Last Revised: November15, 2016
These EatNgage Service Terms (these “Terms”) explain the relationship between EatNgage, Inc. (“EatNgage”, “we” or “us”) and you when you (i) access and use www.eatNgage.com and its related domains (together, the “Site”) and/or (ii) download, install, use and in some cases purchase EatNgage’s proprietary email software applications (including all related documentation, updates and upgrades) and any other services offered through the Site (the “EatNgage Services”).
These Terms govern visitors’ access to and use of the public areas of the Site, as well as access to and use of the EatNgage Services. Unless otherwise indicated, “EatNgage Services” as used throughout these Terms includes the public areas and the EatNgage Services. For the purposes of these Terms, “you” or “your” refers to you as a visitor to or registered user of the EatNgage Services.
IF YOU ARE USING THE EATNGAGE SERVICES ON BEHALF OF YOUR EMPLOYER, YOUR ACCEPTANCE OF THESE TERMS IS DEEMED AN AGREEMENT BETWEEN YOUR EMPLOYER AND EATNGAGE AND YOU REPRESENT AND WARRANT THAT YOU HAVE AUTHORITY TO BIND YOUR EMPLOYER TO THESE TERMS.
License Grant. The EatNgage Services are owned by EatNgage and are licensed, not sold, to you. Subject to your payment of all applicable fees, EatNgage grants to you a personal, nonexclusive, nontransferable, limited license (without the right to sublicense) to access and use the Site and to access, download, install and use the EatNgage Services subject to the limitations set forth in these Terms, any relevant purchase order or ordering document related to the EatNgage Services (“Order Form”) and any and all other terms and policies set forth in the EatNgage Services. You acknowledge that the source code for the EatNgage Services and other trade secrets embodied in the EatNgageServices have not been and will not be licensed or otherwise disclosed to you. All rights not expressly granted herein are reserved by EatNgage.
Registration: Unless you are visiting only the public areas of the Site, you are required to register and create an account to use the EatNgage Services (“Account”). You agree that you will maintain and update your registration and account information to ensure it is current, complete and accurate and that we have the right to terminate your Account and use of the EatNgage Service if you provide untrue, incomplete or inaccurate information.
Your Responsibilities: You are responsible for providing the equipment and services that you need to access, download, install and use the EatNgage Services. EatNgage does not guarantee that the EatNgage Services are accessible on any particular equipment or device or with any particular software or service plan.
You are responsible for all activities that occur through your Account, whether or not authorized by you. Please do not share your Account or any of its information with any other person.
You must at all times when using the EatNgage Services comply with EatNgage’s Acceptable Use Policy.
You will use the EatNgage Services only for your internal business purposes and in accordance with applicable laws, rules and regulations. You are responsible for all of your activities that occur within, through or as a result of your use of the EatNgage Services. You agree that you will not use the EatNgage Services for unlawful purposes or to engage in any illegal, offensive, indecent or objectionable conduct, including violation of any third party privacy or other rights. You agree that you will not use the EatNgage Services if you are under the age of majority in your place of residence or otherwise not fully able and competent to agree to these Terms.
If you use the EatNgage Services on your mobile device, you are solely responsible for all message and data fees charged by your wireless service provider. Please contact your mobile service provider for pricing plans and details. EatNgage is not liable for any delays, interruptions or other transmission errors related to your device, service or wireless service provider.
Except as specifically permitted in these Terms or expressly authorized in writing by EatNgage, you agree that you will not directly or indirectly: (a) distribute, sell, assign, encumber, transfer, rent, lease, sublicense, modify or time-share the EatNgage Services; (b) use any of the EatNgage Services in any service bureau arrangement or on behalf of any third party; (c) reproduce, adapt, create derivative works of, translate, localize, port or otherwise modify any of the EatNgage Services; or (d) permit any third party to engage in any of the acts described in clauses (a) through (c).
You are not permitted to: (w) remove or alter any copyright or other proprietary rights’ notice or restrictive rights legend contained or included in any of the EatNgage Services; (x) decompile, disassemble, reverse compile, reverse assemble, reverse translate or otherwise reverse engineer any of the EatNgage Services; (y) use any means to discover the source code of the EatNgage Services or to discover the trade secrets in the EatNgage Services; or (z) otherwise circumvent any functionality that controls access to or otherwise protects the EatNgage Services.
You are responsible for complying with all laws, rules and regulations (including those relating to internet, data and email privacy) that apply to your use of the EatNgage Services.
Our Responsibilities: EatNgage is responsible for providing the EatNgage Services in accordance with these Terms and all applicable laws, rules and regulations.
We will maintain commercially reasonable administrative, physical and technical safeguards intended to protect the security, confidentiality and integrity of information that you provide to or through the EatNgage Services (including Your Content as defined in Section 3 below).
EatNgage reserves the right but is not obligated to improve, enhance or modify the EatNgage Services. We will notify you in advance of changes to the EatNgage Services that may significantly adversely affect the manner in which you use the EatNgage Services or the manner in which the EatNgage Services perform.
EatNgage is not responsible for the content of Other Services or for losses, liabilities, actual or pending claims, actions, damages, expenses, costs of defense and reasonable attorneys’ fees (“Claims”) arising from your use of content, information, web sites, software, services and other materials of third parties with which you may interact when you use the EatNgage Services (collectively, “Other Services”). YOU ACCESS OTHER SERVICES ENTIRELY AT YOUR OWN RISK AND YOU ARE RESPONSIBLE FOR COMPLYING WITH TERMS AND CONDITIONS APPLICABLE TO YOUR ACCESS AND USE OF OTHER SERVICES.
Availability: We use commercially reasonable efforts to make the EatNgage Services available to you 24 hours per day, seven (7) days per week, excluding scheduled maintenance time, unavailability caused by you or any software, hardware or service not provided by us, emergency maintenance and/or any cause beyond our reasonable control (including without limitation nature disasters, wars, terrorist act, civil disturbances, acts of any government or agency thereof, strikes or other labor problems, Internet service or other third party service providers’ failures or delays and systemic electrical, telecommunications or other utility outages or failures).
Limitations: EatNgage Services are subject to reasonable limitations and other limitations, as specified within the EatNgage Services or the applicable Order Form(s).
Your Content. The EatNgage Services allow you to upload, transmit and use information and other content to and through the EatNgage Services (collectively, “Your Content”). You are solely responsible for the accuracy, quality, legality and means by which you acquired Your Content. You understand that EatNgage will use Your Content to provide the EatNgage Services to you. You have or will obtain all rights necessary to provide Your Content to EatNgage and you hereby grant EatNgage a worldwide license to use, reproduce, transmit, display and adapt your Content as necessary for EatNgage to provide the EatNgage Services to you in accordance with these Terms.
We encourage you to carefully consider disclosure of any information that might be accessible to others. You are fully responsible for taking precautions and providing security measures best suited for your situation and intended use of the EatNgage Services.
Fees. You shall pay EatNgage for the EatNgage Services at the then-current rates as described at www.eatNgage.com/product-tour (“Fee Schedule”). EatNgage reserves the right to change the Fee Schedule upon thirty (30) days advanced notice to you.
EatNgage does not store, process or transmit any of your credit card data but relies entirely on third parties to handle these functions. You must comply with such third party’s terms made available to you. Payments due for the EatNgage Service may be subject to the Stripe Services Agreement. If you do not agree to Stripe’s terms, then please do not sign up for the EatNgage Service.
Payments are due in accordance with the Fee Schedule annually or monthly in advance. Annual or monthly fees are automatically charged to the credit card that you provided when you registered for the EatNgage Service. Additional Fees will be charged to you on a pro rata basis in the event that you add any additional licenses or seats or upgrade your EatNgage Service during aEatNgage Service subscription term. Client will be charged based on the allocated budget of each meal, not the price of the ordered meal. To cancel the EatNgage Service, email email@example.com and request to ‘Cancel Subscription’ . We begin to process cancellation requests immediately, but your credit card provider may require several days to process your cancellation request. We are not responsible for delays caused by your credit card company.
If payment in full of any amount owed to EatNgage under these Terms is not received by EatNgage after such payment has become due, such amounts will thereafter bear interest at the rate 0.05% per day or the maximum rate permitted by applicable law, whichever is less. If any payment due EatNgage is collected at law or through an attorney at law or under advice therefrom or through a collection agency, you agree to pay all costs of collection, including, without limitation, all court costs and reasonable attorneys’ fees.
Warranties. We warrant that we have validly entered into these Terms and have the legal power to do so. You warrant that (i) you have validly entered into these Terms and have the legal power to do so and (ii) you have all necessary rights, licenses, consents and permissions to use Your Content with the EatNgage Services.
THE EATNGAGE SERVICES ARE LICENSED “AS-IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE.” YOU BEAR ALL RISK OF USING IT. EATNGAGE, ON BEHALF OF ITSELF, WIRELESS CARRIERS OVER WHOSE NETWORK THE EATNGAGE SERVICES ARE DISTRIBUTED, AND ITS AND THEIR RESPECTIVE AFFILIATES, VENDORS, AGENTS, AND SUPPLIERS (“DISTRIBUTORS”), GIVES NO EXPRESS WARRANTIES, GUARANTEES, OR CONDITIONS UNDER OR IN RELATION TO THE EATNGAGE SERVICES. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT CANNOT CHANGE. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAWS, EATNGAGE AND ALL DISTRIBUTORS EXCLUDE ANY IMPLIED WARRANTIES OR CONDITIONS, INCLUDING THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. EATNGAGE DOES NOT WARRANT THAT (A) THE EATNGAGE SERVICES WILL MEET YOUR REQUIREMENTS, (B) OPERATION OF THE EATNGAGE SERVICES WILL BE UNINTERRUPTED OR VIRUS- OR ERROR-FREE, (C) THAT THE EATNGAGE SERVICES WILL OPERATE OR BE COMPATIBLE WITH ANY OTHER APPLICATIONS OR ANY PARTICULAR SYSTEMS OR DEVICES, (D) DEFECTS IN THE EATNGAGE SERVICES WILL BE CORRECTED OR (E) THAT THE EATNGAGE SERVICES WILL BE AVAILABLE FOR REINSTALLS ON THE SAME OR MULTIPLE DEVICES. ANY ORAL OR WRITTEN ADVICE PROVIDED BY EATNGAGE OR ITS AUTHORIZED AGENTS WILL NOT BE DEEMED TO CREATE ANY WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
Limitation of Liability. EATNGAGE’S LIABILITY WITH RESPECT TO ANY SINGLE INCIDENT ARISING OUT OF OR RELATED TO THE DELIVERY, USE OR PERFORMANCE OF THE EATNGAGE SERVICES OR THESE TERMS (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) WILL NOT EXCEED THE AMOUNT PAID BY YOU HEREUNDER IN THE TWELVE (12) MONTHS PRECEDING THE INCIDENT; PROVIDED THAT IN NO EVENT SHALL EATNGAGE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) EXCEED THE TOTAL AMOUNT PAID BY YOU HEREUNDER. THE FOREGOING LIMITATION WILL NOT LIMIT YOUR PAYMENT OBLIGATIONS.
IN NO EVENT WILL EATNGAGE BE LIABLE TO YOU OR ANY THIRD PARTY FOR INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL AND PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS OR BUSINESS INTERRUPTION), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE EATNGAGE SERVICES OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF EATNGAGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING DISCLAIMER OF LIABILITY WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. YOU AGREE NOT TO SEEK TO RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES FROM ANY DISTRIBUTOR.
You agree that the above limitations of liability, together with the other provisions in these Terms that limit liability, are essential terms of these Terms and that EatNgage would not be willing to grant you the rights set forth in these Terms but for your agreement to these limitations of liability.
Ownership. The EatNgage Services, including the “look and feel” (e.g., text, graphics, images, logos), content and other material, are protected under copyright, trademark and other laws. You acknowledge and agree that EatNgage owns all right, title and interest in and to the EatNgage Services (including without limitation any and all patent, copyright, trade secret, trademark, show-how, know-how and any and all other intellectual property rights therein or related thereto) and you agree not to take any action(s) inconsistent with such ownership interests. You do not acquire any rights or licenses under any of EatNgage’s copyrights, patents, patent applications, copyrights, trade secrets, trademarks or other intellectual property rights on account of these Terms. Any and all (a) suggestions for correction, change and modification to the EatNgage Services, evaluation data, evaluations and other feedback (including but not limited to quotations of written or oral feedback, information and reports provided to EatNgage by you (collectively, “Feedback”)), and all (b) improvements, updates, modifications or enhancements, whether made, created or developed by EatNgage or otherwise relating to the EatNgage Services (collectively, “Revisions”), are and will remain the property of EatNgage. You acknowledge and expressly agree that any contribution of Feedback or Revisions does not and will not give or grant you any right, title or interest in the EatNgage Services or in any such Feedback or Revisions. All Feedback and Revisions become the sole and exclusive property of EatNgage and EatNgage may use and disclose Feedback and Revisions in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to EatNgage any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights, and any and all other intellectual property rights) that you may have in and to any and all Feedback and Revisions. Upon request by EatNgage, you will execute any document, registration or filing required to give effect to the foregoing assignment. In addition, EatNgage shall have the right to copy, use, distribute, and display any information, analysis, statistics and other data generated by the EatNgage Services (or derived from your use of the EatNgage Services), including compilation of aggregated statistics about the EatNgage Services; provided, however, that EatNgage shall not publicly disclose or distribute any such data unless such data is in an aggregated form that would not permit a third party to identify the data as associated with you.
Indemnification. You agree to indemnify and defend EatNgage and its affiliates, directors, officers, employees and agents from and against all Claims brought against EatNgage by any third party arising from your use of the EatNgage Services or any violation of these Terms, the rights of a third party or applicable law. Your indemnification obligations set forth in this Section 8 apply to any applicable actions taken under your Account. EatNgage reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification hereunder. In any event, no settlement that affects the rights or obligations of EatNgage may be made without EatNgage’s prior written approval.
Modifications to Terms. We may modify these Terms at any time. Modifications become effective immediately upon your first access to or use of the EatNgage Services after the “Last Revised” date at the top of this page. Your continued access or use of the EatNgage Services after the modifications become effective is deemed your conclusive acceptance of the modified Terms.
Termination. These Terms will automatically terminate when you fail to comply with any term or condition of these Terms. Upon termination, you will cease all use of the EatNgage Services and will destroy any copy (full or partial) of any and all parts of the EatNgage Services in your possession or control. Termination will not limit any of EatNgage’s other rights or remedies at law or in equity. This Section 10 along with Sections 6, 7, 8, 13 and 18 will survive any termination or expiration of these Terms.
Export Laws. You agree that you will not export or re-export, directly or indirectly, the EatNgage Services and/or other information or materials provided by EatNgage hereunder, to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval. You are responsible for and hereby agree to comply at your sole expense, with all applicable United States export laws and regulations. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
U.S. Government Restricted Rights. The EatNgage Services are “commercial computer software” and “commercial computer software documentation” as such terms are used in United States Federal Acquisition Regulations Section 12.212. Any use, duplication or disclosure of the EatNgage Services by or on behalf of the U.S. Government is subject to restrictions as set forth in these Terms.
Taxes. You are solely responsible for any and all duties, taxes, levies or fees (including any sales, use or withholding taxes) imposed on or in connection with these Terms or the EatNgage Services by any authority.
Remedies. You agree that a breach or a threatened breach of these Terms will cause injury to EatNgage for which money damages will not provide an adequate remedy and EatNgage will be entitled to seek equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.
Notice to California Residents. Under California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights information:
The provider of the website is:
7915 Westglen DR
Houston, TX 77063
To file a complaint regarding the website or to receive further information regarding use of the website, send a letter to the above address or contact EatNgage via e-mail (with “California Resident Request” as the Subject Line). You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at 916.445.1254 or 800.952.5210.
Please direct questions regarding these Terms to our support team by submitting a request on support@eatNgage.com with the subject of “Terms of Service”.
7915 Westglen Dr
Houston, TX 77063