TERMS OF SERVICE
Bashed, Inc. (hereinafter referred to as the “Company”, “Bashed”, “we”, “us” or “our”), provides an online platform to assist individuals and corporations that are planning events (“User” or “you”) to discover and reserve spaces (collectively, the “Services”) with participating third party suppliers and service providers, including, without limitation, venues, restaurants, bars and event spaces (“Third Party Suppliers”). The Services are accessible at www.bashed.co and any other websites through which Bashed makes the Services available (collectively, the “Site”) and as an application for mobile devices (the “Application”). The Site and Application act as settings to allow the Third Party Suppliers to sell their services at any posted rate.
By using the Site or Application, you agree to comply with and be legally bound by the Terms of these Terms of Service (“Terms” or “Agreement”), whether or not you become a registered user of the Services. These Terms govern your access to and use of the Site, Application and Services and Content (defined below) and constitute a binding legal agreement between you and Bashed. If you do not agree to be bound by the Terms, do not use or access our services. Failure to use the Site and Application in accordance with these Terms may subject you to civil and criminal penalties. No conditions other than those set forth herein shall be binding on the Company.
The Company may amend this Agreement at any time by posting the amended terms on the Site. Except as stated below, all amended terms shall automatically be effective 30 days after they are initially posted on the Site. This Agreement may not be otherwise amended except in a writing signed by you and the Company.
“Bashed Content” means all content that Bashed makes available through the Site, Application or Services, including any Content licensed from a third party, but excluding User Content. “Collective Content” means Bashed Content and User Content. “Content” means text, graphics, images, software (excluding the Application), audio, video, information or other materials. “Listing” means a Space that is listed as available by a Third Party Supplier for reserving via the Site, Application, and Services. “User Content” means all content that a User posts, uploads, publishes, submits or transmits to be made available through the Site, Application or Services.
The Site, Application and Services are intended solely for persons who are 18 or older. Any access to or use of the Site, Application or Services by anyone under 18 is expressly prohibited. By accessing or using the Site, Application or Services, you represent and warrant that you are 18 or older. If you do not qualify, please do not use the Site, Application or Services.
How Bashed Works
The Site, Application and Services can be used to discover, reserve and pay for meals in areas of venues (“Spaces”). These Spaces are included in Listings on the Site, Application and Services by Third Party Suppliers. You may view Listings as an unregistered visitor to the Site, Application and Services; however, if you wish to book a Space, you must first register to create a Bashed Account. Bashed makes available an online platform with related technology for Users to book Spaces made available by Third Party Suppliers. Bashed is not an owner, operator or provider of venues, including, but not limited to, venues, restaurants, bars and event spaces. Unless explicitly specified otherwise in the Bashed platform, Bashed’s responsibilities are limited to: (i) facilitating the availability of the Site, Application and Services and (ii) serving as the limited payment collection agent of each Third Party Supplier for the purpose of accepting payments from Users on behalf of the Third Party Supplier.
As stated above, the site, application and services are intended to be used to facilitate Third Party Suppliers and Users connecting and reserving Spaces directly with each other. Bashed does not control the content contained in any Listing and the condition, legality or suitability of any Spaces. Bashed is not responsible for and disclaims all liability related to any and all Listings and Spaces. Accordingly, any bookings will be made at User’s own risk.
In order to access certain features of the Site and Application, and to reserve and pay for a Space, you must register to create an account (“Bashed Account”). You may register to join the Services directly via the Site or Application. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify the Company immediately of any breach of security or unauthorized use of your account. You will be liable for any use made of your account or password and the losses of the Company or others due to such unauthorized use. The Company will not be liable for your losses caused by any unauthorized use of your account.
You agree that you will only use the Site to make legitimate reservations and orders and shall not use the Site for any other purposes. You agree to only use the Site for: (1) your personal use or (2) for the purpose of making reservations or orders for an individual event or events on behalf of a person, business, company or governmental or non-profit entity by which you are employed or contracted for the purpose of planning such event(s) and for no other commercial purpose. In the event you make a reservation or place an order on behalf of another person or entity, you represent and warrant that you are authorized by that person or entity to do so. Any and all other uses, including any uses which are unlawful or in violation of these Terms, are prohibited.
By using the Site, Application or Services, you agree that you will not book a reservation for the same date, time and event with more than one Third Party Supplier for the same service. You agree that you will not make speculative, false or fraudulent reservations or orders or any reservation or order in anticipation of demand or, except specifically authorized by the applicable Third Party Supplier, for purposes of re-selling the reservation. Users shall not impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity. Users shall not copy, distribute, sell or modify any part of the Site or Application without Bashed’s prior written authorization. Additionally, you agree not to use or launch any automated system, software or device, including without limitation, “robots,” “spiders,” and “offline readers,” that accesses the Site or Application without our express written permission. Users agree not to take any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure or interfere or attempt to interfere with the proper working of the Site or Application or any activities conducted on the Site or Application. Users shall not upload, post, display, transmit or otherwise make available any unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law. By using the Site, Application or Services, you agree not to post or transmit any information or content that (a) infringes the rights of others or violates their privacy or publicity rights, (b) is protected by copyright, trademark or other proprietary right, unless with the express written permission of the owner of such right, (c) contains a virus, bug or other harmful item, or (d) is used to unlawfully collude against another person in restraint of trade or competition. You agree not to disguise the origin of any content transmitted through the Site or Application. Failure to comply with these terms may result in the cancellation of your reservation or order and/or, subject to the terms of the Third Party Supplier’s applicable policies, forfeiture of your deposit.
“Excess Charges” means the charges incurred by the User at the venue on the event date in excess of the Menu Sell Rate, including any incidental charges that a User may incur in his or her sole discretion for goods and/or services purchased directly from the Supplier such as, without limitation, food and beverages above the minimum spend of the Menu Sell Rate, equipment charges, and equipment fees. “Gratuity” will be calculated as twenty (20) percent of the Menu Sell Rate and Excess Charges (not including Taxes) in consideration of services rendered by the Third Party Supplier for the User. This Gratuity will be charged on all reservations. “Deposit Rate” means as specified for each menu, the rate to be charged on the date of booking to the User that purchases corresponding Inventory on Bashed Sites. “Menu Sell Rate” means as specified for each menu, the rate to be charged on the Event Date to the User that purchases the corresponding Inventory on Bashed Sites, and the rules, Terms relating thereto, including, without limitation, minimum spend, minimum occupancy and minimum time policies. “Taxes” shall include but not be limited to any and all sales, use, excise or other similar types of taxes, governmental fees or charges. “Total Rate” means (a) the Menu Sell Rate, plus (b) any and all Excess Charges incurred during the event, plus (c) any and all applicable Taxes imposed on the Menu Sell Rate and Excess Charges, plus (d) the full value of Gratuity, plus (e) any other mandatory charges collected by Third Party Supplier on or in connection with the booking of its Inventory. Third Party Supplier shall inform Bashed at conclusion of event of Total Rate and shall not charge Users separately for any such charges.
Booking Terms for Users
The Third Party Suppliers, not Bashed, are solely responsible for honoring any bookings and making available any Spaces reserved through the Site, Application and Services. If you, as a User, choose to make a booking with a Third party Supplier for a Space, you agree and understand that you are required to accept any terms, conditions, rules and restrictions associated with such Spaces imposed by the Third Party Supplier. You acknowledge and agree that you, and not Bashed, will be responsible for performing the obligations of any such agreements, that Bashed is not a party to such agreements, and that, with the exception of its payment obligations hereunder, Bashed disclaims all liability arising from or related to any such agreements. You acknowledge and agree that, notwithstanding the fact that Bashed is not a party to the agreement between you and the Third Party Supplier, Bashed acts as the Third Party Supplier’s payment collection agent for the limited purpose of accepting payments from you on behalf of the Third Party Supplier. Upon your payment of the Deposit Rate and Total Rate to Bashed, your payment obligation to the Third Party Supplier for the Total Rate is extinguished, and Bashed is responsible for remitting the Total Rate (less the amount of Bashed’s commission due from Third Party Supplier which shall be retained by Bashed), in the manner described in these Terms. In the event that Bashed does not remit any such amounts as described in these Terms, such Third Party Supplier will have recourse only against Bashed. In connection with your reservation, you will be asked to provide customary billing information such as name, billing address and credit card information either to Bashed or its third-party payment processor(s).
At the time of booking, the User authorizes Bashed to charge the User the Deposit Rate listed on the Site or Application. If there is no Deposit Rate, the User authorizes Bashed to obtain a pre-authorization via the User’s credit card for the expected Total Rate. The expected Total Rate at the conclusion of the event will be displayed to a User before the User reserves the Space via the Site or Application. At the conclusion of the User’s event, Bashed will facilitate the payment of the applicable Total Rate, including any and all Excess Charges incurred, on behalf of the Third Party Supplier, as such Third Party Supplier’s limited payment collection agent, using the payment method associated with the User’s reservation and Bashed will send you a receipt by email. Payment of the Total Rate in such manner shall be considered the same as payment made directly by you to the Third Party Supplier. The Total Rate will be inclusive of applicable taxes where required by law. The Total Rate paid by the User is final and non-refundable, unless otherwise determined by Bashed. . If the payment method associated with the User’s reservation is determined to be expired, invalid or otherwise not able to be charged, you agree that Bashed may, as the Third Party Supplier’s limited payment collection agent, use a secondary payment method in your Account, if available and the User is still fully responsible for the payment of the Total Rate. Finally, the User authorizes Bashed to charge your credit card in the event of damage caused at Third Party Supplier.
The Company uses Stripe, Inc. as its third party service providers for payment services (e.g. card acceptance, merchant settlement, and related services). By making use of some or all of these payment services on the Company’s Site you agree to be bound by Stripe, Inc’s Terms (available at https://stripe.com/us/terms) and hereby consent and authorize us to delegate the authorizations and share the information you provide to us with our Third Party Supplier(s) to the extent required to provide the Payment Services to you.
If, as a User, you wish to cancel a booking made via the Site, Application and Services, either prior to or after arriving at the Third Party Supplier, the cancellation policy of the Third Party Supplier contained in the applicable Listing will apply to such cancellation. Our ability to refund the Deposit Rate and Total Rate and other amounts charged to you will depend upon the terms of the applicable cancellation policy. Details regarding refunds and cancellation policies are available with each Listing via the Site and Application. In certain circumstances, Bashed may decide, in its sole discretion, that it is necessary or desirable to cancel a booking made via the Site, Application and Services and such instances will be communicated by Bashed to the User and Third Party Supplier.
It is the responsibility of the Third Party Supplier to communicate its refund policy to Users and to notify Bashed of refunds. If a User desires to request a refund, User must request the refund from the Third Party Supplier. All communications or disputes regarding refunds are between the Third Party Supplier and User and Bashed will not be responsible or liable in any way for refunds, errors in issuing refunds, or lack of refunds in connection with the Services. All communications and disputes regarding chargebacks and refunds are between the Third Party Supplier and User and Bashed will not be responsible or liable in any way for chargebacks in connection with a User’s use of the Services. If you are a User and you wish to request a refund in connection with an event listed on the Services, you should contact the applicable Third Party Supplier directly.
Payment Processing Errors
We will take steps to rectify any payment processing errors that we become aware of. These steps may include crediting or debiting (as appropriate) the same payment method used for the original payment by you, so that you end up receiving or paying the correct amount.
Damage to Venues
You acknowledge and agree that, as a User, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Space. In the event that a Third Party Supplier claims otherwise and provides evidence of damage, including but not limited to photographs, you agree to pay the cost of replacing the damaged items with equivalent items. After being notified of the claim and given forty eight (48) hours to respond, the payment will be charged to and taken from the credit card on file in your Bashed Account. Bashed also reserves the right to charge the credit card on file in your bashed Account, or otherwise collect payment from you and pursue any avenues available to Bashed in this regard, in situations in which you have been determined, in Bashed’s sole discretion, to have damaged any Third Party Supplier’s Space. If we are unable to charge the credit card on file or otherwise collect payment from you, you agree to remit payment for any damage to the Space to the applicable Third Party Supplier.
Both Users and Third Party Suppliers agree to cooperate with and assist Bashed in good faith, and to provide Bashed with such information and take such actions as may be reasonably requested by Bashed, in connection with any complaints or claims made by Users relating to Spaces or any personal or other property located at a Space or with respect to any investigation undertaken by Bashed or a representative of Bashed regarding use or abuse of the Site, Application or the Services. If you are a User, upon Bashed’s reasonable request, and to the extent you are reasonably able to do so, you agree to participate in mediation or similar resolution process with a Third Party Supplier at no cost to you, which process will be conducted by Bashed or a third party selected by Bashed, with respect to losses for which the Third Party Supplier is requesting payment from Bashed.
You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Site, Application, Services and Collective Content. In connection with your use of the Site, Application, Services and Collective Content, you may not and you agree that you will not:
- violate any local, state, provincial, national, or other law or regulation, or any order of a court, including,without limitation, zoning restrictions and Tax regulations;
- use manual or automated software, devices, scripts, robots or other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Site, Application, Services or Collective Content;
- use the Site, Application, Services or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms;
- copy, store or otherwise access any information contained on the Site, Application, Services or Collective Content for purposes not expressly permitted by these Terms;
- infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
- interfere with or damage our Site, Application or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
- use our Site, Application or Services to 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;
- use our Site, Application, Services or Collective Content in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to dining in a private room;
- “stalk” or harass any other user of our Site, Application, Services or Collective Content, or collect or store any personally identifiable information about any other user other than for purposes of transacting as a User;
- register for more than one Bashed Account or register for a Bashed Account on behalf of an individual other than yourself that you are not authorized to act on behalf of;
- unless Bashed explicitly permits otherwise, book a Space that you will not actually be dining in;
- contact a Third Party Supplier for any purpose other than asking a question related to a booking, such Third Party Supplier’s Spaces or Listings;
- contact a User for any purpose other than asking a question related to a booking or such User’s use of the Site, Application and Services;
- recruit or otherwise solicit any User or Third Party Supplier to join third-party services or websites that are competitive to Bashed, without Bashed’s prior written approval;
- impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
- use automated scripts to collect information from or otherwise interact with the Site, Application, Services or Collective Content;
- use the Site, Application, Services or Collective Content to find a User or Third Party Supplier and then complete a booking of a Space independent of the Site, Application or Services, in order to circumvent the obligation to pay any commissions related to Bashed’s provision of the Services or for any other reasons;
- post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
- systematically retrieve data or other content from our Site, Application or Services 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, or spiders, or otherwise;
- use, display, mirror or frame the Site, Application, Services or Collective Content, or any individual element within the Site, Application, Services or Collective Content, Bashed’s name, any Bashed trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Site, Application or Services, without Bashed’s express written consent;
- access, tamper with, or use non-public areas of the Site, Application or Services, Bashed’s computer systems, or the technical delivery systems of Bashed’s providers;
- attempt to probe, scan, or test the vulnerability of any Bashed system or network or breach any security or authentication measures;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Bashed or any of Bashed’s providers or any other third party (including another user) to protect the Site, Services, Application or Collective Content;
- forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, Application or Collective Content to send altered, deceptive or false source-identifying information;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Application or Collective Content; or advocate, encourage, or assist any third party in doing any of the foregoing.
As between you and Bashed, you acknowledge that Bashed and its licensors own all right, title and interest, including without limitation all patent, copyright, trade secret, trademark and other proprietary rights, in and to the Site, Application and the Service, all software and other technology used by Bashed in providing the Site, Application and the Service, and all data and information provided by Bashed through or generated in connection with the Site, Application and the Service (collectively, “Company IP”). You shall not acquire any right, title, or interest in or to the Site, Application, the Service or Company IP, except as expressly set forth in these Terms. Except as expressly provided for in this Section, you are not granted any other rights, title or interest in the Site, Application, the Service or Company IP. In addition, the trademarks, logos and service marks displayed on the Site and Application (collectively, the “Trademarks”) are registered and common law Trademarks of Bashed, its affiliates, and various third parties. Nothing contained on the Site, Application or in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Trademarks without the express written permission of Bashed, or such other party that may own the applicable Trademarks.
At Bashed’s invitation, you may submit reviews, comments, and ratings; send emails and other communications; and submit suggestions, ideas, comments, questions, or other information for publication and distribution to Third Party Suppliers, other Users and other third parties (each, a “Submission”).
By submitting, posting or displaying content on or through the Site or Application, you grant Bashed a worldwide, perpetual, non-exclusive, royalty-free and fully sub-licensable license to reproduce, modify, adapt, publish, and otherwise use, with or without attribution such content on services of Bashed, Third Party Suppliers and Bashed affiliates and/or third party providers and distributors, including without limitation any rights needed to host, cache, route, transmit, store, copy, modify, distribute, perform, display, reformat, excerpt, analyze, and create algorithms from and derivative works of the content. Bashed reserves the right to syndicate content submitted, posted or displayed by you on or through the Site and use that content in connection with any of the services offered by Bashed.
b. Restricted User Submissions:
You will not:
i. Submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the User Submission and to grant Bashed all of the license rights granted herein; ii. Publish falsehoods or misrepresentations that could damage Bashed or any third party; or iii. Submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate.
c. Monitoring of User Submissions:
Bashed has the right (but not the obligation) to from time to time monitor and review any information transmitted or received through the Site or Application and reserves the right to censor, edit, remove or prohibit the transmission or receipt of any information Bashed deems inappropriate or in violation of these Terms.
Bashed does not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and Bashed expressly disclaims any and all liability in connection with User Submissions.
Links to Other Sites
Suspension and Termination
Without limiting other remedies, the Company may limit your activity, cancel your orders or reservations, warn our community of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you if: (a) you breach these Terms or the documents it incorporates by reference; (b) the Company is unable to verify or authenticate any information you provide to us; or (c) the Company believes that your actions may cause financial loss or legal liability for you, our users or us.
Intellectual Property Rights
The content on the Site, including all User Submissions, including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos and interactive features (“Content”) and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to the Company. Content on the Site is provided to you “AS IS” for your information and personal use only and may not be used, copied, distributed, transmitted, broadcast, displayed, sold, licensed, reverse engineered, de-compiled, or otherwise exploited for any other purposes whatsoever without the Company’s prior written consent. The Company reserves all rights not expressly granted in and to the Site. If you download or print a copy of the Content for personal use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Site.
Exclusion of Warranty
THE COMPANY AND ANY THIRD PARTY SUPPLIERS MAKE NO WARRANTY OF ANY KIND REGARDING THE WEBSITE, INCLUDING, WITHOUT LIMITATION, THE SERVICE, CONTENT, INFORMATION, PROGRAMS, PRODUCTS AND MATERIALS PROVIDED ON THE WEBSITE, ALL OF WHICH ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE COMPANY AND ANY THIRD PARTY PROVIDERS AND DISTRIBUTORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, THE SITE, THE CONTENT AND RELATED MATERIALS PROVIDED HEREUNDER, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. NEITHER THE COMPANY NOR ANY THIRD PARTY PROVIDERS OR DISTRIBUTORS WARRANT THAT THE WEBSITE, ITS SERVERS OR ANY EMAIL SENT FROM THE COMPANY ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC RIGHTS, WHICH VARY FROM STATE TO STATE.
Limitation of Liability
THE COMPANY ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE WEBSITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO OR AUDIO FROM THE WEBSITE. IN NO EVENT SHALL THE COMPANY OR ANY THIRD PARTY PROVIDERS OR DISTRIBUTORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH (I) ANY USE OF THE WEBSITE OR CONTENT FOUND HEREIN, (II) ANY FAILURE OR DELAY (INCLUDING, BUT NOT LIMITED TO THE USE OF OR INABILITY TO USE ANY COMPONENT OF THIS SITE FOR RESERVATIONS OR ORDERS), OR (III) THE PERFORMANCE OR NON PERFORMANCE BY THE COMPANY OR ANY THIRD PARTY PROVIDERS OR DISTRIBUTORS, INCLUDING, BUT NOT LIMITED TO, NON PERFORMANCE RESULTING FROM BANKRUPTCY, REORGANIZATION, INSOLVENCY, DISSOLUTION OR LIQUIDATION EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES TO SUCH PARTIES OR ANY OTHER PARTY. IN ADDITION, ALL USERS SPECIFICALLY UNDERSTAND AND AGREE THAT ANY THIRD PARTY DIRECTING USERS TO THE WEBSITE BY REFERRAL, LINK OR ANY OTHER MEANS IS NOT LIABLE TO USER FOR ANY REASON WHATSOEVER, INCLUDING BUT NOT LIMITED TO DAMAGES OR LOSS ASSOCIATED WITH THE USE OF THE SERVICE, THE WEBSITE OR WEBSITE CONTENT. THE COMPANY IS NEITHER AN AGENT NOR IS AFFILIATED WITH ANY THIRD PARTY SUPPLIER WITH WHICH A USER MAKES A RESERVATION OR PLACES AN ORDER. ASIDE FROM THE SERVICE PROVIDED ON THE WEBSITE, THE COMPANY IS NOT LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH A USER”S USE OF A SUPPLIER. If, notwithstanding the foregoing, the Company or any third party provider or distributor should be found liable for any loss or damage which arises out of or is in any way connected with any of the above described functions or uses of this Site or its content, the liability of the Company and the third party providers and distributors shall in no event exceed, in the aggregate, the greater of (a) the Supplier Reservation Fee for reserving a Supplier, or (b) US $100.00 whichever is lower. In its sole discretion, in addition to any other rights or remedies available to the Company and without any liability whatsoever, the Company at any time and without notice may terminate or restrict your access to any component of the Site. Some states do not allow limitation of liability, so the foregoing limitation may not apply to you.
You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
These Terms shall be governed by the laws of the state of New York, United States of America, without regard to its conflict of laws provisions. You consent and submit to the exclusive jurisdiction of the state and federal courts located in Manhattan, the state of New York, United States of America, in all questions and controversies arising out of your use of the Site and Application and these Terms. If Bashed takes any action to enforce these Terms, the Company will be entitled to recover from you, and you agree to pay, all reasonable and necessary attorneys’ fees and any cost of litigation, in addition to any other relief, to which such parties may be entitled. You acknowledge that a violation or attempted violation of these Terms will cause irreparable damage to the Company for which there will be no adequate remedy at law. Accordingly, you agree that the Company shall be entitled to an injunction restraining such violation or attempted violation of these Terms by you, your affiliates, partners, or agents, as well as recover from you any and all costs and expenses sustained or incurred by the Company in obtaining such an injunction, including without limitation reasonable attorneys’ fees. You agree that no bond or other security shall be required in connection with such injunction.
Your acceptance of these Terms and your use of the Site do not create a joint venture, partnership, employment, or agency relationship with the Company. You may not assign, delegate, or transfer your rights or obligations under these Terms; however the Company may assign, delegate or transfer its rights hereunder without your consent. If the Company fails to act with respect to your breach or anyone else’s breach on any occasion, the Company is not waiving its right to act with respect to future or similar breaches. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions. The headings in these Terms are for your convenience and reference; they do not limit or affect the interpretation of these Terms. These Terms, together with those items made a part of these Terms and incorporated by reference, make up the entire agreement between you and the Company relating to your use of the Site, and replaces any prior understandings or agreements (whether oral or written) regarding your use of the Site.
If you have any questions on these Terms you can contact Bashed by email at firstname.lastname@example.org.
June 1, 2015.