TableConnect Terms of Service
Agreement between User and TableConnect
Please read this Terms of Service agreement (the “Terms of Service“ or “Terms”) carefully. These Terms of Use govern the use of tableconnect.io, or any application published by TableConnect, LLC “TableConnect” (the “Digital Platforms”), and apply to all users visiting the Digital Platforms, including using the services and resources available or enabled via the Digital Platforms (each a “Service” and collectively, the “Services”). By clicking on the “I Accept”, “Place Order” or “Sign Up” button, completing the registration process, making a purchase, listing a reservation for sale, and/or browsing the website or downloading any TableConnect application (the “Application”), YOU ARE ENTERING INTO A BINDING CONTRACT, and you represent that (1) you have read, understand, and agree to be bound by these Terms of Use, (2) you are of legal age to form a binding contract with TableConnect, and (3) you have the authority to enter into the Terms of Use personally or on behalf of company you have named as the user, and to bind that company to these Terms of Use. The term “you” refers to the individual or company, as applicable, identified as the user when you registered with a Digital Platform. If you do not agree to be bound by the Terms of Use, you may not access or use any Digital Platform or the Services.
Please be aware that Section 14 of these Terms of Use, below, contains provisions governing how claims are resolved that you and we have against each other, including, without limitation, any claims that arose or were asserted prior to the effective date of these Terms of Use. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT, DISPUTES BETWEEN YOU AND TABLECONNECT WILL BE RESOLVED SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, ANY OTHER KIND OF REPRESENTATIVE PROCEEDING, OR BY JURY TRIAL.
Your use of, and participation in, certain Services may be subject to additional terms (“Supplemental Terms”) and such Supplemental Terms will either be listed in the Terms of Use or will be presented to you for your acceptance when you sign up to use the supplemental Service. If the Terms of Use are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. The Terms of Use and any applicable Supplemental Terms are referred to herein as the “Terms.”
PLEASE NOTE THAT THE TERMS ARE SUBJECT TO CHANGE BY TABLECONNECT IN ITS SOLE DISCRETION AT ANY TIME. If you do not agree to any change(s), you shall stop using the Digital Platforms and/or the Services. Otherwise, your continued use of the Digital Platforms and/or Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.
TableConnect Marketplace
TableConnect Reservation Marketplace. TableConnect offers an online secondary marketplace that allows Users (as defined below) to buy (each, a “Buyer”) and sell (each, a “Seller”) reservations, a “Reservation”). As such, our marketplace Services are merely designed to act as a marketplace to connect Buyers and Sellers, and for transactions listed or taking place via TableConnect’s reservation marketplace, TableConnect makes no guarantee with respect (a) to the existence, quality, safety or legality of the Reservation, (b) the truth or accuracy of a Seller’s listings or content, (c) the ability of Sellers to sell Reservations or the ability of Buyers to pay for them, or (d) that a Seller or Buyer will complete any transaction.
No Endorsement. Unless otherwise expressly stated by TableConnect, the display of any Reservation or Sellers on our Digital Platforms does not in any way imply, suggest or constitute an endorsement by us of those Reservations or that Seller, or any sponsorship of us by such Seller, or any other affiliation between such Seller and us.
Reservations. Sellers set the Reservation prices/value (the “Reservation Price”) and the Reservation Prices may be set at, above or below the original price of the Reservation. Unless otherwise noted on a Reservation booking, on the listing or on a confirmation page or email, Reservations may be transferable, even if another person’s name appears on the face of the Reservation.
Buying Reservations. Buyers are solely responsible for completing their transactions in their purchase of Reservations, including the payment of applicable fees. By committing to purchase a Reservation, you are entering into a binding contract with the Seller to purchase the applicable Reservation. TableConnect is not a party to the transaction, and its only role is to connect Sellers and Buyers. All sales are final, and except for canceled Reservations, you will not receive a refund for any completed purchase. You cannot change or cancel orders after the sale is complete.
Agreement. You agree to supply Seller and TableConnect with the appropriate information necessary for delivery of Reservations, including, but not limited to, email address and physical address (if applicable). If you provide incorrect information for the delivery of Reservations, or you are unavailable to receive the Reservations when they are delivered, you will not be eligible for a refund or.
Selling Reservations. If you are a Seller, your activities are governed by and subject to the additional terms set forth below. Please note that TableConnect cannot guarantee (a) that every Reservation purchased on TableConnect will be eligible for resale on TableConnect (such as, for example, a restaurant requests resale to be disabled), or (b) that you will receive your Reservation from a Seller enough in advance of the date and time to enable you to resell the Reservation. In addition, you may not be able to list a Reservation for resale at your desired price (for example, we may impose a Reservation price cap for fraud purposes).
Sellers are required to comply with all applicable laws, rules, regulations and ordinances, when marketing and selling Reservations.
Reservation Listings. Sellers set their own price when selling a Reservation, and may raise or lower that price and/or delete their listing prior to receiving an offer to purchase such Reservation. By listing a Reservation for sale, Seller is making a binding offer to sell that Reservation to a Buyer at the Reservation Price. If a Buyer accepts the offer by purchasing Seller’s Reservation via the Services, the Seller is bound to deliver the applicable Reservation to the Buyer within the agreed upon timeframe. Sellers are solely responsible for monitoring their own inventory of Reservations and ensuring that their listings are accurate, complete and timely. Sellers are expressly forbidden from canceling any order with a Buyer once the Seller has accepted the Buyer’s offer.
Reservation Policy All Sellers are required to comply with the following policies (collectively, “Reservation Policy”) when marketing and selling Reservations via our Digital Platforms. Any failure to comply with this Reservation Policy may result in Seller’s listings being removed, Seller’s sale(s) being canceled, any amounts paid by Buyers being withheld, or TableConnect taking any other action described in the Terms of Use.
Sellers must provide accurate, complete and timely information for each listing and must ensure that such information remains accurate, complete and timely at all times the listing is active. Such information includes, without limitation, information related to the name, date, and time of the venue and reservation, and details about seat location, if applicable (i.e., outdoor seating, booth seating, etc.). Seller may only list valid Reservations, which Seller has the right and authority to sell. Sellers may not list any Reservations listed through TableConnect on any other secondary market.
Delivery. Sellers must deliver any Reservations purchased by Buyers in accordance with agreed upon timelines and in a manner consistent with the Seller’s listing. If a Buyer does not receive their Reservations in a timely manner, or the Buyer receives Reservations that do not match the Seller’s listing, TableConnect may cancel the sale and refund the Buyer all amounts paid to the Seller. If Seller believes that it will be unable to deliver Reservations it has sold to a Buyer in a timely manner or needs to offer replacement Reservations, Seller must report the issue to TableConnect immediately at [support@tableconnect.io] so that we can attempt to resolve the matter. Seller understands that merely reporting any issues it is experiencing in accordance with the prior sentence does not relieve Seller of its obligations to the Buyer. TableConnect reserves the right to suspend and/or terminate Seller’s Account if TableConnect determines, in its sole discretion, that Seller has repeatedly failed to deliver Reservations in accordance with these Terms.
Seller Warranties. As a Seller, you represent and warrant that: (i) all Reservations you list on the Services (1) are valid, (2) are under your control through a digital account or otherwise, and (3) are transferable to Buyers; (ii) you have provided all required information and disclosures applicable for each listing (and you will update your listing with any information or disclosure as may be required or necessary in the future); (iii) all information you provide for a listing is truthfully provided, and is complete, accurate and up-to-date; (iv) you have the right to sell the Reservations you list on the Services; (v) your sale of any Reservations via the Services does not and will not violate the rules or terms and conditions of any restaurant, or any applicable law; and (vi) you have not and will not list any Reservations listed on the Services on any other site, platform, channel or medium, while such Reservations are listed on the Services.
Disclaimer. TableConnect does not guarantee that any Reservations you list on the Services will sell, that you will make any particular amount of money in marketing and selling Reservations on our Services, or that any Buyers will complete any transaction with you or be able to pay for Reservations. Furthermore TableConnect does not guarantee that any Reservations will be listed on our Services in any particular way or with any preference, or will appear on the Services within any particular period of time.
Restaurant Closures and Postponement. TableConnect will notify Seller in the event that a Reservation is cancelled due to a restaurant closure or other issue. If a Seller requires their Reservation back to obtain a refund of the original purchase price, the Seller must contact TableConnect at [support@tableconnect.io]. If the Seller has already been paid, the payment made for the sale may be recovered by charging the Seller’s Payment Method or by setting off this amount against pending payments for other Reservations the Seller has or will sell. If a Reservation is rescheduled or postponed, TableConnect will work with Sellers, on a case-by-case basis, to attempt to resolve the issues. Sellers are prohibited from reselling, invalidating or changing Reservations for postponed seatings.
Payments to Sellers: Taxes. Following TableConnect’s receipt of money from the Buyer, TableConnect will remit to Seller the applicable Reservation Price, less any fees, charges, set-off and other amounts due to TableConnect in accordance with the terms herein. Sellers will not receive any interest or any other earnings on any funds held in a Seller’s Account. As between Seller and TableConnect, Seller is responsible for all sales and use tax for the sales of his or her Reservation, if any. In accordance with Texas state law, by listing a Reservation on TableConnect for any seating that takes place in Texas, Seller certifies to TableConnect that the sales tax imposed on the original purchase of the Reservation was paid.
Indemnification. Seller agrees to indemnify and hold the TableConnect Parties harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of Seller’s breach or alleged breach of these Terms.
TableConnect Platforms. The Digital Platforms, the Services, and the information and content available on or in the Digital Platforms and the Services (as these terms are defined herein) (collectively, the “TableConnect Platforms.”) are protected by copyright laws throughout the world. Unless otherwise specified by TableConnect in a separate license, your right to use any TableConnect Platforms is subject to the Terms.
Application License. Subject to your compliance with the Terms, TableConnect grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the Application on a single mobile device or computer that you own or control and to run such copy of the Application solely for your own personal or internal business purposes. Furthermore, with respect to any Application accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application (i) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (ii) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service.
Updates. You understand that TableConnect Platforms are evolving. As a result, TableConnect may require you to accept updates to TableConnect Platforms that you have installed on your computer or mobile device. You acknowledge and agree that TableConnect may update TableConnect Platforms with or without notifying you. You may need to update third-party software from time to time in order to use TableConnect Platforms.
Certain Restrictions. The rights granted to you in the Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit TableConnect Platforms or any portion of TableConnect Platforms, including the Digital Platforms, (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other TableConnect Platforms (including images, text, page layout or form) of TableConnect; (c) you shall not use any metatags or other “hidden text” using TableConnect’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of TableConnect Platforms except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in or on the Digital Platforms (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Digital Platforms for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access TableConnect Platforms in order to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of TableConnect Platforms may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in TableConnect Platforms. Any future release, update or other addition to TableConnect Platforms shall be subject to the Terms. You further acknowledge and agree that (i) you will not access any Digital Property for the purpose of bringing a claim or action against TableConnect including, but not limited to patent infringement or ADA compliance, and (ii) agree that violation of the foregoing will result in a fee of not less than $50,000. TableConnect, its suppliers and service providers reserve all rights not granted in the Terms. Any unauthorized use of TableConnect Platforms (in addition to any other right or remedies) shall result in the automatic and immediate termination of the licenses granted by TableConnect pursuant to the Terms.
Account Registration
Registering Your Account. In order to access certain features of TableConnect Platforms you may be required to become a Registered User. For purposes of the Terms, “Registered User” is an end user of the Services (“User”) who has registered an account on the Digital Platforms (“Account”).
Registration Data In registering an account on the Services, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (1) at least thirteen (13) years old; (2) of legal age to form a binding contract; and (3) not a person barred from using TableConnect Platforms under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to (1) notify TableConnect immediately of any unauthorized use of your password or any other breach of security; and (2) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or TableConnect has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, TableConnect has the right to suspend or terminate your Account and refuse any and all current or future use of TableConnect Platforms (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself (and you agree that violation of the foregoing will result in a fee of not less than $50,000). You agree that you shall not have more than one Account per platform or SNS at any given time. TableConnect reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use TableConnect Platforms if you have been previously removed by TableConnect, or if you have been previously banned from any of TableConnect Platforms.
Necessary Equipment and Software. You must provide all equipment and software necessary to connect to TableConnect Platforms, including but not limited to, a mobile device that is suitable to connect with and use TableConnect Platforms, in cases where the Services offer a mobile component. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing TableConnect Platforms.
Ownership.
TableConnect Platforms. You agree that TableConnect and its suppliers own all rights, title and interest in TableConnect Platforms and all content therein or thereon. You agree that you have no right or title in or to any such content or the TableConnect Platforms. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Digital Platforms, the Services, or TableConnect Platforms.
Feedback You agree that submission of any ideas, suggestions, documents, and/or proposals to TableConnect through its suggestion, feedback, wiki, forum or similar pages (“Feedback”) is at your own risk and that TableConnect has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to TableConnect a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of TableConnect Platforms.
User Conduct
Unauthorized Use or Access. You agree that you will not, under any circumstances:
Interfere or attempt to interfere with the proper functioning of TableConnect Platforms or connect to or use TableConnect Platforms in any way not expressly permitted by the Terms;
Systematically retrieve data or other content from our TableConnect Platforms to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, spiders, or otherwise;
Use, display, mirror or frame TableConnect Platforms, or any individual element within TableConnect Platforms, TableConnect’s name, any TableConnect trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without TableConnect’s express written consent;
Use any unauthorized software that accesses, intercepts, “mines” or otherwise collects information from or through TableConnect Platforms or that is in transit from or to TableConnect Platforms, including, but not limited to, any software that reads areas of RAM or streams of network traffic used by TableConnect Platforms;
Intercept, examine or otherwise observe any proprietary communications protocol used by a client, a server or TableConnect Platforms, whether through the use of a network analyzer, packet sniffer or other device;
Make any automated use of TableConnect Platforms, or take any action that imposes or may impose (in TableConnect’s sole discretion) an unreasonable or disproportionately large load on the infrastructure for TableConnect Platforms;
Bypass any robot exclusion headers or other measures TableConnect takes to restrict access to TableConnect Platforms, or use any software, technology or device to send content or messages, scrape, spider or crawl TableConnect Platforms, or harvest or manipulate data;
Use, facilitate, create, or maintain any unauthorized connection to TableConnect Platforms, including, but not limited to: (i) any connection to any unauthorized server that emulates, or attempts to emulate, any part of TableConnect Platforms; or (ii) any connection using programs, tools or software not expressly approved by TableConnect;
Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying software or other intellectual property used to provide TableConnect Platforms, or to obtain any information from TableConnect Platforms;
Upload, post, e-mail, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
Solicit or attempt to solicit personal information from other Users of TableConnect Platforms;
Use TableConnect Platforms to collect, harvest, transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
Forge any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting, or in any way use TableConnect Platforms to send altered, deceptive or false source-identifying information; or
Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including, but not limited to, clear GIFs, 1x1 pixels, web bugs, cookies or other similar devices (sometimes referred to as “spyware,” “passive collection mechanisms” or “pcms”).
General. In connection with your use of TableConnect Platforms, you shall not:
Harm minors in any way;
Impersonate any person or entity, including, but not limited to, TableConnect personnel, or falsely state or otherwise misrepresent your affiliation with a person or entity;
Intentionally or unintentionally violate any applicable local, state, national or international law or regulation, or any order of a court;
Register for more than one Account or register for an Account on behalf of an individual other than yourself;
Stalk or otherwise harass any other User of our TableConnect Platforms; or
Advocate, encourage or assist any third party in doing any of the foregoing activities in this section.
Fees, Purchase Terms, and Credits
Service Fees. TableConnect may charge fees for buying and/or selling Reservations through our Services, as well as delivery or fulfillment fees (collectively, “Service Fees”), which is made available to you prior to buying or selling a Reservation. TableConnect reserves the right at any time to change its Service Fees and billing methods. TableConnect may retain Service Fees if you do not fulfill your obligations hereunder or if the Event is canceled. You must provide TableConnect with a valid payment information through Stripe (Visa, MasterCard, or any other issuer accepted by Stripe) (“Payment Provider”) a condition to signing up for the Services (each, a “Payment Method”). Your Payment Provider agreement governs your use of the designated credit or debit card, and you must refer to that agreement and not the Terms to determine your rights and liabilities. By providing Stripe, and indirectly TableConnect, with your credit or debit card number and associated payment information, you agree that TableConnect is authorized to immediately invoice your Account for all fees and charges due and payable to TableConnect hereunder and that no additional notice or consent is required. You agree to immediately notify Stripe of any change in your billing address or the credit or debit card used for payment hereunder.
Payments by Buyers. As a Buyer you agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable.
No-Show Fees. Some Reservations may have an associated no-show fee if the person who initially made the Reservation fails to appear at the venue for the Reservation in accordance therewith. As a Buyer, you have control over whether you appear in accordance with the Reservation, whereas the Seller has no control at all. In the event that a Seller is charged a no-show fee after a Seller takes possession of the Reservation, TableConnect reserves the right to charge the Buyer’s Payment Method for the no-show fee and pass on the payment to the Seller to cover the charge. As a Buyer, you hereby assent to that arrangement and waive any rights associated therewith.
Reservation Only. As a Buyer, you hereby acknowledge and agree that the purchase of a Reservation entitles you only to a seating at the venue, and does not constitute payment for any meals, beverages, services, or any other benefits.
Taxes. If any Services, or payments for any Services or Reservations, under the Terms are subject to Sales Tax in any jurisdiction, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify TableConnect for any liability, penalties, interest or expense we may incur in connection with such Sales Taxes. Upon our request, you will provide us with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” shall mean any sales or use tax, and any other tax measured by sales proceeds, that TableConnect is permitted to pass to its customers, that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
Withholding Taxes. You agree to make all payments of fees to TableConnect free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of fees to TableConnect will be your sole responsibility, and you will provide TableConnect with official receipts issued by the appropriate taxing authority, or such other evidence as we may reasonably request, to establish that such taxes have been paid.
Third Party Payment Provider. TableConnect utilizes third-party payment processing services. The processing of payments may be subject to terms and conditions of the third-party payment processors in addition to these Terms of Use. You must notify us in writing within seven (7) days after receiving your credit card statement, if you dispute any of our charges on that statement or such dispute will be deemed waived. Billing disputes should be notified to the following address: [support@tableconnect.io].
Credits. TableConnect may offer promo codes, discount credits, or other types of credits (“Credits“). In order to utilize the Credit, you need to create an account through the Digital Platforms and input your information. Credits will expire on the date stated in the offer. If no expiration date is listed, Credits will expire one year after the first day it can be utilized by you. Unless otherwise stated, a Credit is for one-time use only. Thus, if the total price of the Reservation(s) purchased is/are less than the monetary amount of the Credit, the difference cannot be utilized in subsequent purchases. Additionally, a Credit may not be copied, reproduced, distributed, or published either directly or indirectly in any form or stored in data retrieval systems without our prior written approval. TableConnect reserves the right to withdraw or deactivate any Credit (other than one which has been purchased) for any reason, at any time. In some circumstances involving the Buyer Guarantee, you may be eligible to select either a refund or a Credit. Upon making a selection between either a refund or a Credit, you will not be able to switch your choice. Credits may only be redeemed through the Digital Platforms, and not through any other website or method of communication.
Indemnification. You agree to indemnify and hold TableConnect, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “TableConnect Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) as a Seller, the content of your listings and any errors, inaccuracies or omissions therein; (b) your use of, or inability to use, TableConnect Platforms; (c) your violation of the Terms; (d) your violation of any rights of another party, including any end users of the Services; (e) your violation of any applicable laws, rules or regulations; or (f) any disputes or claims between you and any other User. TableConnect reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with TableConnect in asserting any available defenses. This provision does not require you to indemnify any of the TableConnect Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Digital Platforms or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Terms or your access to TableConnect Platforms.
Disclaimers of Warranties and Conditions.
As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF TABLECONNECT PLATFORMS IS AT YOUR SOLE RISK, AND TABLECONNECT PLATFORMS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TABLECONNECT PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE TABLECONNECT WEBSITE, APPLICATION OR SERVICES.
TABLECONNECT PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) TABLECONNECT PLATFORMS WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF TABLECONNECT PLATFORMS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF TABLECONNECT PLATFORMS WILL BE ACCURATE OR RELIABLE.
THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. TABLECONNECT MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM TABLECONNECT OR THROUGH TABLECONNECT PLATFORMS WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
FROM TIME TO TIME, TABLECONNECT MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT TABLECONNECT’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.
No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT TABLECONNECT PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD TABLECONNECT PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
No Liability for Conduct of Other Users. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF TABLECONNECT PLATFORMS. YOU UNDERSTAND THAT TABLECONNECT DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OR LISTINGS OF USERS OF TABLECONNECT PLATFORMS. ANY RESERVATIONS PURCHASED OR SOLD THROUGH TABLECONNECT PLATFORMS ARE AT YOUR OWN RISK, AND TABLECONNECT MAKES NO REPRESENTATIONS OR WARRANTIES THAT ANY RESERVATION IS VALID, THAT ANY BUYER WILL PAY FOR A RESERVATION, THAT ANY SELLER WILL SELL A VALID RESERVATION, OR THAT ANY PARTY WILL COMPLETE A TRANSACTION.
Limitation of Liability
Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL TABLECONNECT PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH TABLECONNECT PLATFORMS, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT TABLECONNECT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF TABLECONNECT PLATFORMS, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE TABLECONNECT PLATFORMS; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH TABLECONNECT PLATFORMS; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON TABLECONNECT PLATFORMS; OR (5) ANY OTHER MATTER RELATED TO TABLECONNECT PLATFORMS, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A TABLECONNECT PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A TABLECONNECT PARTY’S NEGLIGENCE; FOR(B) ANY INJURY CAUSED BY A TABLECONNECT PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION; OR (C) ANY DAMAGES THAT CANNOT BE DISCLAIMED BY APPLICABLE LAW.
Cap on Liability. UNDER NO CIRCUMSTANCES WILL TABLECONNECT PARTIES BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO TABLECONNECT BY YOU DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A TABLECONNECT PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A TABLECONNECT PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A TABLECONNECT PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
User Information. EXCEPT FOR TABLECONNECT’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN TABLECONNECT’S PRIVACY POLICY, TABLECONNECT ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY PERSONALIZATION SETTINGS.
Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN TABLECONNECT AND YOU.
Remedies
Violations. If TableConnect becomes aware of any possible violations by you of the Terms, TableConnect reserves the right to investigate such violations. If, as a result of the investigation, TableConnect believes that criminal activity has occurred, TableConnect reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. TableConnect is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in TableConnect Platforms in TableConnect’s possession in connection with your use of TableConnect Platforms, to (1) comply with applicable laws, legal process or governmental request; (2) enforce the Terms, (3) respond to your requests for customer service, or (4) protect the rights, property or personal safety of TableConnect, its Users or the public, and all enforcement or other government officials, as TableConnect in its sole discretion believes to be necessary or appropriate.
Right to Cancel Transaction. In certain circumstances, we may cancel a Reservation transaction (whether a purchase, listing, and/or transfer) without notice and return the Reservations to our client or to the individual who held the Reservations prior to the completion of the transaction. Such circumstances include, but are not limited to, the following:
if a seating is canceled without being rescheduled;
if the Buyer’s payment method provider does not remit payment;
if we or our client suspects, in our sole discretion, unauthorized or fraudulent use of a Buyer, Seller, and/or transferee’s account with us;
if we or our client suspects, in our sole discretion, unauthorized or fraudulent use of a Buyer, Seller, and/or transferee’s account with us;
if a Buyer, Seller, and/or transferee breaches these Terms of Use;
if we or our client deems, in our sole discretion, that a Reservation transaction violates the law; and/or
if there is an error in the pricing of a Reservation offered for sale through our Service; and/or
if we or our client believes, in our sole discretion, that a buyer, seller, and/or transferee has otherwise engaged in inappropriate conduct in connection with a Reservation transaction.
As part of the cancellation of any Reservation transaction, TableConnect may remove any relevant sales proceeds from the resale Reservation seller’s TableConnect account, process a reversal of a prior funds transfer made to the seller or charge the payment method on file for such seller and/or cancel a pending Reservation transaction, whether for resale Reservations or primary Reservations.
Other Remedies In certain circumstances, we may, in addition to any applicable remedies listed above, (a) discontinue an individual’s registration with any of the TableConnect Platforms, including any of the Services; and/or (b) pursue any other action which TableConnect deems appropriate. Such circumstances include, but are not limited to, the following:
if we or our client suspects, in our sole discretion, unauthorized or fraudulent use of a Buyer, Seller, and/or transferee’s account with us;
if we or our client suspects, in our sole discretion, unauthorized or fraudulent use of a Buyer, Seller, and/or transferee’s account with us;
if a Buyer, Seller, and/or transferee breaches these Terms of Use;
if we or our client deems, in our sole discretion, that a Reservation transaction violates the law; and/or
if we or our client believes, in our sole discretion, that a buyer, seller, and/or transferee has otherwise engaged in inappropriate conduct in connection with a Reservation transaction.
Term and Termination
Term. The Terms commence on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use TableConnect Platforms, unless terminated earlier in accordance with the Terms.
Prior Use. Notwithstanding the foregoing, if you used TableConnect Platforms prior to the date you accepted the Terms, you hereby acknowledge and agree that the Terms commenced on the date you first used TableConnect Platforms (whichever is earlier) and will remain in full force and effect while you use TableConnect Platforms, unless earlier terminated in accordance with the Terms.
Termination of Services by TableConnect. If timely payment cannot be charged to your Payment Provider for any reason, if you have materially breached any provision of the Terms, or if TableConnect is required to do so by law (e.g., where the provision of the Digital Platforms or the Services is, or becomes, unlawful), TableConnect has the right to, immediately and without notice, suspend or terminate any Services provided to you. You agree that all terminations for cause shall be made in TableConnect’s sole discretion and that TableConnect shall not be liable to you or any third party for any termination of your Account.
Termination of Services by You. If you want to terminate the Services provided by TableConnect, you may do so by ceasing to use the Services.
Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Upon termination of any Service, your right to use such Service will automatically terminate immediately. TableConnect will not have any liability whatsoever to you for any suspension or termination. All provisions of the Terms which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
No Subsequent Registration. If your registration(s) with or ability to access TableConnect Platforms is discontinued by TableConnect due to your violation of any portion of the Terms, then you agree that you shall not attempt to re-register with or access TableConnect Platforms through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those TableConnect Platforms to which your access has been terminated. In the event that you violate the immediately preceding sentence, TableConnect reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
International Users. TableConnect Platforms can be accessed from countries around the world and may contain references to Services that are not available in your country. These references do not imply that TableConnect intends to announce such Services in your country. TableConnect Platforms are controlled and offered by TableConnect from its facilities in the United States of America. TableConnect makes no representations that TableConnect Platforms are appropriate or available for use in other locations. Those who access or use TableConnect Platforms from other countries do so at their own volition and are responsible for compliance with local law.
Dispute Resolution
THIS SECTION SETS FORTH THE TERMS AND CONDITIONS PURSUANT TO WHICH DISPUTES BETWEEN YOU AND TABLECONNECT WILL BE RESOLVED THROUGH INDIVIDUAL ARBITRATION (“ARBITRATION AGREEMENT”). PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND TABLECONNECT TO ARBITRATE DISPUTES AND LIMITS THE MANNER IN WHICH WE CAN SEEK RELIEF FROM EACH OTHER. WITH LIMITED EXCEPTIONS, ARBITRATION PRECLUDES YOU AND TABLECONNECT FROM SUING IN COURT. YOU AND TABLECONNECT AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS. YOU AND TABLECONNECT ARE WAIVING THE RIGHT TO A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. YOU AND TABLECONNECT ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY.
Dispute Resolution/Notice Regarding Mandatory Arbitration. TableConnect is committed to customer satisfaction, so if you have an issue, we will try to resolve your concerns. But if we are unsuccessful, the process for pursuing claims is explained in this section. You and TableConnect agree to give the other an opportunity to resolve any Disputes informally by sending us written notice. If you assert a Dispute against TableConnect, you will first contact TableConnect by sending written notice (“Claimant Notice”) to “TableConnect Legal Department: Arbitration Claim Manager,” at [74 Riverside Dr, Apt. 4r, New York, NY 10024], with an email copy to [support@tableconnect.io]. The Claimant Notice must (i) include your name, address, user name (if any), email address you used to set up your TableConnect account (if any), and telephone number; (ii) describe the nature and basis of the Dispute; and (iii) set forth the specific relief sought. If TableConnect asserts a Dispute against you, TableConnect will first contact you by sending a written notice (“TableConnect Notice”) to you via email to the primary email address associated with your account. The TableConnect Notice must (i) include the name of a TableConnect contact and the contact’s email address and telephone number; (ii) describe the nature and basis of the Dispute; and (iii) set forth the specific relief sought.
Informal Dispute Resolution. You and TableConnect agree to give each other an opportunity to resolve any Dispute through an informal dispute resolution process within sixty (60) days after receipt of a Claimant or TableConnect Notice. If we cannot reach an agreement to resolve the Dispute within sixty (60) days after email receipt of a Notice, then either party shall have the right to submit the Dispute to binding arbitration or in small claims court as set forth below. The statute of limitations and any filing fee deadlines shall be tolled for sixty (60) days from the date that either you or TableConnect receive a Claimant or TableConnect Notice so that the parties can engage in this informal dispute resolution process.
Applicability of Arbitration Agreement. Except as specifically stated in this Section, any dispute, claim, or controversy between you and TableConnect and/or its subsidiaries, affiliates, and/or any of their respective members, officers, directors, and employees (all such entities collectively referred to herein as the “TableConnect Entities”) arising out of, relating in any way to, or in connection with the Terms, the TableConnect website, Application or Services or your use of the TableConnect website, Application or Services, your personal information, or any aspect of your relationship with TableConnect, including any dispute, claim, or controversy that arose before you accepted these Terms, regardless of whether prior versions thereof required arbitration (“Dispute(s)”), shall be resolved exclusively by final, binding arbitration; except that: (a) you or TableConnect may bring a qualifying claim over a Dispute in a small claims court, (b) you or TableConnect may seek equitable relief in court for infringement or other misuse of intellectual property (such as trademarks, trade dress, domain name, trade secrets, copyrights, and patents), or (c) you or TableConnect may seek equitable relief in court for any illegal or intentional act affecting the accessibility, functionality, or the security of the TableConnect website, Application or Services or the general business interests of TableConnect.
Federal Arbitration Act. These Terms evidence a transaction involving interstate commerce. Notwithstanding any other provision herein with respect to applicable substantive law, the Federal Arbitration Act (9 U.S.C. § 1 et seq.) (“FAA”), will govern the interpretation and enforcement of this Arbitration and any arbitration proceedings.
Rules and Forum. The arbitration shall be administered by National Arbitration and Mediation (“NAM”) in accordance with its Comprehensive Dispute Resolution Rules and Procedures (the “NAM Rules”) in effect when the arbitration is commenced, except as modified by this Section. The NAM Rules are available at https://www.namadr.com/resources/rules-fees-forms. The NAM Mass Filing Supplemental Dispute Resolution Rules and Procedures (the “NAM Mass Filing Rules”) will apply if twenty-five (25) or more similar claims are asserted against TableConnect by the same or coordinated counsel or are otherwise coordinated (“Mass Filing”). Any arbitration hearing will be conducted by videoconference to the extent possible, but if the arbitrator determines that a hearing should be conducted in person, the place shall be the county where you reside or at another agreed upon locale, unless the Batch Arbitration process discussed below applies in which case the arbitrator will determine the locale.
Batch Arbitration. To increase the efficiency of administration and resolution of any such Mass Filing, you and TableConnect also agree that in the event that there are one hundred (100) or more individual arbitrations of a substantially similar nature filed against TableConnect by or with the assistance of the same law firm, group of law firms, or organizations, within a ninety (90) day period NAM shall (1) administer the arbitration demands in batches of 100 claims per batch (plus, to the extent there are less than 100 claims left over after the batching described above, a final batch consisting of the remaining claims); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”). To the extent the parties disagree on any issue arising out of relating to the Batch Arbitration, the disagreeing party shall advise NAM, and NAM shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Procedural Arbitrator”). The Procedural Arbitrator’s fees shall be paid by TableConnect. This provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision. All parties agree that arbitrations are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief.
Fees and Costs. You and TableConnect will be required to pay fees as assessed by NAM in accordance with the NAM Rules. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
Confidentiality. You and TableConnect agree that the existence of the arbitration, all materials and documents exchanged during the arbitration proceedings, and the arbitration award shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential. If you or TableConnect submits a dispute to arbitration and the arbitrator orders any exchange of information, you and TableConnect agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and/or other materials that might be exchanged or the subject of discovery in the arbitration. You and TableConnect agree to seek such protection before any such information, documents, testimony, and/or materials are exchanged or otherwise become the subject of discovery in the arbitration.
Award. The arbitrator’s award will be final and binding. Judgment on the award may be entered in any court of competent jurisdiction. Notwithstanding any of the foregoing, nothing in these Terms will preclude you from bringing issues to the attention of federal, state, or local agencies and, if the law allows, they can seek relief against us for you.
Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of New York and will be selected by the parties from NAM’s roster of consumer dispute arbitrators. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except that all Disputes arising out of or relating to class action waiver including any claim that it is unenforceable, illegal, void or voidable, or that it has been breached, shall be decided by the courts as described below in Section 15.6 and not by an arbitrator.
Jury Trial Waiver. YOU AND TABLECONNECT HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and TableConnect are instead electing that all Disputes shall be resolved under this Arbitration Agreement, except as specified in this Section. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Class Action Waiver. YOU AND TABLECONNECT FURTHER AGREE THAT, EXCEPT AS SPECIFIED ABOVE IN CONNECTION WITH THE BATCHING PROCESS, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Notwithstanding anything to the contrary in this Arbitration Agreement, if a final decision is rendered, not subject to any further appeal or recourse, that any provision of this Subsection 14.13 (“Class Action Waiver”) is invalid or unenforceable as to a particular request for relief (such as a request for public injunctive relief), you and TableConnect agree that that particular request for relief (and only that particular request for relief) shall be severed from the arbitration and may be litigated in the courts as described below in Section 15.6 after the arbitration is completed. This subsection does not prevent you or TableConnect from participating in a class-wide settlement of claims.
One Year to Assert Claims. You and TableConnect agree that regardless of any statute or law to the contrary, and except as tolled herein, any Dispute must be filed in arbitration or small claims court within one year after such claim arose or it will be forever banned.
30-Day Right to Opt Out. You have the right to opt out of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: TableConnect Legal Department, [74 Riverside Dr, Apt. 4r, New York, NY 10024], within 30 days after first agreeing or becoming subject to this Arbitration Agreement. Your notice must include your name and address, your TableConnect username (if any), the email address you used to set up your TableConnect account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
Severability. Except as provided in this Section, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with TableConnect.
Modification. Notwithstanding any provision in this Agreement to the contrary, TableConnect may make modifications, deletions, and additions to this Arbitration Agreement from time to time. Changes will be posted here, which you should regularly check for the most recent version. If you continue to use the Services after the effective date of any changes to this Arbitration Agreement, then you are deemed to have accepted those revisions. For any such change, you may reject that change within thirty (30) days of such change becoming effective by writing TableConnect at the following address: TableConnect Legal Department, [74 Riverside Dr, Apt. 4r, New York, NY 10024]. Changes to this Arbitration Agreement shall not apply to any claim that was filed in a legal proceeding against TableConnect or you prior to the effective date of the modification. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of these Terms and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services or the Terms, the provisions of this Arbitration Agreement as of the date you first accepted the Terms (or accepted any subsequent changes to these Terms) remain in full force and effect. TableConnect will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms.
Miscellaneous.
Electronic Communications. The communications between you and TableConnect use electronic means, whether you visit TableConnect Platforms or send TableConnect e-mails, or whether TableConnect posts notices on TableConnect Platforms or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from TableConnect in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that TableConnect provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
Release. You hereby release TableConnect Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage that is either directly or indirectly related to or arises from the purchase, sale, advertising, marketing and promotion of Reservations via the TableConnect Platforms. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a TableConnect Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Digital Platforms or any Services provided hereunder.
Assignment. The Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without TableConnect’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Force Majeure. TableConnect shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to TableConnect Platforms, please contact us at: [support@tableconnect.io]. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and TableConnect agree and consent that all claims and disputes arising out of or relating to the Terms will be litigated exclusively in the state or federal courts located in New York County, New York.
Governing Law. THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF NEW YORK, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THESE TERMS.
Notice. Where TableConnect requires that you provide an e-mail address, you are responsible for providing TableConnect with your most current e-mail address. In the event that the last e-mail address you provided to TableConnect is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Terms, TableConnect’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to TableConnect at the following address: TableConnect Legal Department, 902 Broadway, Floor 10, New York, NY 10010. Such notice shall be deemed given when received by TableConnect by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Waiver. Any waiver or failure to enforce any provision of the Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
Sanctions & Export Control. You may not use, export, import, or transfer TableConnect Platforms except as authorized by U.S. law, the laws of the jurisdiction in which you obtained TableConnect Platforms, and any other applicable laws. In particular, but without limitation, TableConnect Platforms may not be exported or re-exported (a) into any United States embargoed countries, (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals, or (c) the U.S. Department of Commerce’s Denied Person’s List or Entity List. Additionally, without limitation, TableConnect Platforms may not be used in connection with transactions (x) involving anyone on the U.S. Treasury Department’s Specially Designated Nationals list or Foreign Sanctions Evaders list, or (y) within any country or region, or by any person, in violation of economic sanctions under any U.S. government program. By using TableConnect Platforms, you represent and warrant that (i) you are not located in a country or region that is subject to a U.S. government embargo or sanctions program, (ii) you are not listed on any U.S. government list of prohibited or restricted parties, and (iii) you are not prohibited from using the TableConnect Platforms under U.S. economic sanctions law. You also will not use TableConnect Platforms for the purpose of evading or circumventing any U.S. government embargo or sanctions program restrictions, or for any other purpose prohibited by U.S. law. You acknowledge and agree that products, services or technology provided by TableConnect are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer TableConnect products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
Entire Agreement. The Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.