1. About Dinifi
1.2 The restaurants available on our Sites operate independently and have entered into agreements with us to provide the food and delivery services available to you on the Sites. The restaurants are required to comply with federal, state and local laws, rules, regulations, and standards pertaining to the preparation, sale and marketing of food, including food preparation and safety and menu disclosure; Dinifi is not responsible for the restaurants' food preparation or safety and does not verify any restaurant's compliance with applicable laws. In addition, Dinifi does not guarantee the quality of what the restaurants sell, nor does it guarantee the services provided by the restaurant, including in those cases where the restaurant provides the delivery services. In addition, Dinifi does not independently verify representations made by restaurants regarding their food, including without limitation any menu- or restaurant-level descriptors or disclosures.
1.3 Some deliveries are provided by Dinifi's network of Dinifi Delivery Partners ("DDPs") working as independent contractors. DDPs have entered into agreements with Dinifi, which require DDPs to comply with all applicable federal, state and local laws, rules and regulations, including without limitation traffic laws, requirements of the applicable Department of Motor Vehicle, and applicable insurance requirements. Dinifi shall not be liable or responsible for any delivery services provided by DSPs or any errors or misrepresentations made by them.
2. Using Dinifi
2.1 You may only use the Sites to order if you are the authorized holder of the credit card used for payment or an authorized user of a corporate account and if you are able to form a binding contract with us. In addition, if you are a minor in the jurisdiction in which you reside (generally under the age of 18), you must have the permission of, and be directly supervised by, your parent or legal guardian to use the Sites, and your parent or legal guardian must read and agree to this Agreement prior to your using the Sites. Notwithstanding the foregoing, you are prohibited from using the Sites if you are under the age of 13.
2.2 Use of the Sites to order requires that you register and/or create an account ("Account"). To register and create an Account, you must create a username and password and provide certain personal information. In consideration of the use of the Sites' services, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form, and (b) maintain and promptly update the personal information you provide to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Grubhub has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Dinifi has the right to block your current or future use of the Sites (or any portion thereof).
2.3 You are responsible for maintaining the confidentiality and security of your Account and password and for all activities or any other actions that occur under or are taken in connection with your password or Account. You agree to (a) immediately notify Grubhub of any known or suspected unauthorized use(s) of your password or Account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or credit card information; and (b) ensure that you exit from your Account at the end of each session. Dinifi will not be liable for any injury, loss or damage of any kind arising from or relating to your failure to comply with (a) and (b) or for any acts or omissions by you or someone else using your Account and/or password.
3. Our Alcohlic Bbeverages Policy
3.1 Some jurisdictions permit the ordering and delivery of alcoholic beverages. In such jurisdictions, if you place an order that includes any alcoholic beverage, you acknowledge that you are at least 21 years of age. Upon delivery or pickup, as applicable, you shall present a government-issued identification card, evidencing your age. If you do not comply with these terms, you agree that the alcoholic beverage(s) will not be released to you, and you shall forfeit the cost of such beverages.
4. Our Credit/Refund Policy
4.1 Unless prohibited by law, in the event of any error in your order or the amount you were charged, you are entitled to a credit, provided it is brought to our attention within 60 days of your order date. If you do not raise the issue within 60 days of your order date, you waive the ability to receive a credit for any error.
5. Our Materials And License To You
5.1 With the exception of User Content (defined below), the Sites and everything on them, from text to photos to videos to graphics and software, (collectively, the "Materials") are owned by or licensed to Dinifi. The Sites and the Materials are protected by copyright, trademark, trade dress, domain name, patent, trade secret, international treaties and/or other proprietary rights and laws of the United States and other countries. Except as otherwise indicated on the Sites and except for the trademarks, service marks, logos and trade names of other companies that are displayed on the Sites, all trademarks, service marks, logos, trade dress and trade names are proprietary to Dinifi Inc., including without limitation, Dinifi; D20; Dinifi App, New and Trending; and the Dinifi.com trade dress. Please be advised that Dinifi enforces its intellectual property rights to the fullest extent of the law.
5.2 We grant you a limited, non-exclusive, non-transferable and revocable license to access and use the Sites and/or the Materials for your personal use, solely as expressly permitted by this Agreement and subject to all the terms and conditions of this Agreement, all applicable intellectual property laws, and any Additional Terms (as defined below) contained on the Sites. Any other use of the Sites and/or the Materials is strictly prohibited. No Materials may be copied, republished, uploaded, posted, transmitted, distributed in any way, and/or modified without our express written permission. Nothing contained on the Sites should be interpreted as granting to you any license or right to use any of the Materials and/or third party proprietary content on the Sites without the express written permission of Grubhub or the appropriate third party owner, as applicable.
5.3 If you download any software from the Sites, you may not redistribute, sell, decompile, reverse engineer, disassemble, or otherwise reduce the software to a human-perceivable form.
5.4 Dinifi reserves the right, in its sole and absolute discretion, to modify, suspend, or discontinue at any time, with or without notice, the Sites and/or services offered on or through the Sites (or any part thereof), including but not limited to the Sites' features, look and feel, and functional elements and related services.
6. Your Content And Conduct
6.1 User Conduct
By accessing the Sites, you agree:
- to comply with all applicable laws regarding online conduct and submission of acceptable User Content;
- not to use the Sites or the services or submit content to the Sites if you are under the age of 13;
- not to use the Sites to purchase alcohol unless you and the alcohol recipient are 21 or older and present a valid photo identification(s) verifying your age at the time of alcohol delivery;
- not to access the Sites or services using a third-party's account/registration without the express consent of the account holder;
- not to attempt, through any means, to gain unauthorized access to any part of the Sites and/or any service, other account, computer system and/or network connected to any Dinifi server;
- not to attempt to impersonate another user or person;
- not to advertise, or solicit, any user to buy or sell any products or services, unless authorized by Dinifi;
- not to deep-link to the Sites and/or access the Sites manually and/or with any robot, spider, web crawler, extraction software, automated process and/or device to scrape, copy and/or monitor any portion of the Sites and/or any Materials and/or other content on the Sites, unless Dinifi has given you specific permission to do so in writing;
- not to conduct any kind of systematic retrieval of data or other content from the Sites;
- not to create or compile, directly or indirectly, any collection, compilation, database or directory from the Site content;
- not to use the Sites in any manner that could damage, disable, overburden and/or impair any Dinifi server, or the network(s) connected to any Dinifi server, and/or interfere with any other party's use and enjoyment of the Sites;
- not to transmit any chain letters or junk email;
- not to use any information obtained from the Sites or the Dinifi services in order to contact, advertise to, solicit, or sell to any user or restaurant;
- not to sell or transfer your profile;
- not to use the Sites to engage in commercial activities apart from sanctioned use of Dinifi services;
- not to copy any content, including, but not limited to restaurant menu content and third-party reviews, for republication in any format or media;
- not to license, sell and/or otherwise provide access to and/or use of the Sites to any third party, including without limitation to build a competitive product and/or service;
- not to create restaurant reviews or blog entries for or with any commercial or other purpose or intent that does not in good faith comport with the purpose or spirit of the Sites;
- not to copy, publish or redistribute any coupon or discount code or act in bad faith in an attempt to manipulate or gain an unintended commercial benefit from incentive offers;
- not to harass, annoy, intimidate or threaten any Dinifi employees or agents engaged in providing any portion of Dinifi's services;
- not to display an advertisement, or accept payment or anything of value from a third person in exchange for your performing any commercial activity on or through the Sites or Dinifi's services on behalf of that person, such as posting blogs or bulletins with a commercial purpose;
- not to delete the copyright or other proprietary rights notice from any User Content or any portion of the Sites or Dinifi's services;
- not to upload or transmit viruses or other harmful, disruptive or destructive files;
- not to disrupt, interfere with, or otherwise harm or violate the security of the Sites, or any services, system resources, accounts, passwords, servers or networks connected to or accessible through the Sites or affiliated or linked sites (including those of our restaurant partners); and
- not to use the Sites for any illegal purposes.
You agree that the consequences of commercial use or re-publication of User Content or Materials from the Sites or other violations of the foregoing proscriptions may be so serious and incalculable that monetary compensation may not be a sufficient or appropriate remedy and that Dinifi will be entitled to temporary and permanent injunctive relief to prohibit such use or activity, without the need to prove damages.
6.2 User Contents
Dinifi may provide you with interactive opportunities on the Sites, including, without limitation, features such as user ratings and reviews, saved favorites, liked items and bookmarked restaurants (collectively, "Interactive Areas"). You represent and warrant that you are the owner of and/or otherwise have the right to provide all information, comments, reviews, ratings and/or other materials and/or content that you submit, post and/or otherwise transmit to the Sites ("User Content").
6.3 Authoraization Of User Contents
You grant Dinifi an irrevocable, transferable, paid up, royalty-free, perpetual, non-exclusive worldwide sub-licensable license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works from, distribute and/or otherwise use User Content in connection with Grubhub's business and in all forms of media now known or hereafter invented (collectively, the "Uses"), without notification to and/or approval by you. You further grant Dinifi a license to use your username and/or other user profile information, including without limitation, your ratings history and how long you have been a Dinifi diner, to attribute User Content to you in connection with the Uses, if we choose to do so, again without notification to and/or approval by you. Further, if you provide any suggestions, input or other feedback relating to the Sites or the services we provide, Dinifi shall have the right to freely and fully exercise and exploit such content in connection with its business, without notice to, approval by or compensation to you.
User Content transmitted to certain parts of the Sites, including, without limitation, restaurant pages and certain Interactive Areas, may be posted in public areas on our Sites, including without limitation in a compilation format, and as such will be publicly visible and accessible. Grubhub and its officers, directors, employees, parents, subsidiaries, affiliates, successors, assigns, licensors, licensees, designees, business partners, contractors, agents and representatives (collectively, the "Released Parties") will not be responsible for, and you hereby expressly release the Released Parties from, any and all liability for the action of any and all third parties with respect to User Content
6.4 Conduct with Interactive Areas
By transmitting User Content, you agree to follow the standards of conduct below, and any
additional standards that may be stated on the Sites.
We do our best to encourage civility and discourage disruptive communication on the Sites. We also discourage communications that incite others to violate our standards. We expect your cooperation in upholding our standards. You are responsible for all of your User Content. You agree not to provide any User Content that:
- is unlawful, harmful to adults or minors, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, profane, offensive, invasive of another's privacy, hateful, and/or racially, ethnically and/or otherwise objectionable;
- has a commercial, political or religious purpose;
- is false, misleading and/or not written in good faith;
- infringes any patent, trademark, trade secret, copyright, right of privacy and/or publicity, and/or other proprietary rights of any person and/or entity;
- is illegal and/or promotes illegal activity;
- contains unauthorized advertising and/or solicits users to a business other than those on the Sites; and/or
- is intended to interrupt, destroy or limit the functionality or integrity of any computer software, hardware or Materials on the Sites or other websites.
Dinifi may monitor any and all use of the Sites; however, we are under no obligation to do so. We may manage the Sites in a manner intended to protect our property and rights and to facilitate the proper functioning of the Sites. If any User Content or conduct on our Sites violates our standards, or any other terms and conditions of this Agreement; or interferes with other peoples' enjoyment of the Materials or our Sites; or that we believe is inappropriate; in our sole judgment, we reserve the right to change, delete or remove, in part or in full, any such User Content or Materials; and we further reserve the right to terminate or suspend access to any Interactive Areas or any Sites. Grubhub will cooperate with local, state and/or federal authorities to the extent required by applicable law in connection with User Content.
6.5 Ratings And Reviews
The Sites may allow you to rate and post reviews of restaurants and other businesses ("Ratings and Reviews"). Such Ratings and Reviews are considered User Content and are governed by the terms and conditions of this Agreement, including, without limitation, your agreement regarding your use of Interactive Areas and the Sites' standards of conduct. Ratings and Reviews are not endorsed by Dinifi, and do not represent the views of Dinifi or of any affiliate or partner of Dinifi. Dinifi does not assume liability for Ratings and Reviews or for any claims, liabilities or losses resulting from any Ratings and Reviews. We strive to maintain a high level of integrity with our Ratings and Reviews and other User Content. Therefore, all Ratings and Reviews must comply with the following criteria: (1) before posting a Rating or Review, you must have had first-hand experience with the restaurant; (2) you may not have a proprietary or other affiliation with either the restaurant or any of its competitors; (3) you may not draw any legal conclusions regarding the restaurants' products, services or conduct; and (4) your review must otherwise comply with the terms of this Agreement. Any Rating and/or Review that we determine, in our sole discretion, could diminish the integrity of the Ratings and Reviews, the Materials and/or the Sites may be removed or excluded by us without notice.
7. WARRANTY; DISCLAIMER
Company shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Company or by third-party providers, or because of other causes beyond Company’s reasonable control, but Company shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. HOWEVER, COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE AND COMPANY HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
8. LIMITATION OF LIABILITY
NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON, COMPANY AND ITS SUPPLIERS, REPRESENTATIVES AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY: (A) FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; (B) FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF REVENUE OR PROFIT) OR FOR LOSS OR CORRUPTION OF DATA; (C) FOR ANY MATTER BEYOND COMPANY’S REASONABLE CONTROL; OR (D) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE FEES PAID BY CUSTOMER UNDER THIS AGREEMENT IN THE 6 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9. GOVERNMENT MATTERS
Customer may not remove or export from the United States or allow the export or re-export of the Services, Software or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States or any foreign agency or authority. As defined in FAR section 2.101, the Software and documentation are “commercial items” and according to DFAR section 252.2277014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.
10. ADDITIONAL TERMS
Your use of the Sites is subject to any and all additional terms, policies, rules or guidelines applicable to Dinifi's services or certain features of the Sites that we may post or link to on the Sites (collectively, the "Additional Terms"), such as end-user license agreements, or other agreements or rules applicable to particular features, promotions or content on the Sites. All such Additional Terms are hereby incorporated into this Agreement by reference.
12. COPYRIGHT POLICY
Dinifi respects the intellectual property of others, and we ask all of our users to do the same. If you believe that your copyrighted work has been copied and is accessible on the Sites or a website through which our services may be accessed in a way that constitutes copyright infringement, please provide Dinifi's Copyright Agent (as set forth below) with notification containing the following information required by the Digital Millennium Copyright Act, 17 U.S.C. 512:
- A physical or electronic signature of a person authorized to act on behalf of the copyright owner of the work that allegedly has been infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works allegedly have been infringed, then a representative list of such copyrighted works;
- Identification of the material that is claimed to be infringing and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the allegedly infringing material, e.g., the specific web page address on the Sites;
- Information reasonably sufficient to permit us to contact the party alleging infringement, including an email address;
- A statement that the party alleging infringement has a good-faith belief that use of the copyrighted work in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the party alleging infringement is authorized to act on behalf of the copyright owner of the work that allegedly has been infringed.
Please send this notification to our copyright agent at: Dinifi Inc., Attention: Copyright Agent, 9000 Prreston View Blvd. Suite B, Dallas, Texas 75240.
13. CHANGES TO THE TERMS
14. DISPUTE RESOLUTION
15 WAIVER AND SEVERABILITY
Any waiver by Dinifi of any provision of this Agreement must be in writing. If any portion of this Agreement is found to be void, invalid or otherwise unenforceable, then that portion shall be deemed to be superseded by a valid, enforceable provision that matches the intent of the original provision as closely as possible. The remainder of this Agreement shall continue to be enforceable and valid according to terms contained herein.
If you have any questions or comments about our Terms of Service as outlined above, you can contact us at [email protected] .
9000 Prreston View Blvd. Suite B
Dallas, TX 75240
Last updated on September 9th, 2016