVER, GROUPDYNE, Inc RESERVES THE RIGHT TO EDIT, CHANGE, ALTER, DELETE AND PROHIBIT ANY AND ALL CONTENT THAT IT, GROUPDYNE, Inc, DEEMS UNSUITABLE.
Groupdyne, Inc shall have the right, but not the obligation, to monitor the content of the Website at all times, including any chat rooms, forums, surveys, posts, comments, etc. that may hereinafter be included as part of the Website, to determine compliance with this Agreement and any operating rules established by Groupdyne, Inc, as well as to satisfy any applicable law, regulation or authorized government request. Without limiting the foregoing, Groupdyne, Inc shall have the right to remove any material that Groupdyne, Inc, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
9. License Grant.
By posting communications on or through this Website, End User shall be deemed to have granted to Groupdyne, Inc a royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display the communication alone or as part of other works in any form, media, or technology whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees.
You agree that to the fullest extent permitted by law You shall defend, indemnify and hold harmless Groupdyne, Inc, its affiliates and their respective directors, officers, employees and agents from and against all claims, damages, losses, costs, and expenses, including, but not limited to attorneys’ fees, legal costs and legal expenses, arising out of or resulting from this Agreement (including the performance, breach, or termination of this Agreement), Your use of this Website provided that: (1) such claim, damage, loss, cost, or expense is caused or alleged to be caused by Your negligent acts, negligent omissions, and/or fault, regardless of whether caused in part by the negligent act, negligent omission, or fault of a party indemnified hereunder; or (2) such claim, damage, loss, cost, or expense is caused or alleged to be caused by the negligent acts, negligent omissions, and/or fault of Groupdyne, Inc, its affiliates and their respective directors, officers, employees and agents and provided such claim, damage, loss, cost, or expense is not caused by the sole negligence or fault of a party indemnified hereunder.
Groupdyne, Inc may terminate this Agreement at any time. Without limiting the foregoing, Groupdyne, Inc shall have the right to immediately terminate any passwords or accounts of End User in the event of any conduct by End User which Groupdyne, Inc, in its sole discretion, considers to be unacceptable, or in the event of any breach by End User of this Agreement. The provisions of Sections 4, 5, 6, 9, 10, 12, 13, 14, 15, and 16 will survive termination of this Agreement.
Groupdyne.com is a trademark of Groupdyne.com, Inc. All rights in respect of this trademark are hereby expressly reserved. Unless otherwise indicated, all other trademarks appearing on Groupdyne.com are the property of their respective owners.
13. Third Party Content.
Groupdyne.com, similar to an Internet Service Provider, is a distributor (and not a publisher) of content supplied by third parties and End Users. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including discount offers, or any other end users are those of the respective author(s) or distributors) and not of Groupdyne, Inc. Neither Groupdyne, Inc nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content, nor its merchantability or fitness for any particular purpose. (Refer to Section 6 above for the complete provisions governing limitation of liabilities and disclaimers of warranty.) ances, the content available through this Website represents the opinions and judgments of the respective information provider, end user, or other user not under contract with Groupdyne, Inc. Groupdyne, Inc neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, or statement made on Groupdyne.com by anyone other than authorized Groupdyne, Inc employee spokespersons while acting in official capacities. Under no circumstances will Groupdyne, Inc be liable for any loss or damage caused by End User's reliance on information obtained through Groupdyne.com. It is the responsibility of End User to evaluate the accuracy, completeness, or usefulness of any information, opinion, advice, etc., or other content available through Groupdyne.com.
Groupdyne.com contains links to third party websites maintained by other content providers. These links are provided solely as a convenience to you and not as an endorsement by Groupdyne, Inc of the contents on such third-party websites and Groupdyne, Inc hereby expressly disclaims any representations regarding the content or accuracy of materials on such third-party websites. If End User decides to access linked third-party websites, End User does so at its own risk. Groupdyne, Inc reserves the right to revoke its consent to any link at any time in its sole discretion.
14. Applicable Law
Groupdyne, Inc’s headquarters are in Seattle, WA. You and We agree that any and all disputes arising out of or related to this Agreement (including the performance, breach, or termination of this Agreement), Your use of the Website, and/or Your purchase or use of anything available through Groupdyne.com and/or the Website shall be governed by and in accordance with the laws of the State of Washington (exclusive of its rules regarding conflict of laws).
15. DISPUTE RESOLUTION AND MANDATORY ARBITRATION
ALL DISPUTES SUBJECT TO THIS AGREEMENT SHALL BE RESOLVED IN BINDING ARBITRATION IN ACCORDANCE WITH THE FEDERAL ARBITRATION ACT, 9 U.S.C. § 1, ET SEQ. BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO BE BOUND TO RESOLVE ALL DISPUTES IN ARBITRATION AND ACKNOWLEDGE THAT YOU ARE FORFEITING YOUR RIGHT TO A TRIAL BY JURY AND TO PROCEED IN A LAWSUIT IN STATE OR FEDERAL COURT. ARBITRATION WILL BE CONDUCTED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) PURSUANT TO THE AAA COMMERCIAL ARBITRATION RULES. THE RULES IN ARBITRATION ARE DIFFERENT AND REVIEW IS LIMITED. AN ARBITRATION CAN AWARD THE SAME DAMAGES AND RELIEF, AND MUST HONOR THE SAME LIMITATIONS IN THE AGREEMENT AS A COURT WOULD.
YOU AND WE BOTH AGREE THAT ANY CONTROVERSY OR CLAIM (INCLUDING CLAIMS ALLEGING VIOLATIONS OF COMMON LAW AND/OR ANY AND ALL STATE OR FEDERAL STATUTES OR REGULATIONS) ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING THE PERFORMANCE, BREACH, OR TERMINATION OF THIS AGREEMENT AND/OR THE PURCHASE OF ANYTHING PROVIDED UNDER OR IN CONNECTION WITH THIS AGREEMENT), YOUR USE OF THE WEBSITE, AND/OR YOUR PURCHASE OF ANYTHING AVAILABLE THROUGH GROUPDYNE.COM AND/OR THE WEBSITE WILL BE SUBJECT TO ARBITRATION PURSUANT TO THIS AGREEMENT. OT CHANGE YOUR SUBSTANTIVE RIGHTS, JUST THE FORUM FOR RESOLVING DISPUTES.
b. ATTORNEYS’ FEES MAY BE RECOVERED IN ARBITRATION
IN AN ARBITRATION, YOU AND WE BOTH AGREE TO BE RESPONSIBLE FOR PAYMENT OF OUR OWN ATTORNEYS’ FEES. HOWEVER, IF AN APPLICABLE STATUTE PROVIDES FOR AN AWARD OF ATTORNEYS’ FEES, AN ARBITRATOR CAN AWARD ATTORNEYS’ FEES.
c. LOCATION OF ARBITRATION
YOU AND WE BOTH AGREE THAT ANY ARBITRATION IN ACCORDANCE WITH THIS AGREEMENT SHALL OCCUR IN SEATTLE, WA.
d. ENFORCEMENT OF ARBITRATION AWARD
YOU AND WE BOTH AGREE THAT ANY ENFORCEMENT OF AN ARBITRATION AWARD PURSUANT TO THIS AGREEMENT MUST BE BROUGHT IN THE STATE COURTS OF THE STATE OF WASHINGTON AND YOU IRREVOCABLY CONSENT TO THE JURISDICTION OF SUCH COURTS.
e. WAIVER OF CLASS ARBITRATION AND REPRESENTATIVE CLAIMS IN ARBITRATION
ALL ARBITRATION PROCEEDINGS SHALL BE INDIVIDUAL ARBITRATIONS, AND YOU EXPRESSLY AGREE THAT NO OTHER CLAIMS MAY BE JOINED WITH YOUR CLAIMS. IN ADDITION, YOU AGREE THAT YOU HAVE VOLUNTARILY WAIVED THE RIGHT TO FILE OR JOIN A CLASS ACTION LAWSUIT AND EXPRESSLY ACKNOWLEDGE THAT THE PARTIES REJECT CLASS ARBITRATION. NEITHER YOU NOR WE SHALL BE ENTITLED TO JOIN, SUE ON BEHALF OF A PUTATIVE CLASS OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS OF THE WEB-SITE OR PURCHASERS OR USERS OF ANYTHING AVAILABLE THOUGH GROUPDYNE.COM AND/OR THIS WEBSITE, OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE, A CLASS ACTION, OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.
YOU AND WE AGREE THAT IF FOR ANY REASON ANY PROVISION OF THIS PARAGRAPH 15, WITH THE EXCEPTION OF THE WAIVER OF CLASS ARBITRATION SET FORTH IN PARAGRAPH 15(E) OF THIS AGREEMENT, IS DEEMED INVALID OR UNENFORCEABLE BY ANY ARBITRATOR OR COURT, THAT PROVISION SHALL BE SEVERED AND THUS REMOVED FROM THIS AGREEMENT, AND THE AGREEMENT TO ARBITRATE SHALL OTHERWISE REMAIN BINDING ON YOU AND WE BOTH.
IF A COURT OR ARBITRATOR DETERMINES THAT THE WAIVER OF YOUR ABILITY TO PURSUE CLASS OR REPRESENTATIVE CLAIMS SET FORTH IN PARAGRAPH 15(E) IS INVALID OR UNENFORCEABLE, YOU AND WE BOTH AGREE THAT THE ARBITRATION AGREEMENT SET FORTH IN PARAGRAPH 15 OF THIS AGREEMENT WILL NOT APPLY AND ANY DISPUTE SUBJECT TO ARBITRATION (AS DEFINED IN SECTION 15 A) SHALL BE RESOLVED BY A COURT OF APPROPRIATE JURISDICTION IN THE STATE OR FEDERAL COURTS IN WASHINGTON. THAT IS, YOU AND WE AGREE THAT PARAGRAPH 15(E) PROHIBITING CLASS ACTIONS CANNOT BE SEVERED FROM THIS AGREEMENT TO ARBITRATE. UNLESS OTHERWISE AGREED TO IN WRITING, IT IS THE EXPRESS INTENTION OF BOTH PARTIES NOT TO PROCEED WITH ANY DISPUTE BY WAY OF CLASS ARBITRATION
This Agreement and any operating rules for Groupdyne.com established by Groupdyne, Inc constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by either party of any breach or default hereunder is a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall be of no legal force or effect. If any provision of this Agreement is held invalid by a court of competent jurisdiction, such invalidity shall not affect the enforceability of any other provisions contained in this Agreement and the remaining portions of this Agreement shall continue in full force and effect. The failure of either party to exercise any of its rights under this Agreement shall not be deemed a waiver or forfeiture of such rights or any other rights provided hereunder.