Terms & Conditions
Effective: August 1, 2023
1. Your Access to the Service
- Internet Access.
When using the Service on your mobile, laptop, desktop, or other device (your “Device”), you acknowledge and agree that you are responsible for (i) maintaining Internet access for your Device and (ii) any Internet connection and telecommunications fees and charges that you incur.
- Your Device
Urban Plates is not responsible for the operation of your Device. You are responsible for ensuring the system functions of your Device are in working order when accessing the Service, including, but not limited to screen display operation features of your Device.
- No Guarantee
Access to the Service may be suspended temporarily and without notice (i) in the event of system failure, (ii) for maintenance or repair, (iii) where we reasonably suspect there has been a breach of these Terms, (iv) for reasons reasonably beyond our control, or (v) as otherwise explained in these Terms.
2. Permitted Use and Restrictions
- License Grant
Subject to the terms and conditions of these Terms, Urban Plates hereby grants you a limited, non-exclusive, personal, non-transferable, non-sublicensable, non-assignable license to access and use the Service (including updates and upgrades that replace or supplement it in any respect and which are not distributed with a separate license, and any documentation) solely for your personal use on a Device that you own or control. We reserve all other rights that are not granted in these Terms.
- Use Restrictions
You may not access or use the Service in any way that is not expressly permitted by these Terms. You may not: (i) cause, permit or authorize the modification, copy, creation of derivative works, translation, reverse engineering, decompiling, disassembling, or hacking of the Service; (ii) sell, assign, rent, lease, or grant rights in the Service, including, without limitation, through sublicense, to any other person or entity; or (iii) use the Service for any unlawful, prohibited, abnormal, or unusual activity as determined by Urban Plates in its sole discretion.
In order to access and use the Service or register an Account you must be an individual at least 16 years of age or a duly organized, validly existing business, organization, or other legal entity in good standing under any and all applicable laws and able to enter into legally binding contracts. Individuals under the age of 16 are not permitted to utilize the Service.
We may, but are not obligated to, monitor, or review our Service at any time. If we become aware of any possible violations by you of these Terms, we reserve the right to investigate such violations, and we may, at our sole discretion, immediately terminate your license to use the Service pursuant to Section 16 (Termination) below.
- Violation of these Terms.
You must not use (or permit a third-party to use) the Service: (i) in any unlawful manner, for any unlawful purpose, or to act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the Service or any operating system used by the Service; (ii) in a way that could damage, disable, overburden, impair or compromise our systems or security, or interfere with other users; (iii) to collect or harvest any information or data from the Service or our systems or attempt to decipher any transmissions to or from the servers running the Service; (iv) via use of a robot, spider, or other automated device to monitor or copy the Service or any information provided by the Service; (v) to send, knowingly receive, upload, download, use or re-use any material which does not comply with these Terms; or (vi) to transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation (spam). You acknowledge and agree that you are solely responsible, and Urban Plates has no responsibility or liability to you or any other person or entity for, any breach by you of these Terms or for the consequences of any such breach.
4. User Accounts and Security
- User Accounts
To use certain features of the Service, you may be required to create an Urban Plates account and provide us with a username, password, email, and certain other information about yourself. You are solely responsible for the information associated with your account and anything that happens related to your account. You agree to provide true, accurate, current, and complete information as requested by any forms and maintain and update such information to keep it true, accurate, current, and complete. Your failure to maintain true, accurate, current, and complete account information may result in your inability to access or use our Service.
- Account Security
Maintaining account security is very important. You are solely responsible for maintaining the confidentiality of your account passwords. You agree to notify Urban Plates immediately if you become aware of any unauthorized use of your password or your account.
- Account Sharing or Transfers
Accounts are registered to you personally and may not be sold, traded, gifted, or otherwise transferred at any time under any circumstances. You may not share your account with, or disclose your password to, anyone else.
You agree to pay all applicable fees and taxes incurred by you or anyone using your account. YOU ACKNOWLEDGE YOU ARE FULLY LIABLE FOR ALL CHARGES TO YOUR ACCOUNT, INCLUDING ANY UNAUTHORIZED CHARGES.
- Account Deletion by You
You may delete your account at any time by logging into your account and clicking on the “Delete Account” link located in your profile.
- Account Deletion by Us
Urban Plates may terminate your account at any time for any reason or no reason, including if: (a) Urban Plates determines that you are (i) in breach of or otherwise acting inconsistently with these Terms or (ii) engaging in fraudulent or illegal activities or other conduct that may result in liability to Urban Plates; (b) Urban Plates determines it is required by law to terminate your account; or (c) Urban Plates decides to stop providing the Service or critical portions of the Service. When terminating your account, Urban Plates may delete your account and the information in it. You have no ownership rights to your account.
5. Terms of Sale and Payments
- Billing Policies
If you choose, at your sole discretion, to purchase our Products (defined below), you acknowledge that you will be required to provide a current, valid, accepted method of payment (“Payment Method”) and you agree that we may charge your Payment Method. Urban Plates uses authorized third parties for the purpose of processing your transactions and credit card authorizations. By submitting Payment Method details to us or our third-party processors, you grant (or otherwise authorize) Urban Plates the right to store and process your information with such third parties. You agree that Urban Plates is not responsible for any failures of such third parties to adequately protect your information.
All prices are listed in US dollars and all payments must be made in US dollars. Urban Plates is not responsible for any exchange rates or fees incurred by you from your chosen Payment Method.
- Product Availability
The Service enables Urban Plates to offer, to you and other users, various food, beverage, and other related products (collectively, the “Products”). The Products advertised or otherwise made available for purchase via the Service or any Third-Party Service (defined below) are determined solely by Urban Plates. We reserve the right to modify, discontinue, suspend or otherwise limit the sales of any of our Products to any person, based on geographic region, jurisdiction, availability or otherwise, and you acknowledge that we may exercise this right on a case-by-case basis. Urban Plates will have no liability to you or to any third party for any such modification, discontinuation, suspension, limitation or unavailability of any Products. We cannot guarantee the availability of a particular product at any particular time, and we reserve the right to change and/or cancel our Product offerings through the Service, without notice, at any time. All prices displayed through the Service are exclusive of taxes and shipping charges. All orders are subject to acceptance and availability. If any Product is discontinued or otherwise becomes unavailable, Urban Plates reserves the right to cancel your order and provide you a refund for the amount paid for the product.
- Product Pricing
Any Product pricing listed on any part of the Service or any Third-Party Service is subject to change without notice to you. Urban Plates reserves the right to, at any time, modify such pricing, for any Product, without advance notice to you. We will not be liable to you or to any third party for any such modification.
Except as approved by Urban Plates in its sole discretion, all fees paid are non-refundable.
6. Third-Party Services, Links and Materials
- Third-Party Services.
We may provide you with access, via the Service, to certain tools and services provided by third parties, including any Delivery Services (defined below) each a “Third-Party Service”). You acknowledge that we neither monitor nor have any control over any Third-Party Service and agree that your use of any Third-Party Services offered through the Service is entirely at your own risk and discretion. You should ensure that you are familiar with and approve of the terms and conditions upon which such Third-Party Services are provided by the relevant third-party provider (“Third-Party Terms”). Any Third-Party Service to which we provide you access, whether via a hyperlink provided via the Service, is provided by Urban Plates “as is” and “as available,” without any warranties, representations or conditions of any kind and without any endorsement by us. Urban Plates will have no liability whatsoever arising from or relating to your use of any Third-Party Services.
- Third-Party Links; Third-Party Materials.
We may, via hyperlinks provided through the Service (“Third-Party Links”), provide you with the ability to access certain third-party websites and content owned or offered by third parties (“Third-Party Materials”). Any Third-Party Links you click on via the Service may direct you to Third-Party Materials that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy of, and we do not warrant and will not have any liability or responsibility for, any Third-Party Materials. We are not liable for any harm or damages related to the purchase or use of any goods, services, resources, content, or any other transactions made in connection with any Third-Party Links or Third-Party Materials. Please carefully review the applicable third-party’s policies and practices and make sure you understand them before you engage in any such transaction. Complaints, claims, concerns, or questions regarding any Third-Party Services, Third-Party Links, or Third-Party Materials should be directed to the applicable third party.
- Delivery Services
7. Plate Pass Subscriptions
The Service allows you to enroll in our Plate Pass membership subscription (“Plate Pass”) through your user account. If you enroll in Plate Pass, you will be charged $5.00 per month (the “Subscription Fee”) and will receive a 20% savings on all main menu food and beverage purchases made at the restaurant or via the Service for the duration of your membership. For more details about Plate Pass, please visit the Plate Pass FAQ & Rules page at www.urbanplates.com/plate-pass/.
- Payment Method.
To enroll in Plate Pass, you may be required to provide a current, valid, accepted Payment Method. You authorize us to charge any Payment Method associated with your account in case your primary Payment Method is declined or no longer available to us for payment. You remain responsible for any uncollected amounts. Urban Plates uses authorized third parties for the purpose of processing your transactions and credit card authorization. By submitting Payment Method details to us or our third-party processors, you grant (or otherwise authorize) Urban Plates the right to store and process your information with such third parties. You agree that Urban Plates will not be responsible for any failures of such third parties to adequately protect your information. If a payment is not successfully settled—for example, due to expiration of a credit card, insufficient funds, or otherwise—we may suspend your Plate Pass subscription until we have successfully charged a valid Payment Method. For some Payment Methods, the issuer may charge you certain fees. Check with your Payment Method service provider for details. WHEN YOU ENROLL IN PLATE PASS, WE MAY SUBMIT PERIODIC CHARGES WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD (AS DESCRIBED BELOW). SUCH NOTICE WILL NOT AFFECT ANY CHARGES SUBMITTED BEFORE WE COULD REASONABLY ACT TO TERMINATE YOUR AUTHORIZATION OR TO CHANGE YOUR PAYMENT METHOD OR THE SUBSCRIPTION.
- Updating Your Payment Method.
You can update your Payment Method by logging into your account or you may contact us at the details in Section 23 (Contact Information). We may also update your Payment Method using information provided by Payment Method service providers. Following any update, you authorize us to continue to charge the applicable Payment Method(s).
You can cancel or make changes to your Plate Pass subscription at any time by logging into your account. You may also cancel your subscription by contacting us at [email protected].
- Changes to the Plate Pass Plan or Price.
We reserve the right to change the Plate Pass subscription or adjust the Subscription Fees or discounts for the subscription or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms, any Subscription Fee changes will take effect following notice to you.
8. Submitted Content and Reviews
Urban Plates is not the source of, does not verify or endorse, and takes no responsibility for the content of communications or any material submitted or made available through the Service via any function that allows a user to leave reviews, or share content (the “Submitted Content”). Submitted Content is entirely the responsibility of the person from whom such content originated. You therefore may be exposed to content that is offensive, unlawful, harmful to minors, obscene, indecent, or otherwise objectionable. Submitted Content may be protected by intellectual property rights owned by third parties. You are responsible for the content you choose to communicate and access using the Service. In particular, you are responsible for ensuring that you do not submit material that (i) is protected by copyright, contains trade secrets or otherwise is subject to third-party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from the rightful owner; (ii) is false or is a misrepresentation; (iii) is offensive, unlawful, harmful to minors, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or that encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise objectionable; or (iv) impersonates another person. Urban Plates may in its sole discretion block, prevent delivery of, or otherwise remove the content of communications as part of its effort to protect the Service or its users, or otherwise enforce these Terms. Further, Urban Plates may in its sole discretion remove or decline to publish such content on the Service and terminate your account if you submit any content that is in breach of these Terms.
Urban Plates does not claim ownership of any of your Submitted Content. With respect to all of your Submitted Content, you grant Urban Plates a perpetual, irrevocable, non-terminable, transferable, worldwide, royalty-free, sublicensable, fully paid-up, non-exclusive and transferable license to use, reproduce, distribute, prepare derivative works of, display, modify, copy and perform the Submitted Content or any part of the Submitted Content in connection with the Service and Urban Plates’ (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any and all media formats and through any and all media channels. You also hereby grant each user of the Service a non-exclusive license to access your Submitted Content through the Service while the Submitted Content is made available through the Service. You hereby represent warrant, and covenant that any Submitted Content you provide does not include anything (including, but not limited to, text, images, music, or video) to which you do not have the full right to grant the license specified in this Section 8 (Submitted Content and Reviews).
You acknowledge and agree that: (i) by using the Service, you may be exposed to content that you may find offensive or indecent and you do so at your own risk; (ii) you are solely responsible for, and Urban Plates has no responsibility to you or any third party for any Submitted Content that you create, submit, post or publish on or through the Service; (iii) Urban Plates does not guarantee any confidentiality with respect to your Submitted Content; and (iv) Urban Plates is not responsible for any Submitted Content provided by third parties that you may have access to through your use of the Service and all Submitted Content is the responsibility of the person from whom such Submitted Content originated. You acknowledge and agree that (y) Urban Plates has no control over and is not responsible for the use of Submitted Content by its users, including any user that has downloaded Submitted Content to a personal device; and (z) Urban Plates may not be able to remove Submitted Content that is downloaded onto a user’s Device. Urban Plates does not endorse any Submitted Content, or any opinion, recommendation, or advice expressed therein, and expressly disclaims any and all liability in connection with Submitted Content.
You acknowledge that Urban Plates has the right to pre-screen your Submitted Content but has no obligation to do so. At Urban Plates’ sole discretion, any Submitted Content may be included in the Service in whole or in part in modified form. In addition, Urban Plates and its designees shall have the right, but not the obligation, in their sole discretion, to refuse or remove any Submitted Content that is available via the Service that violates these Terms or is otherwise objectionable including, but not limited to, being unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene, or violating any party’s intellectual property.
You acknowledge that your Submitted Content is your sole responsibility. You agree that, under no circumstances, will Urban Plates be liable in any way for any Submitted Content, including, but not limited to, any errors or omissions in any Submitted Content, or any loss or damage of any kind incurred as a result of the use or distribution of any Submitted Content transmitted or otherwise made available via the Service.
9. DMCA Notice
Urban Plates has adopted a policy that provides for the suspension and/or termination of any user who is found to have infringed on the rights of Urban Plates or of a third party or otherwise violated any intellectual property laws or regulations. Urban Plates’ policy is to investigate any allegations of copyright infringement brought to its attention.
If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want Urban Plates to delete, edit, or disable the material in question, you must provide Urban Plates with all of the following information (as required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act) to our designated copyright agent set forth below:
- A physical or electronic signature of the copyright owner or the person authorized to act on behalf of the owner of an exclusive copyright that is allegedly infringed;
- Identification of the copyrighted work (or works) claimed to have been infringed;
- Identification of the material that is claimed to be infringing and information reasonably sufficient to permit Urban Plates to locate the material (providing URLs in the content of an email is the best way to help us locate content quickly);
- Information reasonably sufficient to permit Urban Plates to contact you, including your address, telephone number, and e-mail address at which you may be contacted;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by you, or your agent, or the law;
- A statement made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.
- See 17 U.S.C 512(c)(3) for further information.
For this notification to be effective, you must provide it to Copyright Manager by email at [email protected]. You can also mail your DMCA request to:
Attn: Copyright Manager
Urban Plates LLC
420 Stevens Ave, Ste 150
Solana Beach, CA 92075
Mailing DMCA notices may delay the processing of your request. Only copyright complaints should be sent to the Designated Agent. No other communications will be accepted or responded to.
If you fail to comply with each requirement above, your DMCA notice may not be valid and may not be acknowledged. Once proper notice is received by the Designated Agent, it is Urban Plates’ policy to investigate the claim and notify the alleged infringer of your claim. If we determine that you have raised a legitimate copyright claim, we will remove or disable access to the infringing material and notify the content provider, member, or user that we have removed or disabled access to the material. In addition, repeat offenders will have the infringing material removed from the system and Urban Plates will terminate such content provider’s, member’s, or user’s access to the Service.
If you believe that the material that was removed or to which access has been disabled is either not infringing, or you believe that you have the right to post and use such material from the copyright owner, the copyright owner’s agent, or pursuant to the law, you must send a counter-notice containing the following information to the Designated Agent:
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
- A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled;
- Your name, address, and telephone number; and
- A statement that you consent to the jurisdiction of the federal district court in the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which you may be found and that you will accept service of process from the person who provided the initial notification of alleged infringement.
If a counter-notice is received by the Designated Agent, Urban Plates may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member, or user, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Urban Plates’ discretion.
10. Idea Submissions
We welcome feedback from our users and appreciate your comments regarding our Service. However, our company policy does not permit us to accept or consider ideas, suggestions, proposals, or materials (“Submissions”) that we have not specifically requested. This policy is intended to help us, and our customers avoid future misunderstandings when new products or services developed internally by our employees might be similar or even identical to a customer’s idea.
11. Intellectual Property Rights
The Urban Plates name and logo are trademarks and service marks of Urban Plates. You do not have the right to use any of our trademarks, service marks, or logos, and your unauthorized use of any of these may be a violation of federal and state trademark laws.
You acknowledge that all intellectual property rights in the Service, whether registered or unregistered, including but not limited to rights in graphics, logos, “look and feel,” trade dress, structure, organization, code, and all other content in the Service and compilation thereof, anywhere in the world, belong to us or our licensors and are valuable trade secrets and confidential information of Urban Plates, and are protected by intellectual property laws. Except for your Submitted Content, you acknowledge and agree that Urban Plates, and/or its licensors, own all rights, titles, and interests in and to the Service, including all intellectual property, industrial property, and proprietary rights recognized anywhere in the world at any time and that the Service is protected by U.S. and international copyright laws. Further, you acknowledge that the Service may contain information that Urban Plates has designated as confidential, and you agree not to disclose such information without Urban Plates’ prior written consent. Nothing posted on the Service grants a license to any Urban Plates trademarks, copyrights, or other intellectual property rights, whether by implication, estoppel or otherwise. You should assume that everything you see or read on the Service is proprietary information protected by copyright or trademark unless otherwise noted and may not be used except with the written permission of Urban Plates. When accessing the Service, you agree to obey the law and to respect the intellectual property rights of others. Your use of the Service is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property.
12. SMS/MMS Mobile Messaging Program Terms and Conditions
- Signing Up and Opting-In to the Program
Enrollment in the Program requires you to provide your mobile phone number and to agree to these terms and conditions. You may not enroll if you are under 18 years old (or under 19 years old in Alabama and Nebraska). Before the Program starts, you will need to verify the mobile phone number you provided by responding to a text message to your mobile phone that affirms your choice to opt-in to this Program and your agreement to these Terms. Urban Plates reserves the right to stop offering the Program at any time with or without notice.
- By opting into the Program, you:
• authorize Urban Plates to use autodialer or non-autodialer technology to send text messages to the mobile phone number associated with your opt-in (i.e., the number listed on the opt-in form or, if none, the number from which you send the opt-in, or, if none, the number on file for the account associated with your opt-in).• acknowledge that you do not have to agree to receive messages as a condition of purchase.• confirm that you are the subscriber to the relevant phone number or that you are the customary user of that number on a family or business plan and that you are authorized to opt in.• consent to the use of an electronic record to document your opt-in.
- Messages You May Receive
Once you affirm your choice to opt-in to the Program, your message frequency may vary. You may receive an alert when:
• you are welcomed into the Program
• make a purchase
• complete a visit
• there are general marketing or promotions
Without limiting the scope of the Program, users that opt into the Program can expect to receive messages concerning the marketing and sale of services and events.
- Charges and Carriers
Message and data rates may apply. Please consult your service agreement with your wireless carrier or contact your wireless carrier to determine your phone’s pricing plan and the charges for sending and receiving text messages. You acknowledge that you are responsible for any message, data or other charges incurred (usage, subscription, etc.) as a result of using the Program.
Supported carriers vary and may not be available on all wireless carriers. Urban Plates may add or remove any wireless carrier from the Program at any time without notice. Urban Plates and mobile carriers are not responsible for any undue delays, failure of delivery, or errors in messages.
- To Stop the Program
If you do not wish to continue participating in the Program or no longer agree to this Agreement, you agree to reply STOP, END, UNSUBSCRIBE, or QUIT to any mobile message from Urban Plates in order to opt out of the Program. You may receive an additional mobile message confirming your decision to opt out. You understand and agree that the foregoing options are the only reasonable methods of opting out. You also understand and agree that any other method of opting out, including, but not limited to, texting words other than those set forth above or verbally requesting one of our employees to remove you from our list, is not a reasonable means of opting out.
- Mobile Phone Number Change
In the event that you change or deactivate your mobile phone number, you agree to notify Urban Plates by emailing Urban Plates at [email protected].
- MMS Disclosure
The Program will send SMS terminating messages if your mobile device does not support MMS messaging.
- Our Disclaimer of Warranty
The Program is offered on an “as-is” basis and may not be available in all areas at all times and may not continue to work in the event of product, software, coverage or other changes made by your wireless carrier. We will not be liable for any delays or failures in the receipt of any mobile messages connected with this Program. Delivery of mobile messages is subject to effective transmission from your wireless service provider/network operator and is outside of Urban Plates’ control.
- Participant Requirements
You must have a wireless Device of your own, be capable of two-way messaging, be using a participating wireless carrier, and be a wireless service subscriber with text messaging service. Not all cellular phone providers carry the necessary service to participate. Check your Device capabilities for specific text-messaging instructions.
- Duty to Notify and Indemnify
If at any time you intend to stop using the mobile telephone number that has been used to subscribe to the Program, including canceling your service plan or selling or transferring the phone number to another party, you agree that you will complete the User Opt-Out process set forth above prior to ending your use of the mobile telephone number. You understand and agree that your agreement to do so is a material part of these Terms. You further agree that, if you discontinue the use of your mobile telephone number without notifying Urban Fees of such change, you agree that you will be responsible for all costs (including attorneys’ fees) and liabilities incurred by Urban Plates, or any party that assists in the delivery of the mobile messages, as a result of claims brought by individual(s) who are later assigned that mobile telephone number. This duty and Agreement shall survive any cancellation or termination of your agreement to participate in any of our Programs. YOU AGREE THAT YOU SHALL INDEMNIFY, DEFEND, AND HOLD US HARMLESS FROM ANY CLAIM OR LIABILITY RESULTING FROM YOUR FAILURE TO NOTIFY US OF A CHANGE IN THE INFORMATION YOU HAVE PROVIDED, INCLUDING ANY CLAIM OR LIABILITY UNDER THE TELEPHONE CONSUMER PROTECTION ACT, 47 U.S.C. § 227, et seq., OR SIMILAR STATE AND FEDERAL LAWS, AND ANY REGULATIONS PROMULGATED THEREUNDER RESULTING FROM US ATTEMPTING TO CONTACT YOU AT THE MOBILE TELEPHONE NUMBER YOU PROVIDED
You agree to indemnify and hold us and our affiliates, and their respective business partners, licensees, licensors, officers, directors, employees, and agents (the “Indemnified Parties”) harmless from and against any and all claims, demands, losses, damages, liabilities, costs, and expenses (including, without limitation, reasonable attorneys’ fees and costs), arising out of or in connection with: (a) your use of the Service; (b) your breach or violation of any of these Terms; or (c) your violation of the rights of any third party. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, which shall not excuse your indemnity obligations. In such event, you shall provide the Indemnified Parties with such cooperation as is reasonably requested by the Indemnified Parties.
14. Warranty Disclaimer
WE PROVIDE THE SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE MAKE NO GUARANTEE THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR FREE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. WE HAVE NO OBLIGATION TO CORRECT ANY BUGS, DEFECTS OR ERRORS IN THE SERVICE OR TO OTHERWISE SUPPORT, DEVELOP OR MAINTAIN THE SERVICE. While we take reasonable precautions to prevent the existence of computer viruses and/or other malicious programs, we accept no liability for them. We also make no promises or guarantees, whether express or implied, that the content included on the Service is accurate, complete, or up to date.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXCLUDE ALL CONDITIONS, WARRANTIES, REPRESENTATIONS AND OTHER TERMS, WHICH MAY APPLY TO THE SERVICE (INCLUDING OUR PRODUCTS) WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THE RIGHTS OF THIRD PARTIES WITH RESPECT TO THE SERVICE (INCLUDING OUR PRODUCTS) AND ALL INFORMATION AND CONTENT INCLUDED ON THE SERVICE.
No information or advice obtained through the Service, or affirmation by us, by words or actions, shall constitute a warranty.
Because some states or jurisdictions do not allow the disclaimer of implied warranties, the foregoing disclaimers may not apply to you.
15. Limitation of Liability
IN NO EVENT SHALL THE INDEMNIFIED PARTIES BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING LOST PROFITS, ANY BREACH OF SECURITY OR ANY DAMAGE TO YOUR DEVICE, LOST DATA, PERSONAL INJURY, PROPERTY DAMAGE, OR LOSSES ARISING OUT OF YOUR USE OF OR RELIANCE ON THE SERVICE OR YOUR INABILITY TO ACCESS OR USE THE SERVICE) ARISING FROM, RELATING TO, OR IN ANY WAY CONNECTED WITH THE USE OR THE PERFORMANCE OF THE SERVICE (INCLUDING OUR PRODUCTS) OR THESE TERMS, ARISING AND WHETHER FRAMED IN CONTRACT OR TORT, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF URBAN PLATES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Your sole remedy for dissatisfaction with the Service including, without limitation, our Products and content offered on the Service, is to stop using the Service (including our Products). Such limitation shall also apply with respect to damages incurred by reason of services or products received through or advertised in connection with the Service or any links on the Service, as well as by reason of any information or advice received through or advertised in connection with the Service or any links on the Service. Such limitation shall also apply with respect to damages incurred by reason of any content posted by a third-party or conduct of a third-party on the Service.
In the event the foregoing exclusion of liability is determined, in whole or in part, to be invalid or unenforceable, then the Indemnified Parties’ liability arising in connection with the Service or under these Terms whether in contract, tort (including negligence) or otherwise, shall not exceed, under any circumstances, the greater of: (i) the total amount paid for goods purchased through the Service in the preceding 30 days, or (ii) One Hundred Dollars ($100). You agree that any claim or cause of action arising under these Terms or the performance or non-performance of the Service must be brought within one year after such claim or cause of action arises or be forever barred.
THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, URBAN PLATES’ LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON URBAN PLATES’ GOVERNING LAW PROVISION SET FORTH BELOW.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
We may terminate these Terms and/or terminate your permission to use the Service immediately, without prior notice or liability, if (a) you commit any breach of these Terms, (b) we discontinue the Service, or (c) we are prevented from providing the Service for any reason.
Furthermore, we reserve the right to change, edit, suspend, delete, and/or cancel any part of the Service and/or your access to it at any time with or without notice to you: (i) if required by law, or (ii) due to an event beyond our control.
On termination of these Terms for any reason: (x) all rights granted to you under these Terms will cease immediately, (y) you must immediately cease all activities authorized by these Terms (including your use of the Service), and (z) you acknowledge that we may restrict your access to the Service. Sections 3, 10 and 13–22 will survive any termination or expiration of these Terms.
17. Communication Between Us
If you wish to contact us in writing, or if any condition in these Terms requires you to give us notice in writing, you can send this to us as indicated in Section 23 (Contact Information) at the bottom of these Terms. If we have to contact you or give you notice in writing, we may do so by email or using any other contact details you provide to us.
18. Governing Law
These Terms and any matter arising out of or relating to these Terms, and any claim, cause of action, controversy, or matter in dispute between you and us, whether sounding in contract, tort, statute, regulation, or otherwise, shall be governed by the internal laws of the State of California in the United States, consistent with the Federal Arbitration Act, without regard to any choice or conflict of laws principles (whether of the State of California or any other jurisdiction). The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded from these Terms.
19. Dispute Resolution
- User Concerns
Most user concerns can be resolved quickly and to the user’s satisfaction by contacting us at the contact details in Section 23 (Contact Information) below.
By agreeing to these Terms, you expressly agree to the arbitration of all Disputes. Any controversy, allegation, or claim that arises out of or relates to the Service, these Terms, or any additional terms, whether heretofore or hereafter arising (collectively, a “Dispute”), except for any controversy, allegation or claim that arises out of or relates to our actual or alleged intellectual property rights (an “Excluded Dispute”), shall be finally resolved by arbitration. The parties agree to arbitrate solely on an individual basis, and that these Terms do not permit class arbitration or any claims brought as a plaintiff or class member in any class or representative arbitration proceeding. The arbitrator or arbitral panel may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. In the event the prohibition on class arbitration is deemed invalid or unenforceable, then the remaining portions of the arbitration provisions will remain in force.
- Arbitration Procedures
In the event your concern cannot be resolved informally, you and Urban Plates agree that, except as provided in Section 19.6 below, all Disputes, (each a “Claim”), shall be finally and exclusively resolved by binding arbitration, which may be initiated by either party by sending a written notice requesting arbitration to the other party. Any election to arbitrate by one party shall be final and binding on the other. The arbitration will be conducted under the Streamlined Arbitration Rules and Procedures of JAMS that are in effect at the time the arbitration is initiated (the “JAMS Rules”) and under the terms set forth in these Terms. In the event of a conflict between the terms set forth in this Section 19 (Dispute Resolution) and the JAMS Rules, the terms in this Section will control and prevail.Except as otherwise set forth in Section 19.6 below, you may seek any remedies available to you under federal, state, or local laws in an arbitration action. As part of the arbitration, both you and Urban Plates will have the opportunity for discovery of non-privileged information that is relevant to the Claim. The arbitrator will provide a written statement of the arbitrator’s decision regarding the Claim, the award given, and the arbitrator’s findings and conclusions on which the arbitrator’s decision is based. The determination of whether a Claim is subject to arbitration shall be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Except as otherwise provided in these Terms, (i) you and Urban Plates may litigate in court to compel arbitration, stay proceedings pending arbitration, or confirm, modify, vacate, or enter judgment on the award entered by the arbitrator; and (ii) the arbitrator’s decision shall be final, binding on all parties and enforceable in any court that has jurisdiction, provided that any award may be challenged if the arbitrator fails to follow applicable law.IN THE CASE OF ARBITRATION AND WHERE PERMITTED BY LAW, YOU ARE AGREEING TO GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY. YOU ARE ENTITLED TO A FAIR HEARING, BUT THE ARBITRATION PROCEDURES ARE SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. ARBITRATOR DECISIONS ARE ENFORCEABLE AS ANY COURT ORDER AND ARE SUBJECT TO VERY LIMITED REVIEW BY A COURT.
The arbitration will take place in the City and County of Los Angeles, California, United States of America unless the parties agree to video, phone, or internet connection appearances.
You and Urban Plates agree that any arbitration shall be limited to the Claim between Urban Plates and you individually. YOU AND URBAN PLATES AGREE THAT (i) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (ii) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL; AND (iii) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER ARBITRATION.
- Exceptions to Arbitration
You and Urban Plates agree that the following Claims are not subject to the above provisions concerning binding arbitration: (i) any Excluded Dispute; (ii) any Claim related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (iii) any claim for equitable relief. In addition to the foregoing, either party may assert an individual action in small claims court for Claims that are within the scope of such court’s jurisdiction in lieu of arbitration.
- Arbitration Fees
If you initiate arbitration for a Claim, you will need to pay the JAMS arbitration initiation fee. If we initiate arbitration for a Claim, we will pay the costs charged by JAMS for initiating the arbitration. All other fees and costs of the arbitration will be charged pursuant to the JAMS Rules.
You and Urban Plates agree that if any portion of this Section is found illegal or unenforceable (except any portion of Section 19.6), that portion shall be severed and the remainder of the Section shall be given full force and effect. If Section 19.6 is found to be illegal or unenforceable then neither you nor Urban Plates will elect to arbitrate any Claim falling within that portion of Section 19.6 found to be illegal or unenforceable and such Claim shall be exclusively decided by a court of competent jurisdiction within the City and County of Los Angeles, California, United States of America, and you and Urban Plates agree to submit to the personal jurisdiction of that court.
20. Notice for California Residents
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
21. Additional Important Terms
The rights granted to you under these Terms may not be assigned without Urban Plates’ prior written consent, and any attempted unauthorized assignment by you shall be null and void.
Except as otherwise provided in Section 19.8, if any part of these Terms is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of the Terms shall be given full force and effect.
- Attorneys’ Fees
In the event any litigation or arbitration is brought by either party in connection with these Terms, except as otherwise provided in Section 19.7, the prevailing party shall be entitled to recover from the other party all the reasonable costs, attorneys’ fees and other expenses incurred by such prevailing party in any legal action relating to these Terms.
- No Waiver
Our failure to enforce any provision of these Terms shall in no way be construed to be a waiver of such provision, nor in any way affect our right to enforce the same provision at a later time. An express waiver by Urban Plates of any provision, condition, or requirement of these Terms shall not be understood as a waiver of your obligation to comply with the same provision, condition, or requirement at a later time.
- Equitable Remedies
You acknowledge and agree that Urban Plates would be irreparably damaged if the terms of these Terms were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to any breach of these Terms, in addition to such other remedies as we may otherwise have available to us under applicable laws.
- Entire Agreement
These Terms, including the documents referenced in these Terms, constitute the entire agreement between you and Urban Plates with respect to the Service and supersede any and all prior agreements between you and Urban Plates relating to the Service.
We may transfer our rights and obligations under these Terms to another organization but this will not affect your rights or our obligation under these Terms.
22. Changes to These Terms
We reserve the right, at our sole discretion, to amend these Terms at any time. As applicable, we will notify you of material changes to these Terms when you next access the Service (we may also email you about any material changes to these Terms). We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part of it) with or without notice.
23. Contact Information
If you have any questions or comments relating to the Service or these Terms, please contact us at:
- [email protected]
- (800) 652-4788
- 420 Stevens Ave, Ste 150, Solana Beach, CA 92075