This Terms of Service (the “Agreement”) governs your use of and sets for the terms and conditions that apply to your access and use of the Internet Web Site accessible at the URL http://www.dineprivate.com (the “Site”). This Site is owned and operated by Dine Private, LLC, (“Dine Private”) a New York Limited Liability Company.
1. General.
Thank you for your interest in using the tools, features, and functionality offered and accessible at the Site (collectively the "Service"). Dine Private aims to provide you with exclusive access to private dining venues and opportunities. By using the Service, either as a "Visitor" (which means that you simply browse the Site) or you are a registered "Member" (which means that you have registered with Dine Private and created a user account) you are stating that you have read, understand, and agree to be bound by this Agreement and the Site’s Privacy Policy, as they may be amended from time to time in the future (see "Modifications" below). The term "You," "Your," or "User" refers to you, the individual, entity, application, or service accessing the Site, whether you are a Visitor or a Member.
You may not use the Service and You may not accept this Agreement if You are not of a legal age to form a binding contract with Dine Private. If You accept this Agreement, You represent that You have the capacity to be bound by it or if You are acting on behalf of a company or entity that You have the authority to bind such entity. Before You continue, You should print or save a local copy of this Agreement for Your records. By using the Site, You represent that You are thirteen (13) years of age or older.
If You do not agree to this Agreement or cannot due to age or lack of capacity or authority, Your use of the Site is not permitted, and we ask You to leave the Site immediately.
2. What We Do
This Site aims to provide You with access to venues, restaurants and exclusive properties (collectively and/or individually the "Venue") in a streamlined, efficient, and easy manner to help in finding and booking a location for Your event. However, be aware that the Site does not act on behalf of, whether as an agent, representative, or fiduciary of any Venue in any capacity. Dine Private provides a portal and streamlines the booking process between You and the Venue.
3. Privacy and Personal Information
In order to improve and create a better user experience, Dine Private collects certain information about You, whether while visiting, browsing, registering, or using services and functions of the site. All information collected by Dine Private, shall be used in accordance with the provisions of the Site’s Privacy Policy which can be found here, and is hereby incorporated into this Agreement. Please review the Privacy Policy to ensure that You agree with the provisions set forth therein.
4. Registration Information.
Certain features of the Site require registration and creation of an account with Dine Private ("User Account") in order for them to function ("Member Services"). When registering, You will be asked to provide a username and password ("Login Information"). You are responsible for safeguarding and maintaining the confidentiality of the password that You use to access the Member Services and You solely are responsible for any and all actions and activities that take place by any individual or user with Your Login Information.
You agree not to disclose Your password to any third party. You agree to: (a) provide true, accurate, current, and complete information as prompted by the registration form; and (b)maintain and update such information to keep it true, accurate, current, and complete at all times. You agree to immediately notify Dine Private at security@dineprivate.com () of any unauthorized use of Your password or any other breach of security related to the Site. Dine Private reserves the right to require You to change Your password if Dine Private believes that Your password is no longer secure. YOU AGREE THAT DINE PRIVATE WILL NOT BE LIABLE FOR ANY LOSS, DAMAGE, OR INJURY ARISING FROM UNAUTHRIZED USE OF OR YOUR FAILURE TO ADEQUATELY SAFEGUARD YOUR LOGIN INFORMATION.
By providing us with Your e-mail address, You agree to receive all required notices electronically, to that e-mail address. It is Your responsibility to update or change that address, as appropriate. Notices will be provided in HTML (or, if Your system does not support HTML, in plain-text) in the text of the e-mail or through a link to the appropriate page on our site, accessible through any standard, commercially available Internet browser.
5. Venue Rules And Restrictions
Additional terms and conditions, provided by the respective Venue, will apply to your reservation, communication, and/or purchase of dining and event related goods and services that you select at the respective Venue ("Venue Terms and Conditions"). These Venue Terms and Conditions will be provided to you at the time you make a reservation, communication, and/or purchase, and prior to the transfer of any information to the Venue. Please read these Venue Terms and Conditions carefully. You agree to abide by the Venue Terms and Conditions of purchase imposed by any Venue with whom you elect to deal, including, but not limited to, payment of all amounts when due and compliance with the supplier's rules and restrictions regarding availability and use of products or services. You understand that any violation of any such Venue's rules and restrictions may result in cancellation of your reservation(s), in your being denied access to the applicable product or services, in your forfeiting any monies paid for such reservation(s).
6. Your Use of the Site
Your right to access the Site and utilize the Service is specific to You, whether You are an individual or entity, and is not transferable or assignable by to You to any other person or entity.
Your access and use of the Site and the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Site or other actions that Dine Private, in its sole discretion, may elect to take.
You agree not to use the Site or Services to: (a) violate any local, state, national, or international law or regulation; (b) impersonate any person or entity, or otherwise misrepresent Your affiliation with a person or entity; or (c) interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies, or regulations of networks connected to the Site.
Dine Private may involve and cooperate with law enforcement authorities in prosecuting users who violate this Agreement. You acknowledge that, although Dine Private has no obligation to monitor Your access to or use of the Service, it has the right to do so for the purpose of operating the Service, to ensure Your compliance with this Agreement, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body.
7. Access and Interference
You agree that You will not:
• Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Site or any portion of the Site, without Dine Private’s express written consent, which may be withheld in Dine Private’s sole discretion;
• Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site, other than the search engines and search agents available through the Service.
• Access, tamper with, or use any non-public areas of the Service or Dine Private’s computer systems or the technical delivery systems of Dine Private’s providers;
• Attempt to probe, scan, or test the vulnerability of the Service or any related system or network or breach any security or authentication measures used in connection with the Service and such systems and networks;
• Attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Service;
• Harm or threaten to harm other users in any way or interfere with, or attempt to interfere with, the access of any user, host or network, including without limitation, by sending a virus, overloading, flooding, spamming, or mail-bombing the Service;
• Impersonate or misrepresent Your affiliation with any person or entity.
8. Copyright Infringement.
Dine Private respects the intellectual property rights of others. Accordingly, Dine Private has a policy of removing any content that violate copyright law, suspending access to the Site (or any portion thereof) to any User who uses the Site in violation of copyright law on a recurring base ("Repeat Offender"), and/or terminating in appropriate circumstances the account of Repeat Offender who uses the Site in violation of copyright law. Pursuant to Title 17 of the United States Code, §512, Dine Private has implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If You believe Your copyright is being infringed by a user of the Site, please provide written notice to the following Dine Private agent for notice of claims of copyright infringement.
Dine Private, LLC
Attn: Copyright Agent
45 E. 20th Street, 3rd Floor
New York, NY 10003
Fax 646-514-9117
Your written notice must: (a) contain Your physical or electronic signature; (b)identify the copyrighted work alleged to have been infringed; (c) precisely identify the allegedly infringing material in a sufficiently precise manner to allow Dine Private to locate that material, including each URL You believe links to the allegedly infringing material; (d) contain adequate information by which Dine Private can contact You (including postal address, telephone number, and e-mail address); (e) contain a statement that You have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, the copyright owner's agent, or the law (including, but not limited to, use under the fair use doctrine); (f) contain a statement that the information in the written notice is accurate; and (g) contain a statement, under penalty of perjury, that You are authorized to act on behalf of the copyright owner. Please do not send notices or inquiries unrelated to alleged copyright infringement to Dine Private’s designated agent.
9. Termination.
Dine Private reserves the right to investigate Your use of the Site in the event Dine Private, in its sole and absolute discretion, believes You have violated these Terms. Dine Private may terminate Your Site membership or suspend Your access to all or part of the Site, without notice, if You violate this Agreement or You engage in any conduct that Dine Private, in its sole and absolute discretion, believes is in violation of any applicable law or regulation or is otherwise harmful to the interests of Dine Private, any other Site user, or any third party. YOU AGREE THAT DINE PRIVATE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR SUSPENDING OR TERMINATING YOUR ACCESS TO THE SITE (OR ANY PORTION THEREOF).
You may discontinue Your participation in and access to the Site at any time.
The terms of Sections 2 and 13 through 19 of this Agreement, as well as any other limitations on liability explicitly set forth herein, shall remain in full force and effect notwithstanding any termination of Your use of the Site
10. Modifications.
Dine Private may, in its sole and absolute discretion, change these Terms from time to time. Dine Private will post notice of such changes on the Site. If You object to any such changes, Your sole recourse shall be to cease using the Site and remove Your User Content. Continued use of the Site following notice of any such changes shall indicate Your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
11. Modifications To The Site.
Dine Private reserves the right to modify or discontinue the Site with or without notice to You. YOU AGREE THAT DINE PRIVATE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY SHOULD DINE PRIVATE EXERCISE ITS RIGHT TO MODIFY OR DISCONTINUE THE SITE.
12. Fees.
Dine Private reserves the right at any time to charge fees for access to any portion of the Site content or features. In no event will You be charged for access to any Site content or features, service, or to the Site as a whole, unless we obtain Your prior agreement to pay such fees. If You do not consent to the payment of such fees, however, You may not have access to various content or services available on the Site. Details regarding the content or services You will receive in exchange for fees, as well as the payment terms and conditions that apply, will be disclosed to You prior to Your agreement to pay such fees. Any such terms and conditions shall be deemed to be a part of (and are hereby incorporated by reference into) this Agreement.
13. Links.
Dine Private’s provision of a link to a Venue’s web site or any other web site or Internet resource is for Your convenience only and does not signify Dine Private’s endorsement, verification, or affiliation of such other web site or resource or its contents. YOU AGREE THAT DINE PRIVATE SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY INFORMATION, SOFTWARE, OR MATERIALS FOUND AT ANY OTHER WEB SITE OR INTERNET RESOURCE.
14. Disclaimer of Warranties.
YOU EXPRESSLY AGREE THAT USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. DINE PRIVATE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE (INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, AND NON-INFRINGEMENT). DINE PRIVATE MAKES NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, OR THAT THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. YOU ACKNOWLEDGE THAT ACCESS TO DATA (INCLUDING, BUT NOT LIMITED TO, DOCUMENTS, PHOTOGRAPHS, AND SOFTWARE FILES) STORED BY YOU OR OTHERS ON THE SITE IS NOT GUARANTEED AND THAT DINE PRIVATE SHALL NOT BE RESPONSIBLE TO YOU FOR ANY LOSS OF DATA CAUSED BY THE SITE OR ITS UNAVAILABILITY. DINE PRIVATE MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SITE, OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE ARISING THEREFROM. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DINE PRIVATE OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
15. LIMITATION OF LIABILITY.
YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL DINE PRIVATE OR ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, OR LICENSORS BE LIABLE UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STATUTORY, OR OTHERWISE) FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM YOUR (OR ANYONE USING YOUR ACCOUNT’S) USE OF THE SITE. YOU AGREE THAT IN NO EVENT SHALL DINE PRIVATE BE LIABLE TO YOU FOR MORE THAN THE TOTAL AMOUNT OF FEES YOU HAVE PAID
TO DINE PRIVATE WITHIN THE SIX (6) MONTHS PRECEDING NOTIFICATION OF THE DISPUTE TO DINE PRIVATE FOR USE OF THE SITE.
16. Exclusions And Limitations.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to You. To the extent that Dine Private may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of Dine Private’s liability shall be the minimum permitted under such applicable law.
17. Indemnification.
You agree to indemnify, defend, and hold harmless Dine Private, its parents, subsidiaries, affiliates, officers, directors, employees, consultants and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees) that such parties may incur as a result of or arising from Your (or anyone using Your account’s) violation of this Agreement, violation of Your representations or warranties hereunder, the violation of any Federal, State, or local laws, or the violation of any third party’s rights. Dine Private reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, and in such case, You agree to cooperate with Dine Private’s defense of such claim.
18. Trademarks, Copyright, and other Intellectual Property.
The Site and all intellectual property associated with the Site, including the code, the design, and any and all elements of the Site (collectively "Site Intellectual Property") are owned wholly and separably by Dine Private or third party entities which have granted Dine Private the right to publish and distribute their marks. "Dine Private.com" and the Dine Private.com design, as well as certain other of the names, logos, and materials displayed on the Site constitute trademarks, trade names, service marks or logos ("Marks") of Dine Private or other entities. You are not authorized to use any such Marks. Ownership of all Marks, Site Intellectual Property and any goodwill associated therewith remains with Dine Private or those other entities.
The content on the Site, including without limitation, video, text, photos, and graphics provided by Dine Private or authorized entities on the Site (the "Dine Private Content"), is protected under United States and international copyright laws, is subject to other intellectual property and proprietary rights and laws, and is owned by Dine Private or its licensors. Dine Private Content, Marks, or Site Intellectual Property (a) may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without the prior written permission of Dine Private and its applicable licensors; and (b)You must abide by all copyright notices, information, or restrictions contained in or attached to any Dine Private Content, Marks, and Site Intellectual Property.
19. Governing Law and Forum for Disputes
This Agreement and the relationship between You and Dine Private shall be governed by the laws of the State of New York as applied to agreements made, entered into, and performed entirely in New York by New York residents, notwithstanding Your actual place of residence. All lawsuits arising from or relating to this Agreement or Your use of the Site shall be brought in the Federal or State courts located in New York County, New York, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Dine Private may seek such relief in any court with jurisdiction over the parties, and You hereby irrevocably submit to the exclusive personal jurisdiction of such courts for such purpose. You understand that, in return for agreement to this provision, Dine Private is able to offer the Service at the terms designated, and that Your assent to this provision is an indispensable consideration to this Agreement. You also acknowledge and understand that, with respect to any dispute with Dine Private, its officers, directors, employees, agents or affiliates, arising out of or relating to Your use of the Service or this Agreement:
• YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and
• YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.
20. Miscellaneous.
This Agreement and the policies and documents referred to herein constitute the entire and exclusive and final statement of the agreement between You and Dine Private with respect to the subject matter hereof, and govern Your use of the Site, superseding any prior agreements or negotiations between You and Dine Private with respect to the subject matter hereof.
The failure of Dine Private to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, You nevertheless agree that the court should endeavor to give effect to the intentions of Dine Private and You as reflected in the provision, and that the other provisions of this Agreement remain in full force and effect.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section titles in this Agreement are for convenience only and have no legal or contractual effect.
21. Notifications
For any and all notifications related to this Agreement, except with respect to Copyright Infringement, please send them to:
Dine Private LLC
45 East 20th Street, 3rd Floor
New York, NY 10003
© Dine Private LLC, 2009.