Promoter Terms and Conditions

Promoter Terms and Conditions

Thank you for visiting www.atlacarte.com which is owned and operated by atlacarte limited (hereinafter referred to as “@lacarte”, “us” or “we”).

The below are the Terms and Conditions on which we provide our services to you, whether it be via the website www.atlacarte.com, our mobile phone application or via any other platform (collectively, “the Site”). Please read these Terms and Conditions carefully as they constitute a binding legal agreement between you and us.

Please note that these Terms and Conditions apply to use of the Site by Promoters and/or any other businesses involved in the hospitality sector or any other sector that we decide to promote on the Site (“Promoters” or, individually, “Promoter”). If you intend to use the site as a user only and not to advertise and/or promote your business, you are required to agree to our User Terms and Conditions [http://atlacarte.com/promoter.html] or which can be accessed atwww.atlacarte.com.

By accessing, viewing or uploading information onto the Site by any means, you acknowledge that you have read, understood and agree to be bound by these Terms and Conditions and our Privacy Policy [http://atlacarte.com/privacy-policy.html]. We recommend that you print a copy of these Terms and Conditions and our Privacy Policy for your future reference. If you do not agree to these Terms and Conditions and our Privacy Policy then you must not use the Site or post and/or upload any material whatsoever on the Site.

Please note that before registering with this Site, you will again be required to tick a box indicating that you have read and understood the following Terms and Conditions. Furthermore, each time you post and/or upload material to the Site, you will be asked to tick a box indicating that you have read and understood the following Terms and Conditions.

1. Ownership

1.1 As outlined above, this Site is owned and operated by atlacarte limited, a limited company and registered in Ireland (Registered Number 568719) and having its registered office address at 20 Essex Street East, Dublin 2.

1.2 All rights in this Site are owned by atlacarte limited. Any unauthorised use, copying or modification is prohibited.

2. Privacy

2.1 The privacy of the users of the Site is important to us. Please read our Privacy Policy [http://atlacarte.com/privacy-policy.html] or which can be accessed at www.atlacarte.com to see how we collect, use and protect the personal information of the users of our site. We recommend that you do this before using this Site to advertise and/or promote your business and before registering with us. You understand and acknowledge that that through your use of the Site you consent to the collection and use of your information as set forth in the Privacy Policy.

3. Changes to the Terms and Conditions

3.1 We reserve the right, at our absolute sole discretion, to change, modify, add to or delete clauses contained in these Terms and Conditions at any time. When we do, we will notify you of the changes by including the word “updated” in the Terms and Conditions link on the Site for one month from the date of the change. When you seek to post and/or upload material on the Site you will be asked to accept the revised Terms and Conditions . In addition, we will send you a copy of the revised Terms and Conditions to the email address you provided when you registered as a Promoter with the Site. However it is your responsibility to regularly review the Site’s Terms of Conditions for changes. If you no longer accept these Terms and Conditions or any changes or variations to these Terms and Conditions you must cease using the Site. Your continued use of the Site is deemed to be acceptance of this these Terms and Conditions and any changes thereto.

4. Scope of our service

4.1 The Site is an online platform where Promoters can display, for example, their menus and/or information about their business and/or run promotions aimed at customers.

4.2 Upon registering as a Promoter with the Site you will be given an individual page to advertise and/or promote your business and/or run any promotions. This page will display the information about your business that you have provided to us.

4.3 You acknowledge and agree that @lacarte will be entitled to a percentage of the money generated by any promotion that is run by you, such percentage to be agreed in writing with @lacarte prior to the commencement of the promotion.

4.4 In order to avail of an offer, users will be asked to “Check-In” to the venue of the Promoter using their mobile device. In order to do this, they will be required to share their location with us. They will also have the opportunity to share pictures or posts on social media sites such as Facebook and Instagram and to rate your venue using our star rating system.

4.5 Any purchase made by a user from you is subject to your Terms and Conditions of business, as outlined in Section 7 below. We merely provide Promoters with a platform through which they can advertise and promote their business to customers. Apart from the contract between you and us pursuant to these Terms and Conditions and our Privacy Policy, any contractual relationship is between you and the user in question. We accept no responsibility or liability for any acts, errors or omissions by you and/or the user that may result in loss, damage, cost, claim, liability or expense to you or to the user. It is your responsibility to ensure that a user availing of any promotion being run by you has had an opportunity to read and has indeed read and understood your Terms and Conditions of business. We accept no responsibility or liability for your failure to ensure that your customers have read and/or understood your Terms and Conditions of business.

5. Capacity

5.1 Persons under the age of 18 are not permitted to view, register with or use the Site in any way without the prior consent of a parent or guardian. Any person who uses the Site by so doing warrants that they are over 18 years of age or that they have obtained the consent of a parent or guardian to use the Site.

5.2 You must have the requisite authority of the Promoter or other entity authorised to deal with such matters in order to register a Promoter with the Site and to upload and/or post any material to the Site. If you are using the Site as a representative of a Promoter or other entity, you represent that you have the authority to enter into these Terms and Conditions on behalf of that company or entity, and agree that the terms “you” and “your” in these Terms and Conditions refer to your Promoter or other entity.

6. Registration

6.1 As outlined at 4 above, in order to become a Promoter, you must register with the Site. In order to register with us you must provide certain information about your business to us. This includes the name of your business, address of your venue, details of your business e.g. your menu etc. The information you provide must be accurate and truthful and cannot be deemed to be in any way misrepresentative.

6.2 When you register as a Promoter with the Site, you will be provided with a page through which you can advertise and/or promote your business and/or run promotions.

6.3 When registering with the Site, you will be asked to choose a username and password and tick a box indicating your acceptance of these Terms and Conditions and of our Privacy Policy [http://atlacarte.com/privacy-policy.html]. Please use a strong password i.e. a password which is made up of a number of numbers, upper and lower case letters and symbols. Please note once you enter your username and password and indicate your acceptance of the Terms and Conditions, a request for registration will then be sent to us and we will then decide, at our absolute sole discretion, whether to accept you as a Promoter or not. We reserve the right to request documentary evidence that your business does in fact exist and that you are who you say you are.

6.4 If we do not accept you as a Promoter, we will send an email to the email address you have provided when registering notifying you of this fact.

6.5 Please note that you are responsible for all activities occurring under the username you have chosen. You agree that by registering as a Promoter on the Site that you will keep all of your passwords confidential.

6.6 By registering as a Promoter on the Site, you agree that:

(i) the account and password are personal to you and will only be used by you to access the Site;

(ii) you will not provide any false information on the Site;

(iii) you will only create one account for your business;

(iv) you will not use a username that is vulgar, offensive, contains any profanity, promotes illegal activity or violates any trade mark or other proprietary right of any third party; and

(v) you will not create a username that contains the words “@lacarte”, or any words confusingly similar thereto or otherwise misrepresents your relationship with us.

6.7 You agree to notify us immediately if you become aware of any unauthorised use of your account or access to your password.

6.8 We reserve the right to change usernames at our discretion. We reserve the right to log off or deactivate accounts that are inactive for an extended period of time.

6.9 We will not be liable for any loss that you may incur as a result of someone else using or accessing your password or account, either with or without your knowledge.

6.10 You may be held liable for losses incurred by us or any other party as a result of someone else using or accessing your password or account if you have not taken reasonable steps to keep your password or account secure.

6.11 If, for whatever reason, we believe that you have not complied with these Terms and Conditions we may, at our absolute discretion, delete material posted and/or uploaded by you or suspend/terminate your account without prior notice and you shall not be entitled to any compensation in respect of this.

6.12 These Terms and Conditions, including, in particular, the indemnities contained herein, shall survive any suspension or termination of your account.

7. Your Use of the Site

7.1 As mentioned above, the Site allows users to avail of promotions being run by the various Promoters with pages on the Site by “Checking In” to these venues. The Site also allows users to rate and/or review Promoters and their venues and upload and/or post comments, photographs, reviews etc. that may be viewed by third parties.

7.2 Please note that you are liable for the contents of any material you post on and/or upload to the Site. @lacarte and/or its owners have no responsibility for or liability arising out of or in connection with any material posted on and/or uploaded to the Site by any user, Promoter or any other user of the Site. Any views or comments expressed by any user, Promoter or any other user of the Site in any posts and/or uploads are not necessarily the views of @lacarte, its owners or any entity associated with it.

7.3 We are not responsible for and do not endorse the contents of posts and/or uploaded information by any user, Promoter or any other user of the Site. We do not warrant the accuracy, completeness, truthfulness, legality or reliability of posts and/or any material uploaded by any user, Promoter or any other user of the Site. You are entirely responsible for material which you post and/or upload. You agree to fully indemnify @lacarte, its investors, owners, successors, subsidiaries, affiliates, co-branders, contractors, employees, servants, contributors, third-party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives, against any loss, damage, costs (including legal costs) claims, liabilities or expenses which such persons may suffer or incur arising directly or indirectly in consequence of your posting and/or uploading any material on the Site. For the avoidance of doubt, the indemnity you give to @lacarte is effective in respect of any and all legal proceedings including any and all possible causes of action that may result from any breach of these Terms and Conditions and/or applicable law.

7.4 We expect you to act responsibly in posting material and/or uploading information/material. You agree, through use of the Site, not to post and/or upload any material which:

1. Infringes the copyright, patent, trade mark, trade secret, database right, right of privacy or publicity or other proprietary or intellectual property right of any party;

2. Violates the criminal law;

3. Promotes or encourages illegal activity;

4. Bullies, intimidates, or harasses any user;

5. Is sexist, racist, homophobic, offensive on the grounds of religion, nationality or demographic group.

6. Is personal information about other users and/or third parties unless you have the express permission of those users and/or third parties.

7. Is defamatory, invasive of privacy, abusive, harassing, threatening, profane, violent, sexually explicit, or which otherwise violates the rights of others;

8. May prejudice ongoing civil or criminal proceedings, violate the sub judice rule or may otherwise amount to a contempt of court;

9. Includes any spam, unauthorised advertising or any other form of commercial publicity other than commercial publicity about your business that you are entitled to post arising out of your agreement with us;

10. Is irrelevant, repetitive or imposes an unreasonable or disproportionately large load on the Site’s servers, bandwidth or infrastructure;

11. Encourages or facilitates any violations of these Terms and Conditions; or

12. Contains any virus, Trojan horse, worm or other harmful and/or disruptive material.

7.5 Due to the real-time nature of the Site, we cannot and are not required to review the contents of posted and/or uploaded material, nor do we confirm the validity of information submitted.

7.6 You acknowledge, agree and understand that by using the Site you may be exposed to material that is inaccurate, untruthful, unreliable, offensive, harmful or otherwise inappropriate. We hereby notify you that we do not actively monitor posts and/or uploads by by any user, Promoter or any other user of the Site and, as such, we are not responsible for and give no warranty or representation in relation to posts and/or uploads by any user, Promoter or any other user of the Site. You acknowledge that we have no obligation to pre-screen, monitor, review or edit any material posted and/or uploaded by you, other Promoters, customers or other users of the Site.

7.7 Subject to Clause 7.8 which specifically deals with defamatory material, users are encouraged to bring any material they deem offensive or objectionable or otherwise in breach of these Terms and Conditions to our attention by clicking on the “report post” link beside the relevant post and identifying the specific material that they consider is objectionable and also by sending an email to us at support@atlacarte.com identifying the specific material you find offensive, objectionable or otherwise in breach of these Terms and Conditions. You will be asked to give your reasons for wanting the material removed. We have no responsibility for or liability for any loss or damage to any customer, Promoter or any other user of the Site arising out of any material uploaded to or posted on the Site and in particular we have no liability for any loss or damage to the reputation of the Promoters and/or users arising out of comments placed on the Site about them.

7.8 If you believe that any content on the Site contains a defamatory statement, please notify us immediately by clicking on the “report post” link beside the relevant post and identifying the specific material that you consider defamatory and providing sufficient information to permit us to contact the complaining party and also by sending an email to us at misconduct@atlacarte.com identifying the specific material that you consider defamatory and providing sufficient information to permit us to contact the complaining party. Please note that this email address is only monitored during the office hours of @lacarte which are from 9am to 5pm GMT from Monday to Friday (excluding any bank holidays or national holidays). Any emails received outside these times will not be dealt with until the office re-opens. @lacarte operates on a "notice and takedown" basis. Once this notification has been received and reviewed by us, we will make all reasonable endeavours to remove the defamatory content complained of within a reasonable time.

7.9 Whilst we do not monitor comments and/or uploaded information/material, we reserve the right to remove, refuse to publish, edit, cut and/or crop any material posted and/or uploaded on the Site that comes to our attention via a complaint or otherwise. Promoters who repeatedly flout these Terms and Conditions will be barred from posting and/or uploading material on the Site, their accounts will be de-activated and they will be banned from registering again in the future with the Site.

7.10 We reserve the right to immediately ban a user or Promoter if there has been a serious breach of these Terms and Conditions. All decisions in relation to these matters are carried out at our sole discretion.

7.11 We assume no responsibility for the deletion or the failure to store comments or other information/material posted and/or uploaded on the Site by any customer, Promoter or any other user of the Site.

7.12 We reserve the right to reveal your identity (or whatever information we know about you) in the event of a complaint or legal action arising from any material posted and/or uploaded by you on the Site.

7.13 By posting and/or uploading any material on the Site, you grant us a licence to use, modify, publicly perform, publicly display, reproduce, and distribute such material. The licence you grant to us is non-exclusive, royalty free and fully paid, sub-licensable and worldwide. You also waive to the fullest extent permissible by law any moral rights in such material. You are responsible for making sure that you have all rights to what you post, including the rights necessary for you to grant the licence above.

7.14 By posting and/or uploading any material on the Site you represent and warrant that: (i) you own the material posted by you or otherwise have the right to grant the licence above, and (ii) the posting of the material does not violate the privacy rights, publicity rights, intellectual property rights, contract rights or any other rights of any person. You agree to pay for all royalties, fees, or any other monies owing to any person by reason of any material posted by you.

7.15 Material posted on the Site may contain links to websites operated by third parties. We do not exercise any control or supervision over the content of these linked sites. You acknowledge and agree that we are not responsible or liable for the content, availability or accuracy of or for the opinions expressed in these third party websites and these websites are not investigated, monitored or checked for accuracy or completeness by us.

7.16 We accept no liability in relation to third party sites and should you choose to include links to third party sites or access third party sites you do so at your own risk. Third party sites linked to via the Site are not covered by these Terms and Conditions and you should not assume that these third party websites will abide by the same Privacy Policy to which we adhere.

7.17 We reserve the right to contact you directly to verify the accuracy and ownership of any material posted and/or uploaded on the Site.

7.18 We are entitled to remove any user or Promoter from the Site for any breach of these Terms and Conditions and/or our Privacy Policy and/or for any other reason whatsoever in cases where it deems it appropriate to do so.

7.19 We may in our absolute discretion block certain Promoters from registering on the Site.

7.20 You agree not to modify, adapt, translate, or reverse engineer any portion of the Site, nor to use any robot, spider, or other device to screen scrape any portion of the Site or any material from the Site, except as expressly authorised in writing by us.

8. Intellectual Property

8.1 All intellectual property rights in the website design, text, graphics, the selection and arrangement of the Site and all software related thereto (with the exception of such intellectual property rights owned by third parties and used by @lacarte with the consent of such third parties) vests in @lacarte and/or its owners. @lacarte reserves all of its rights with respect to its intellectual property rights.

8.2 You acknowledge that unless otherwise indicated @lacarte is the sole owner of all content on the Site including, without limitation, all trade marks, trade names, service marks, rights (registered or unregistered) in any designs, applications for any of the foregoing, trade or business names, innovations, inventions (whether or not capable of protection by patent or other registration), registered design and topography rights, know-how, including data specifications, drawings and instructions, secret formulae and processes, rights protecting goodwill and reputation, database rights and rights under licences and consents in relation to such things, rights in the nature of unfair competition rights, and rights to sue for passing of and all rights or forms of protection of a similar nature to any of the foregoing or having equivalent effect anywhere in the world and all copyright, trade marks and other intellectual property rights. Without prejudice to the generality of the foregoing, @lacarte does not claim to hold any intellectual property rights (other than the licence granted in Clause 7.13 above) to any material posted and/or uploaded by users or by Promoters to the Site.

8.3 You may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in any way, in whole or in part, the material at the Site without our written permission.

8.4 We respect the intellectual property rights of others. If you believe that any material published on the Site infringes any intellectual property rights, please report it by clicking on the “report post” link beside the relevant post and identifying the specific material that you consider infringing and providing sufficient information to permit us to contact the complaining party and also by sending an email to us at support@atlacarte.com identifying the specific material that is claimed to be infringing and providing sufficient information to permit us to contact the complaining party. Please note that this email address is only monitored during the office hours of @lacarte which are from 9am to 5pm GMT from Monday to Friday (excluding any bank holidays or national holidays). Any emails received outside these times will not be dealt with until the office re-opens. @lacarte operates on a "notice and takedown" basis. Once this notification has been received and reviewed by us, we will make all reasonable endeavours to remove the infringing content complained of within a reasonable time.

9. Disclaimer and Waiver

9.1 We give no warranties of any kind concerning the Site or its content.

9.2 We do not give any warranty or make any representation as to the accuracy or completeness of the information contained on the Site. We therefore disclaim all liability and responsibility arising from any reliance placed on such material by any user, or by anyone who may be informed of any of its contents.

9.3 We do not warrant that the Site or any of its contents are virus free. You must take your own precautions against such viruses as we accept no responsibility for any infection by virus or other contamination or by anything which has destructive properties.

10. Liability

10.1 Under no circumstances shall @lacarte be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond our reasonable control, including, without limitation: internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labour disputes, riots, insurrections, civil disturbances, shortages of labour or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in electricity or other utility supply.

10.2 Under no conditions and in no event shall @lacarte be liable for any direct or indirect, incidental, consequential, special or exemplary damages or loss howsoever arising, (including but not limited to negligence or breach of these Terms and Conditions or otherwise) or for any loss of data, profit, revenue, goodwill or business howsoever caused even if that loss or damage was foreseeable by us, or the possibility of it was brought to our attention. [1]

10.3 You acknowledge that your use of the Site including any material downloaded or otherwise obtained through the Site is at your own discretion and risk and you agree to waive to the fullest extent permissible by law any right to bring any claim or action against @lacarte, its investors, successors, subsidiaries, affiliates, co-branders, contractors, employees, servants, contributors, third-party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives, for any loss, damage, costs or injury arising from such use.

10.4 You acknowledge that you are not an agent of @lacarte and that none of the employees of your business are employees of @lacarte. @lacarte or its affiliates are not liable for the acts, errors, omissions, representations, warranties, breaches or negligence of any Promoters.

11. Indemnity

11.1 You agree to indemnify, defend (at the request of @lacarte) and hold harmless @lacarte, its investors, successors, subsidiaries, affiliates, co-branders, contractors, employees, servants, contributors, third-party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives, from and against any claim, demand, loss, damage, cost or liability including reasonable legal expenses, made or brought by any third party due to or arising out of:

1 Your use of the Site or any part thereof;

2 The violation of these Terms and Conditions, our Privacy Policy [and our Cookies Policy] by you;

3 The infringement or misappropriation by you, or a third party using your computer, of any account or password to access and/or use the Site; or

4 The infringement by you of any intellectual property rights or any other rights or any third party.

12. Information Society Service Provider / Intermediary Service Provider

12.1 You agree and acknowledge that @lacarte is an information society service provider and intermediary service provider, within the meaning of Directive 2000/31/EC as transposed into Irish law by the European Communities (Directive 2000/31/EC) Regulations 2003 (SI 68 of 2003), and that where it stores information provided by a recipient of the service it is not liable for such information nor is it under an obligation to monitor such information. [2]

13. Entire Agreement / No Waiver

13.1 These Terms and Conditions, our Privacy Policy and any other terms and conditions which you accept on the Site make up the entire agreement between you and @lacarte and supersede any prior agreement.

13.2 Any amendment to or waiver of these Terms and Conditions by you must be in writing and signed by our authorised representatives. Failure by us to enforce any provision of these Terms and Conditions shall not amount to a waiver of such provision.

14. Severability

14.1 If any provision of these Terms and Conditions is found to be void, invalid or unenforceable the remaining provisions will continue to be of full force and effect.

15. Governing Law

15.1 These Terms and Conditions shall be construed in accordance with Irish law and you agree to submit to the non-exclusive jurisdiction of the Irish courts in all matters regarding these Terms and Conditions and your use of the Site. [3]

16. Availability of Service

16.1 We may at our sole discretion and at any time discontinue temporarily or permanently the Site or any part thereof with or without notice.

16.2 You agree that any termination of access to the Site under any provision of these Terms and Conditions may be effected without notice and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Site.

16.3 The Site may be temporarily unavailable from time to time for maintenance or other reasons. We accept no responsibility for any error, omission, interruption, deletion, defect, delay in transmission, communication line failure, theft or destruction or unauthorized access to, or alteration of user communications.

16.4 Where possible, we will use reasonable efforts to give users fair notice of technical difficulties or termination or suspension of their access to the Site. However you agree that we shall not be liable to you or any third party for any inability to access the Site, termination or suspension of access to the Site or modification of the service provided.