Terms of Use Agreement

This terms of use agreement (“Agreement”) is between Veats, Inc., a Delaware corporation (“we,” “us,” “our,” or “ourselves”) and the person or entity (“you” or “your”) that has decided to use our services as a food-service provider (“Provider”) or a customer of a Provider (“Customer”); any of our websites or apps; or any features, products, graphics, text, images, photos, audio, video, location data, computer code, and all other forms of data and communications (collectively, “Services”). BY USING THE SERVICES IN ANY WAY, YOU AGREE TO BE BOUND BY THIS AGREEMENT. If you do not accept and agree to be bound by all of the terms of this Agreement, including the Privacy Policy, posted at https://veats.app/veats/Api/PrivacyPolicy and incorporated by reference herein, do not use the Services. The terms of this Agreement are subject to change at any time. It is your responsibility to check periodically for any changes. Continued use of the Services shall constitute acceptance of any changes.

I. Description of the Services

Veats, Inc. provides a vegan food service that allows Providers--such as home cooks, bakers, private chefs, and restaurants--to create vegan food and events like supper clubs, cooking classes, and other activities. Veats allows home cooks to easily manage the booking and payment process. We host a platform and provide services to connect Providers and Customers; we do not prepare, handle, or inspect the food in any way, nor do we inspect the manner or location in which such food is prepared.

II. Your Use of the Services

A. Your Representations and Eligibility to Use Services

By registering and using the Services, you represent and warrant you: (i) have the authority and capacity to enter this Agreement; (ii) are at least 18 years old, or 13 years or older and have the express permission of your parent or guardian to use the Services; and, (iii) are not precluded or restricted in any way from using the Services, either by law or due to previous suspension from the Services.

B. Truthfulness of Information

You represent and warrant that all information you submit when using the Services is complete, accurate, and truthful. You are responsible for maintaining the completeness, accuracy, and truthfulness of such information.

C. Limited Use of Services

The Services are only for the uses specified in this Agreement. You agree that you will not use our proprietary information or materials in any way whatsoever except for use of the Services in compliance with this Agreement. We reserve the right to investigate and take legal action in response to illegal and/or unauthorized uses of the Services.

  1. You agree that our Services contain proprietary information and material that we own and is protected by applicable intellectual property and other laws, including but not limited to trademark, copyright, patent, and trade secret laws.
  2. Our ownership extends to all content, features, and functionality on the website or app, and in our communications, that is protected or protectable under the law.
  3. You agree that you will not use our proprietary information or materials in any way whatsoever except for use of the Services in compliance with this Agreement.
  4. In no way should your use of the Services be construed to diminish our intellectual property rights or be construed as a license or the ability to use the Services in any context other than as expressly permitted under this Agreement.

D. Prohibited Activities

You shall not engage in the following activities:

  1. No portion of the Services may be reproduced in any form or by any means, except as expressly permitted in this Agreement or otherwise in writing by our authorized agent.
  2. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services in any manner, and you shall not exploit the Services in any unauthorized way.
  3. Use the Services for any unlawful activities or in violation of any laws, regulations, or contractual provisions, or to induce others to do or engage in the same;
  4. Use the Services to promote violence, degradation, subjugation, discrimination or hatred against individuals or groups based on race, ethnic origin, religion, disability, gender, age, veteran status, sexual orientation, or gender identity;
  5. Access another’s account without permission of us or that person;
  6. Publish or allow to be published malicious code intended to damage any mobile device, browser, computer, server, or network hardware;
  7. Spam any comments section with offers of goods and services, or inappropriate messages;
  8. Use manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any portion of the Services;
  9. Decompile, reverse engineer, or otherwise attempt to obtain the source code of the Services; and,
  10. Solicit passwords or personal identifying information for commercial or unlawful purposes from others or disseminate another person’s personal information without that person’s permission.

E. Providers’ Responsibilities

Veats is a service that connects Providers to Customers. Veats is not a business management or licensing service. Providers are solely responsible for any licensing, approvals, and compliance with other legal or regulatory obligations relating to the operation of their businesses. Providers are solely responsible to determine and pay any taxes owed through use of our Services from the money Providers receive through the Services. Veats is not a provider of tax or legal advice and no communications from Veats should be relied upon for those purposes.

F. Agreement to Third-Party Terms

Providers may require Customers to agree to terms or enter into a contract specific to that Provider. The third-party payment processing service will require both Providers and Customers to enter into an agreement under their terms. Providers and Customers are solely responsible for reviewing those terms and agreements.

III. Payments

A. Payments and Fees

There is no charge for downloading our app.

  1. Customer: When a Customer purchases food or food services, or schedules an event, through our Services, they will be charged and agree to pay the posted price of that event, food, or food services ("Posted Price"). The Posted Price includes Veats service fee, third-party payment processing fees, and any applicable taxes.
  2. Provider: Provider is responsible for providing a Posted Price for its event, food, or food services. From the Posted Price: (a) Veats will deduct its service fee—10% of the Posted Price; (b) the payment processor will deduct its fee; and, (c) Provider will be responsible for payment of any taxes or other fees from the remainder of the Posted Price it receives. Through the current third-party payment processor (Stripe), Providers should promptly receive payment through that processor after a Customer makes a booking and the applicable Veats’ service fee and processing fees are deducted.

B. Third-Party Payment Services; Charge Disputes

The Company utilizes third-party payment services (currently, Stripe) to handle payment services. If you have an issue with charges that arise from the third-party payment service provider, you agree to contract the third-party payment service provider directly. We do not control the third-party payment service provider or its policies, and are not responsible for any issues arising from those services or the terms of those services. You should review the third-party payment service provider’s terms and policies prior to using its services.

If you have an issue with charges stemming from a Provider where an order was placed through our Services, you agree here to first contact us concerning this issue. We may direct you to attempt to address the issue with the Provider. In that circumstance, you agree to make a good-faith attempt to do so. If you cannot, both you and the Provider are permitted to provide a written account of the issue. Based upon that account, we will make a determination concerning the payment issue. You agree here to abide by that decision and acknowledge that our decision is final.

C. Refund Policy

Where a Provider cancels an event or order for food or food services for a reason other than the Customer’s violation of this Agreement or misuse of the Services, Provider will provide a full refund of the Posted Price.

A Customer will not receive a refund, in whole or in part, for cancellation of an event or order for food or food services. Once the Customer accepts the invoice for a booking or the Provider accepts the booking request (depending upon how the order is initiated), Providers will begin purchasing supplies and preparing for that event or order. Subject to the Provider’s approval, a Customer may propose a replacement attendee or recipient for the event, food, or food services.

D. Cancellation Policy

Once you have booked a food or food service through the Services, any cancellations are subject to the cancellation policy of the Provider. Customers should contact the Provider to directly concerning cancellation.

IV. Disclaimers, Waivers, and Indemnification

A. No Guarantee or Duty of Investigation for Third-Party Products and Services; Waiver

We are committed to our role in connecting vegan food provider with those interested in using those providers. However, we have no involvement whatsoever in preparing, handling, or inspecting the food, or inspecting the manner or location in which such food is prepared. We make no guarantees on and we do not investigate any food or Providers available through our Services. Any information, representations, food, or services provided by Providers using our Services is solely the product and responsibility of that Provider. Providers are solely liable for any issues with the information, representations, food, or services they provide. Providers and Customers should exercise caution when meeting with Providers and Customers through the Services and recognize here they are solely responsible for their own safety.

By using our Services, you understand you are responsible for evaluating any products, services, Providers, or Customers. You agree here that you will not use or rely on our Services for evaluative or investigatory purposes. You agree not to hold us liable for, and you waive any claim, relating to any conduct, representations, products, or services of any third-party (including Providers and Customers).

B. No Guarantee or Investigation of Posted Information

The Company does not provide any guarantees or endorsements of any third-party or user, or its content or links, provided through the Services. The Company does not investigate or otherwise review any user or third-party or its content, representations, or reviews. You accept all risks associated with any third-party, and its content, links, or related information. You agree not to hold the Company liable for any conduct or content of third parties or other users.

C. Disclaimer of Warranties

All information and services are provided on an “as is” basis without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. In addition, we do not make any warranty that access to the Services will be uninterrupted, secure, complete, error free, or meet your particular requirements.

D. Waiver of Liability

You waive any liability of or claims against us for any injuries or damages (including compensatory, punitive, special, or consequential damages) you sustain as a result of or in any way associated with using the Services. You waive any claim or liability stemming from our negligence.

Where our Services incorporate or utilize any information, software, or content of a third party, you waive any liability or claim against us based upon that information, software, or content.

E. Scope of Waiver

You understand and agree the above waivers extend to any claim of any nature or kind, known or unknown, suspected or unsuspected, regardless of when the claim first existed.

G. California-Specific Waiver and Notices

You understand and agree the above waiver includes waiver of a claim of the type identified under California Civil Code, Section 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”

The following notice is for California users: Pursuant to California Civil Code Section 1789.3: If you have a question or complaint about us, our products, or our Services please contact us at eat@veats.app. You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer affairs by telephone at (800) 952-5210 or by mail at the Department of Consumer Affairs, Consumer Information Division, 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834.

G. Indemnification

If we are subject to a complaint, a demand, mediation, arbitration, litigation, or other pursuit based upon your conduct relating to or from use of our Services, you agree to indemnify us for all costs, expenses, and fees (including attorneys’ fees by the attorneys of our choice) we expend in defending ourselves against or otherwise addressing such pursuit. Such conduct or use includes, but is not limited to, your violation of this Agreement; your use of the Services and any consequent that produces; your use of intellectual property on or through the Services; and, any such actions performed by your agent or representative, or at your direction. You agree to indemnify us as soon as we incur the costs, expenses, and fees, whether those are billed by event, or in week, month, or some other interval.

V. Limitation of Services and Termination

A. Right to Remove Content

We reserve an unrestricted right to remove content at any time without advanced notice. Nonetheless, we are not responsible for any third-party content and make no commitment or assurances that we will remove, monitor, or assess any specific third-party content, regardless of its content or character.

B. Right and Grounds to Terminate Access

To protect us and our users, we reserve an unrestricted right to refuse, terminate, block, or cancel your application to, account with, or access to the Services at any time, with or without cause. You acknowledge here that you have no right: to use of the Services should we terminate or suspend your account. Primary reasons warranting termination include (and primary reasons leading to suspension pending investigation of claims or evidence of the following):

  1. You violating any of the provisions of this Agreement;
  2. You hindering or interfering with us in providing our Services;
  3. You making misrepresentations, lying, or deceiving us; and,
  4. You using the Services in violation of: any international, federal, state, or local law; or applicable regulation, rule, or order by any regulatory, governing, or private authority, or a court of competent jurisdiction.

C. No Right to Services or Content

You neither possess nor retain any ownership of or rights to the Services, regardless of who generated the content. Upon termination, you have no right to access, retain, or have returned any such information.

D. Grant of License to User-Generated Content

You hereby grant to us a worldwide, irrevocable, non-exclusive, perpetual, fully-assignable and transferable, fully-paid, royalty-free license to use, reproduce, modify, publish, translate, create derivative works, and distribute any content that you submit in any form to our Services in any existing or future media. You also grant to us the right to sub-license these rights, and the right to bring an action for infringement of these rights.

E. Survival

After termination, we retain all rights to content as specified in this Agreement. Sections II—VI of this Agreement survive after termination.

VI. General Provisions

A. DMCA Violations

If you believe any of our content infringes on your copyright, you may request removal by contacting the following address: eat@veats.app. We will respond to all requests promptly and to the best of our ability.

B. Successors and Assignees

We may assign this Agreement to an affiliate or in connection with a merger or sale of all or substantially all of our corresponding assets. You may not assign this Agreement.

You agree that any waiver or protections afforded to us are also provided to our affiliates, directors, officers, principals, employees, agents, and successors in their roles and relationship with us. You also acknowledge that all waivers and agreements bind not only you, but any successors, heirs, agents, and other representatives.

C. Arbitration

The exclusive means of resolving any dispute or claim arising out of or relating to this Agreement (including any alleged breach thereof) or the Service shall be binding arbitration administered by the American Arbitration Association. You may not under any circumstances commence or maintain against us any class action, class arbitration, or other representative action or proceeding. You understand and accept that, by agreeing to arbitration, you are foregoing your access to a trial by jury.

D. Limitation of Liability

To the maximum extent permitted by law, in no event shall we or our agents be liable to you or any other person or entity for any direct, punitive, incidental, special, consequential, or exemplary damages. In no event shall our liability under this Agreement exceed the total amount of money paid to us by you, through our service fee, in six months prior to the alleged liability-generating occurrence.

E. Governing Law and Venue

This Agreement will be governed by and construed in accordance with the laws of the State of Colorado. The venue for any disputes including mediation, arbitration, or litigation shall be Denver, Colorado. You agree to waive the following defenses to any action brought in Colorado: forum non conveniens and lack of personal jurisdiction.

F. Waiver

If one party waives any term or provision of this Agreement at any time, that waiver will only be effective for the specific instance and specific purpose for which the waiver was given. If either party fails to exercise or delays exercising any of its rights or remedies under this Agreement, that party retains the right to enforce that term or provision at a later time.

G. Severability

If any provision of this Agreement is invalid or unenforceable, whether by the decision of an arbitrator or court, by passage of a new law, or otherwise, the remainder of this Agreement will remain in effort and be construed and enforced consistent with the purpose of this Agreement, to the fullest extent permitted by law. Furthermore, if a provision is deemed invalid or unenforceable, you agree that provision should be enforced to the fullest extent permitted under the law, consistent with its purpose.

H. Understanding of Agreement

You acknowledge that you understand the terms and conditions of this Agreement. You also acknowledge that you could discuss these provisions with a lawyer at your own expense prior to entering into this Agreement, and have either done so or chosen not to do so in entering this Agreement. Regardless of your choice, you intend to be fully bound by this Agreement.

I. Entire Agreement

This Agreement, together with the Privacy Policy, constitutes the entire agreement between us, and supersedes all prior agreements, representations, and understandings, oral or written, between us.