boam Terms and Conditions
The boam Terms and Conditions (Terms) are entered into by and between you and Gigabite Inc. dba boam, a Delaware Corporation (boam). The Terms govern your access to and use of the boam website www.boam.com and all of its subdomains (collectively, the Website), the restaurant recommendation and information service platform accessed via the Website (the Platform), including any content, functionality, and services offered on or through the Website or Platform (collectively, the Services) (Website, Platform, and Services shall be collectively referred to herein as the Technology).
- Acceptance; Eligibility; Compliance; and Termination of Rights.
- Age and Eligibility Requirements. The Technology is intended for users who are 18 years or older and who are capable of entering into legally binding contracts. If you are under 18 years of age or are incapable of entering into a legally binding contract, please do not access any of the Technology, or any content, products or services provided by or through the same.
- Termination of Rights. Your right to use any of the Technology terminates immediately if you violate any provision of these Terms.
- Intellectual Property.
- Content and Marks. With the exception of content provided by you on the Technology, boam owns, licenses, or lawfully uses all of the content contained in the Technology including without limitation: (a) any text, software, graphics, photos, sounds, music, videos, designs, compilations, magnetic translations, digital conversion interactive features and the like (collectively, the Content); (b) any trademarks, service marks, trade dress, and logos, whether owned by boam or any third party (collectively, the Marks); and (c) any know-how, methodologies, equipment, or processes used by boam to provide the Technology (collectively, the Procedures). The Content, Marks, and Procedures are provided to you “as-is” for your personal non-commercial use and may not be downloaded, copied, reproduced, distributed, transmitted, broadcasted, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever not expressly permitted under these Terms without the prior written consent of boam. All rights not expressly granted under this subsection of these Terms are expressly reserved.
- Licenses to boam and Waiver of Rights. You hereby grant to boam an irrevocable, royalty-free, worldwide, assignable, sub-licensable license to: (1) use any material or content that you submit on the Technology for the purpose of (i) use of the Technology, or (ii) marketing by boam by any means and in any available media, whether now known or yet to be developed; and (2) make any and all modifications to material or content that you submit on any of the Technology. You acknowledge and agree that you waive your moral rights to be identified as the author on any and all material or content identified under this subsection of these Terms.
- Intellectual Property Complaints. boam respects the intellectual property rights of others, and requires that anyone who uses any of the Technology do the same. If you believe that your work has been copied or displayed in a way that constitutes copyright infringement or infringement of another right, please submit a notice with the following information to boam’s Copyright Agent (as designated pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512(c)(2)) via mail or e-mail as provided below:
- Your address, telephone number, and email address;
- A description of the work(s) that you claim have been infringed;
- A description of where the alleged infringing material(s) are located;
- A statement by you that you have a good faith belief that the disputed use of such work(s) are not authorized by the owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that all of the information in your notice is accurate and that you are the owner or are authorized to act on the owner’s behalf; and
- An electronic or physical signature of the person authorized to act on behalf of the owner of the work(s).
Copyright Agent:Lucas S. Michels
Ironmark Law Group, PLLC
2311 N. 45th Street, Suite 365
Seattle, Washington 98103
Tel: +1 (206) 547-1914
Should work(s) you had uploaded to the Website or Platform be removed or disabled by boam based upon a notice submitted by another Technology user or rights holder pursuant to this subsection of the Terms, and you believe that such a compliant is incorrect or submitted in error, you may submit a counter notice to boam’s copyright agent via the e-mail or mailing address detailed above including the following information:
- Your address, telephone number, and email address;
- A description of the work(s) that have been removed or to which access has been disabled and the location at which the work(s) appeared before it was removed or access to it was disabled;
- A statement by you, made under penalty of perjury, that you have a good faith belief that the work(s) were removed or disabled as a result of mistake or misidentification of material to be removed or disabled;
- A statement that you consent to (a) the jurisdiction of Federal District Court for the judicial district in which you are located (if you reside in the United States), (b) the jurisdiction of any Federal District Court in which boam may be located (if you reside outside of the United States), and (c) that you or your agent will accept service of process from the person or agent who provided the original notice to boam; and
- Your or your agent’s electronic or physical signature.
- Editing, Deleting and Modification. boam reserves the right in boam’s sole discretion to edit or delete any documents, information, or other content that you provide to the Technology.
- Indemnification. You will defend, indemnify and hold harmless boam, and any of boam’s employees, shareholders, officers, directors, agents and other affiliates (collectively, the Affiliated Parties) from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses, including, without limitation, attorneys’ fees, arising from: (a) your use or misuse of any of the Technology; (b) your violation of any terms of these Terms; (c) your violation of any third-party right, including, without limitation, any intellectual property, property, personality, or privacy right; or (d) any claim that your use of any of the Technology caused damages to a third party. Your indemnity obligation under this section of these Terms survives these Terms and your use of any of the Technology.
- Limitation of Liability. Your use of the Technology is at your sole risk. To the fullest extent permitted by law, boam disclaim all warranties, express or implied, in connection with your use of the Technology, and will in no event be liable to you for any direct, indirect, incidental, special, punitive or consequential damages, whatsoever resulting from any: (a) use of any of the Technology; (b) reliance on any of the information or content provided on or through any of the Technology; (c) use of any third-party website linked from the Technology; (d) incompatibility or inaccessibility of any of the Technology; (e) personal injury or property damage of any kind resulting from your use of any of the Technology; (f) interruption or unavailability of any of the Technology; (g) inaccurate information posted on any of the Technology; and (h) bugs, viruses or similar code which may be transmitted to or through any of the Technology. The foregoing liability limitations apply to the fullest extent permitted by law.
- Representations and Warranties. You affirm, represent and warrant that: (a) you are 18 years of age or older and are fully able and competent to enter into, accept, and comply with these Terms; (b) all information and content you provide on the Technology is accurate and truthful; (c) you will not use, copy, or distribute in any medium, any part of the Content, Marks, or Procedures other than for purposes expressly provided for in these Terms; (d) you will not alter or modify any part of any of the Technology, nor circumvent, disable, or otherwise interfere with the security, copy-protection, or use-restriction features of any of the Technology, unless expressly permitted under these Terms; (e) you will not access any of the Technology through any technology or means other than as explicitly authorized by boam (e.g. via any automated system, including without limitation, “robots” or “spiders”); (f) you will refrain from any act in relation to any of the Technology that is in breach of any law or regulation of any applicable jurisdiction; (g) you will not use any of the Technology for prohibited commercial uses including, without limitation, selling or distributing your account access information (i.e. username(s) and password(s)) for any of the Technology or copies of the Technology (in whole or part), unless expressly permitted in these Terms or by express written agreement with boam; (h) you will refrain from any act in relation to any of the Technology that will harm boam or any third party, including without limitation, your use, delivery or transmission of any viruses, unsolicited e-mails, trojan horses, trap doors, back doors, easter eggs, worms, time bombs, cancelbots, or computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information in relation to any of the Technology; (i) you will not to access without authority, interfere with, damage, or disrupt any part of the Technology, any equipment or network on which any Technology is stored, or any software used in the provision of the Technology; (j) you will refrain from any act that may infringe or breach the intellectual property rights, privacy rights, or other rights of boam, any Affiliated Party, or any other third party; (k) you will not in any way use any Technology to submit to boam or any other person or entity, any information that may be deemed obscene, indecent, pornographic, vulgar, profane, racist, sexist, discriminatory, offensive, derogatory, harmful, harassing, threatening, embarrassing, malicious, abusive, hateful, menacing, defamatory, or untrue; (l) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and you are not listed on any U.S. Government list of prohibited or restricted parties; (m) you will adopt reasonable safety precautions to protect your account username(s) and password(s) for the Technology; (n) you will ensure that any credit card information you supply to the Technology is true and complete; (0) you will ensure that any charges incurred by you on the Technology will be honored by your credit card company, and you will pay the charges you incurred on the Technology, including any applicable taxes.
- Third Parties.
- Third-Party Content. Content on third-party website or application linked from any Technology (collectively, Third-Party Content) is made available “as is”, and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, downloaded, or otherwise exploited without the authorization of such third-party website or application owner. boam is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to any Third-Party Content. boam does not endorse any content, opinion, recommendation, or advice expressed in any Third-Party Content. boam expressly disclaims any and all liability arising out of or relating to: (a) your use of any Third-Party Content; and (b) any Third-Party Content that is inaccurate, offensive, indecent, or objectionable. You expressly waive any legal or equitable rights or remedies you have or may have against boam and will indemnify and hold boam harmless to the fullest extent allowed by law regarding all matters related to your access and use of Third-Party Content.
- Third-Party Product and Service Providers. boam may use third-party product and service providers to assist in the operation of the Technology including without limitation hosting, hardware, software, networking, storage, and related technology required to provide the Technology (collectively, Third-Party Providers). boam will make a good faith effort to notify and assist in remedying any failure of any Third-Party Provider to sufficiently provide any such services, but boam will not be liable to you for any failure of a Third-Party Provider to provide any such service to the Technology.
- Third-Party Software. The Technology may include various third-party software components or software services (Third-Party Software) that are provided to you under separate license terms with owners of such Third-Party Software owners (collectively, Third-Party Terms). You are permitted to use Third-Party Software in conjunction with the Technology, provided that such use is consistent with these Terms, the Policy, and applicable Third-Party Terms. Nothing in these Terms is intended to impose further restrictions on your use of Third-Party Software in accordance with any Third-Party Terms.
- Interoperation. The Technology may also enable interoperation with certain third-party operating systems and applications not included or authorized by boam. boam does not provide you with any licenses to such third-party operating systems and applications, and it is solely your responsibility to obtain all necessary licenses for such third-party operating systems and applications from their owners’ respective vendors.
- Third-Party Marks. The Technology may include the word mark(s), trademark(s), logo(s), and trade dress of third parties (collectively, the Third-Party Marks). Usage of such Third-Party Marks on the Technology is intended solely for referencing and referral purposes, and is not intended to create any association, identification, or endorsement by such third parties of the Technology or boam. Your usage of such Third-Party Marks is subject to such third parties’ rights and restrictions, including without limitation applicable Third-Party Terms, if any.
- Enforcement After Termination. All provisions of these Terms will survive termination of your use of the Technology including without limitation ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
- General Provisions.
- Jurisdiction. The Technology is based in the United States (U.S.) and to the extent possible, are deemed passive websites and applications that do not give rise to personal jurisdiction over any of Technology, either specific or general, in jurisdictions other than the State of Washington. boam makes no representations that the Technology is appropriate or available for use in locations other than the U.S. Those who access or use boam from another jurisdiction other than the U.S. are responsible for compliance with such jurisdiction’s laws and regulations.
- Governing Law, Jurisdiction and Dispute Resolution. These Terms will be governed by and interpreted under the laws of the State of Washington. You and boam will conduct friendly negotiations to resolve any dispute arising from or out of these Terms, which may include mediation if requested by either party. Should mediation fail, you irrevocably consents to resolve any dispute or conflict arising out of or relating to the Terms by binding arbitration in Seattle, Washington by one (1) arbitrator through JAMS Dispute Resolution Services, and in accordance with the American Arbitration Association’s Commercial Arbitration Rules and Mediation Procedures. Any judgment resulting from such a proceeding will be enforceable in any applicable state or federal Court. The party substantially prevailing in any such proceeding will be entitled to recover all costs and expenses of such proceeding, including reasonable attorney’s fees and costs.
- Transferability. These Terms will be binding on and inure to the benefit of you and boam and both parties’ respective successors, assigns, heirs and personal representatives. You will not assign or transfer any right or obligation under these Terms without the prior written consent of boam and any attempted assignment without boam’s prior written consent will be null and void. boam may transfer any rights or obligations under these Terms without your prior written consent.
- Completeness and Severability. These Terms and any other legal notices published by boam on the Technology constitutes the entire Terms between you and boam concerning your use of the Technology. If any provision of these Terms is deemed invalid by a Court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which remain in full force and effect.
- Waivers. No term or provision of these Terms will be considered waived by boam, and no breach excused by boam, unless such waiver or consent is in writing and signed by boam. The waiver by boam of, or consent by boam to, a breach, of any provision of these Terms by you will not operate or be construed as a waiver of, consent to, or excuse of, any other or subsequent breach by you.
- Terms and Website Modification. boam reserves the right, at its sole discretion, to modify or replace any and all of the Terms, or change, suspend, or discontinue the Technology or any aspect or portion thereof, at any time by posting a notice on the Technology or sending you a notice through the Technology or by e-mail. boam may also impose temporary limits on certain features on the Technology or restrict access to portions or all of the Technology without notice. Your unauthorized access to restricted sections of the Technology is a violation of these Terms. boam will not be liable to you for any changes or modifications to these Terms, except as expressly stated in writing between you and boam. boam suggests that you check these Terms periodically for changes. Your use of the Technology following boam’s changes to the Terms constitutes your acceptance of such changes.
- Questions. Questions about the Technology should be sent to boam via email to email@example.com or via mail to Gigabite Inc., Attn: Services Questions, at 2815 Elliot Ave. Suite 100, Seattle, Washington 98121.