The following constitute the terms and conditions of access and use (‘TOU’) of this website (www.allseated.com) (the ‘Website’) and the services and software described and available through the Website, including any browser extensions, mobile applications and other downloadable apps we may provide (the ‘Services’). The Website and Services are owned and operated by All Seated, Inc. (‘AllSeated’).

 

Acceptance of Terms

BY USING OR ACCESSING ANY PART OF THE WEBSITE OR SERVICES, YOU AGREE TO ALL OF THE TOU CONTAINED HEREIN AND THE PRIVACY POLICY, AVAILABLE AT http://www.allseated.com/ #!privacy-policy/c84x] AND INCORPORATED HEREIN BY REFERENCE (THE ‘PRIVACY POLICY’). IF YOU DO NOT AGREE TO THESE TOU, DO NOT USE OR ACCESS THE WEBSITE OR SERVICES.

 

AllSeated reserves the right, in its sole discretion, to modify or replace any of the TOU at any time. You shall be solely responsible to check the TOU periodically for changes. Your continued use of the Website and/or Services following the posting of any change to the TOU constitute acceptance of such changes. If any such change is not acceptable to you, your sole remedy is to cease accessing, browsing or otherwise using the Website and/or Services.

 You affirm, and we hereby rely on such affirmation, that you are 18 years of age or older and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these TOU and to abide by and comply with these TOU. If you are under 18 years of age, please do not register for or use the Services.

 

Definitions

 

‘Account’ means an account created by a Host, Venue, Vendor or User.

 

’Event’ means a social event that is registered for collaboration on the Website, including but not limited to a wedding, a charity function or a corporate meeting, created by either a Host, a Venue or a Vendor.

 

’Host’ means the individual or entity hosting an Event.

 

’Software’ means the software provided in object code form to end users, including without limitation the Host and/or Venue, through the Website to enable use of the Services provided through the Website or Mobile devices.

 

’User’ means any registered and authorized user of the Services, excluding the Host, the Venue and any Vendor, to which either the Host, Venue or a Vendor granted permission or otherwise invited to use an Account.

 

’Vendor’ means a vendor of event planning products or event related services.

 

’Venue’ means the venue in which the Event takes place.

 

’You’ and ‘your’ means any person using the Website and/or Services, including the User, the Venue, the Host and any Vendors. ‘We,’ ‘our’ and ‘us’ means AllSeated, its parent corporations, subsidiaries and affiliates.

 

Software

The provisions of this Section shall apply to you upon your use of the Software.

 

Subject to the terms and conditions of these TOU, AllSeated hereby grants to you a personal, non-transferable, non-sublicensable, revocable, terminable, non-exclusive license to use the Software, in object code form only, solely for your personal or business use in accordance with the terms and conditions of these TOU.

 

Neither the Software nor any portion thereof may be used by or on behalf of, accessed by, re-sold to, returned to, or distributed to any other party (whether for consideration or not), unless you have obtained prior written approval from AllSeated. You acknowledge that the source code of the Software, and the underlying ideas or concepts, are valuable intellectual property of AllSeated and you shall not (and shall not allow any third party to): (a) decompile, disassemble, or otherwise reverse engineer any encrypted or encoded portion of the Software; (b) sell, sublicense, rent, lease, distribute, market, or commercialize the Software for any purpose, including timesharing or service bureau purposes; (c) remove any product identification, proprietary, copyright or other notices contained in the Software; (d) use the Software in a manner that is not in compliance with AllSeated's specific instructions; (e) modify or create a derivative work of any portion of the Software, including any encrypted or encoded portion of the Software; or (f) publicly disseminate performance information or analysis (including, without limitation, benchmarks) from any source relating to the Software.

Notwithstanding anything to the contrary contained herein, except for the limited license rights expressly provided herein, AllSeated has and will retain all rights, title and interest in and to the Software (including, without limitation, all patent, copyright, trademark, trade secret and other intellectual property rights) and all copies, modifications and derivative works thereof. You hereby acknowledge that you obtain only a limited license right to the Software and that irrespective of any use of the words ‘purchase’, ‘sale,’ or like terms hereunder, no ownership rights are being conveyed to you under these TOU or otherwise.

 

Description and Use of the Services

AllSeated provides a simple and quick online web-based platform that facilitates collaboration for event planning, as more fully detailed in the Website.

 AllSeated hereby grants you permission to use the Website and Services, provided that: (a) you will not, nor will you permit anyone else to, copy or distribute any part of the Website in any medium without AllSeated's prior written authorization, except for the purpose as set forth in the Website and in these TOU; (b) you will not, nor will you permit anyone else to, alter or modify any part of the Website, or the Services provided through the Website; (c) you will not, nor will you permit anyone else to, publish upload, post, transmit, share, store or otherwise make available content which: (i) in any manner infringes, violates or misappropriates any third party's intellectual property rights or other proprietary rights, including copyright, trademark, privacy, publicity or other personal or proprietary rights; (ii) is misleading, deceptive or fraudulent or otherwise illegal or promotes illegal activities, including without limitation engaging in phishing or otherwise obtaining financial or other personal information in a misleading manner or for fraudulent or misleading purposes; (iii) violates any applicable laws, regulations or generally-accepted advertising industry guidelines; (iv) in any manner might be libelous or defamatory, or in a way that is otherwise malicious or harmful to any person or entity, or discriminatory based on race, color, sex, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age; (v) in any manner concerning minors, identifies them, and/or their personal details or their address and ways to contact them; (vi) includes passwords, user names and other details enabling the use of computer software, digital files, internet sites or services that require registration or payment, without such payment or registration; and (vii) in the sole discretion of AllSeated, is objectionable or which restricts or inhibits any other person from using or enjoying the Website, or which may expose AllSeated or its users to any harm or liability of any type.

 

Limitations on Use of the Services

You agree not to use or launch any automated system, including without limitation, ‘robots’, ‘spiders,’ ‘offline readers’ etc., that access the Website in a manner that sends more request messages to AllSeated's servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser. Notwithstanding the foregoing, AllSeated grants the operators of public search engines permission to use spiders to copy materials from the Website for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. AllSeated reserves the right to revoke these exceptions either generally or in specific cases. In addition, you agree not to collect or harvest any personally identifiable information from the Website or other communication systems provided by the Website for any commercial solicitation purposes.

 

Website

You acknowledge that you have requested to access, use and obtain the Services via the Website for your convenience, have made your own independent assessment of the adequacy of the Website and Services and that you are satisfied with such assessment.

 

You acknowledge and accept that AllSeated does not guarantee continuous, uninterrupted or secure access to our Website and operation of our Website may be interfered with or adversely affected by numerous factors or circumstances outside of our control.

 

The Website may contain links to third party websites that are not owned or controlled by the AllSeated. AllSeated has no control over, and assumes no responsibility or liability for, the content, privacy policies, or practices of any third party websites. In addition, AllSeated will not and cannot censor or edit the content of any third-party sites. By using the Website, you expressly relieve AllSeated from any and all liability arising from your visit and/or use of any third-party website, including linking or referring thereto. We strongly encourage you to read the terms and conditions and privacy policies of each other third-party website that you visit or use as they affect your rights and liabilities under the law.

 

Registration

To be registered as a user of the Services via the Website, whether as a Host, Venue, Vendor or User, you hereby agree to: (a) provide, upon registration, true, accurate, current and complete information details about yourself; and (b) maintain and promptly update your registration data, keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, incurrent and incomplete, AllSeated has the right to suspend or terminate your user account and refuse any and all of your current or future use of the Services (or any part thereof).

 

Upon registration to the Website and Services, an Account is created, as more fully set forth below.

 

Account/Event

In order to use the Services, you must open an Account.

 

You may open and/or use several Accounts simultaneously. In addition, each Account may have access to several Events.

 

An Event may be created by a Host, a Venue or a Vendor; however, in order to access an Event not initially created by you, you are required to receive specific permission and /or an invitation from the Host, the Venue or the Vendor which created such Event. 

 

Notwithstanding the foregoing, the Host shall be solely responsible for the Event created by either the Host, or the Venue or a Vendor for the Host, and the Event shall be owned solely by the Host applicable to such Event. The Host shall have sole rights in and to the Event Content (as defined and more fully set forth below).

 

You are responsible for maintaining the confidentiality of the password to the Account(s). You agree to immediately notify AllSeated of any unauthorized use of a password for an Account or Event or any other breach of security and ensure that you exit from an Account and/or Event at the end of each session. AllSeated cannot and will not be liable for any loss, damage or other liability arising from your failure to comply with this requirement. The Event may only be closed by that Event's Host and the Event Content (defined below) may be saved for future use only by such Host.

 

Intellectual Property Rights - Content

The content of the Website, including without limitation, the text, content of text, software, scripts, graphics, form and the like (the ‘Website Content’) and the trademarks, service marks and logos contained and embodied therein, are owned by or licensed to AllSeated, and are subject to copyright and other intellectual property rights under U.S. laws, foreign laws and international conventions. The Website Content is provided to you ‘AS IS’, without any warranty, for your information and use only, and it may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of AllSeated. AllSeated reserves all rights in and to the Website and the Website Content.

 

The content of the Event, including without limitation the text, content of text and the like (the ‘Event Content’), is the sole responsibility of the creator of the related Account, and is subject to intellectual property rights under U.S. laws, foreign laws and international conventions. AllSeated shall not be liable or responsible for the Event Content. The Event Content provided by any individual using the Account is provided for and may only be used in connection with that Event, and Users acknowledge that such Event Content may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the Account creator or as permitted by the owner of the Event Content.  Notwithstanding the foregoing, AllSeated may use Event Content consistent with these TOU, the Privacy Policy and applicable law.

 

Copyright Infringement

AllSeated respects the intellectual property of others and asks that you do too. AllSeated responds to notices of alleged copyright infringement if they comply with the law, and such notices should be reported to us. We reserve the right to delete or disable Event Content alleged to be infringing and terminate accounts of repeat infringers. Our designated agent for notices of alleged copyright infringement regarding the Services can be contacted at allseated@allseated.com.

 

Advertising Material

By using the Services, you agree to receive information, texts, advertisements for products and/or services, notices and/or other materials from AllSeated and its partners (the ‘Advertising Material’). Such Advertising Material may be personalized and assigned to individual user/s to meet specific needs and requirements, according to relevancy as shall be determined by AllSeated at its sole discretion. Such personalization may be based on information retrieved by AllSeated resulting from your use of the Services. You hereby release AllSeated from any and all liability arising from receiving such Advertising Material regardless of its origin, contents and/or their context.  You may opt out of receiving Advertising Material at any time in accordance with the Privacy Policy.

 

Relationship

You agree that your relationship with AllSeated is governed by these TOU and the Privacy Policy.  You understand that the Advertising Material may contain offers or information from third parties, including Vendors that have established Accounts with AllSeated.  AllSeated is not and shall not be deemed to be a party to any contractual, commercial or other engagement between you and any other third party, whether such engagement was a result of your use of the Website or the Services or in connection therewith or otherwise.

 

Termination

AllSeated may, at its sole discretion, terminate the Website, your password, Account (or any part thereof) and/or your right to use the Services, and remove and discard any and all of the Event Content for any reason, or no reason, including without limitation for lack of use, failure to timely pay the fees if and when such fees are charged, or if AllSeated believes that you have violated or acted inconsistently with the letter or spirit of these TOU.

 

You hereby agree that any termination of your right to use the Services may be effected without prior notice and you hereby acknowledge and agree that AllSeated may immediately deactivate or delete an Account and all related Event Content and/or bar any further access to an Account and/or the Services.

 

Further, you hereby agree that AllSeated shall not be liable to you or to any third party for any termination of your right to use or otherwise access the Services.  You are responsible for (1) making all arrangements necessary for you to have access to the Services and (2) ensuring that all persons who access the Services through your internet connection are aware of these TOU and comply with them.

 

All provisions of these TOU that by their nature should survive termination of your right to use the Services shall survive such termination, including without limitation all limitation of liability, disclaimer of warranties and intellectual property protection.

 

Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY LAW, ALLSEATED, ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONSULTANTS, AGENTS AND AFFILIATES, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE, THE SERVICES AND THE USE THEREOF AND IN CONNECTION WITH THIRD PARTY ENGAGEMENTS. ALLSEATED MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE USE OF THE WEBSITE AND/OR THE SERVICES THEREIN IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE AND ABOUT ANY CONTENT INCLUDING WITHOUT LIMITATION THE EVENT CONTENT OR THE CONTENT OF ANY SITES LINKED TO THE WEBSITE OR ANY OTHER THIRD PARTY WEBSITE OR OTHER SERVICES, WHETHER ONLINE OR OFFLINE. ALLSEATED ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF SUCH CONTENT INCLUDING WITHOUT LIMITATION THE EVENT CONTENT OR THIRD PARTY CONTENT OR SERVICES, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE WEBSITE, THE SERVICES, OR THIRD PARTY ENGAGEMENT (III) ANY UNAUTHORIZED ACCESS TO OR USE OF ALLSEATED'S SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY OR USER, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE INCLUDING WITHOUT LIMITATION THE EVENT CONTENT. ALLSEATED DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE WEBSITE OR FROM THE WEBSITE, OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING; ALLSEATED WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR OR IN ANY WAY LIABLE IN CONNECTION WITH ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDER OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

 

AllSeated does not warrant that your use of the Software will be uninterrupted or error-free or that any security mechanisms implemented by the Software will not have inherent limitations. THE SOFTWARE AND ALL SERVICES ARE PROVIDED ‘AS IS’. ALLSEATED MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF THIRD PARTY RIGHTS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. NO LICENSOR, DEALER, DISTRIBUTOR, RESELLER, AGENT OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATIONS, EXTENSIONS, OR ADDITIONS TO THIS WARRANTY.

 

Limitation of Liability

IN NO EVENT SHALL ALLSEATED, ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONSULTANTS, AGENTS AND AFFILIATES, BE LIABLE FOR ANY, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM THE USE OF, THE VISIT IN, THE ENGAGEMENT WITH ANY THIRD PARTY PURSUANT TO USING THE WEBSITE AND RELATED SERVICES AND/OR THE LINKING FROM THE WEBSITE AND/OR THE SOFTWARE, ALLSEATED'S SECURE SERVERS, THIRD PARTY WEBSITES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ALLSEATED IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IN THE EVENT THAT NOTWITHSTANDING THE FOREGOING, ALLSEATED IS FOUND LIABLE FOR DAMAGES OF ANY KIND IN CONNECTION WITH THE SOFTWARE, THE WEBSITE, THE SERVICES AND/OR THESE TERMS OF USE, IN NO EVENT SHALLSUCH LIABILITY EXCEED USD1,000. ALLSEATED MAKES NO REPRESENTATIONS THAT THE WEBSITE AND/OR SERVICES ARE LEGALLY OR OTHERWISE APPROPRIATE OR AVAILABLE FOR USE IN YOUR LOCATION. THOSE WHO ACCESS OR USE THE SOFTWARE, THE WEBSITE AND/OR SERVICES MAY DO SO AT THEIR OWN FREE WILL AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAWS.

 

Indemnity

You agree to defend, indemnify and hold harmless AllSeated, its parent corporations, subsidiaries and affiliates, officers, directors, shareholders, employees, consultants and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) a violation by you of any term of these TOU; (ii) a violation by you of any third party right, including without limitation any copyright, property, or privacy right, while using the Website or providing any Event Content in connection thereto which you do not own. This obligation for defense, indemnification and holding harmless will survive the termination or expiration of these TOU and your use of the Website and/or Services.

 

Export Control

You shall comply with all applicable government trade and export control laws and regulations with respect to the Services and the Software and the use thereof. You agree that the Services and the Software will not be used in any country and/or in any manner prohibited by any applicable law in any jurisdiction.

 

Assignment

Your rights and obligations under these TOU may not be transferred or assigned by you, but may be assigned by AllSeated without restriction.

 

General

These TOU shall be governed by the laws of the State of California, USA, without regard to its conflict of laws principles. Any claim or dispute between you and AllSeated that arises in whole or in part from the Website or the Services shall be decided exclusively by a court of competent jurisdiction located in the State of California, USA. These TOU, together with AllSeated's Privacy Policy and any other legal notices published by AllSeated on the Website or any other specific agreement executed between you and AllSeated, shall constitute the entire agreement between you and AllSeated concerning the Website and/or the Services and/or the use thereof. If any provision of these TOU is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these TOU, which shall remain in full force and effect. No waiver of any term of these TOU shall be deemed a further or continuing waiver of such term or any other term, and AllSeated's failure to assert any right or provision under these TOU shall not constitute a waiver of such right or provision. YOU AND ALLSEATED AGREE THAT ANY CLAIM AND/OR ACTION ARISING OUT OF OR RELATED TO THE WEBSITE, THE SERVICES AND/OR THE USE THEREOF, MUST BE FILED AND/OR SUBMITTED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OF SUCH CLAIM ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

 

Revised as of: August 29, 2015