Terms Of Serivce

Updated 18 May 2020

Welcome to Tabin. Please read on to learn the rules and restrictions that govern your use of the Tabin website, including any subdomains thereof, and any other websites through which Tabin makes its services available (collectively, "Site"), our mobile, tablet and other smart device applications, and application program interfaces (collectively, "Application") and all associated services (collectively, "Tabin Services"). The Site, Application and Tabin Services together are hereinafter collectively referred to as the Tabin Platform”. The Tabin Platform constitutes a technology platform that enables registered users ("Members") of the Tabin Platform to place orders for products supplied by registered merchants ("Partner Restaurants").

These Terms of Service (the “Terms”) are a binding contract between you and Tabin (“Tabin”, “we”, and “us”). You must agree to and accept all of the Terms, or you don’t have the right to use the Tabin Platform. Your use of the Tabin Platform in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Tabin Platform. These Terms include the provisions in this document, as well as those in the Privacy Policy.

Modification Of These Terms

We are constantly trying to improve the Tabin Platform, so these Terms may need to change along with the Tabin Platform. We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by updating the terms on the Tabin website, by sending you an email, and/or by some other means.If you don’t agree with the new Terms, you are free to reject them, however it means you will no longer be able to use the Tabin Platform. If you use the Tabin Platform in any way after a change to the Terms is effective, that means you agree to all of the changes.


Using The Tabin Platform

You represent and warrant that you are an individual of legal age to form a binding contract, or if not, you’ve received your parent’s or guardian’s permission to use the Tabin Platform and gotten your parent or guardian to agree to these Terms on your behalf.You will only use the Tabin Platform in a manner that complies with all laws that apply to you. If your use of the Tabin Platform is prohibited by applicable laws, then you aren’t authorized to use the Tabin Platform. We can’t and won’t be responsible for your using the Tabin Platform in a way that breaks the law.


Devices

If Tabin supplies a tablet or other handheld or mobile device (collectively, “Device”) to Merchant/you to use in connection with the availability of Items via the Tabin Kiosk app, Merchant/you agree(s) that: (i) Device(s) may only be used for the purpose of receiving orders via the Tabin App, and (ii) Device(s) may not be transferred, loaned, sold or otherwise provided in any manner to any third party. Devices(s) will at all times remain the property of Tabin and/or its affiliates, and upon expiration or termination of the Agreement, or the extended absence of all of Merchant’s/your location(s) from the Tabin App for longer than forty-five (45) days, Merchant/you will return all applicable Device(s) to Tabin within ten (10) days. Merchant/you agrees that the loss or theft of a Device, the failure to timely return a Device, or any damage to a Device outside of normal wear and tear, may result in a fee (collectively, “Damage Fee”). Merchant/you agree(s) that Tabin may deduct the reimbursement or Damage Fee from the Item Revenue prior to remittance of such Item Revenue to Merchant/you.


No Development

EACH PARTY ACKNOWLEDGES AND AGREES THAT THERE SHALL BE NO DEVELOPMENT OF TECHNOLOGY, CONTENT, MEDIA OR OTHER INTELLECTUAL PROPERTY BY EITHER PARTY FOR THE OTHER PARTY PURSUANT TO THIS AGREEMENT. Any development activities relating to any technology, content, media or other intellectual property must be the subject of a separate written agreement between Tabin Ltd. and you prior to the commencement of any such activities.


Fees

After first 6 months of for each Item sold by Merchant via the Tabin Kiosk App, Merchant will pay Tabin Ltd as follows: the Retail Price (as defined below) of all Items that Merchant sells via the Tabin App (excluding any Sales Tax collected on Merchant’s behalf) multiplied by the applicable fee of one percentage (1%) for the Sales Channel used to sell each such Item (“Fee”). The Fee does not include any applicable taxes. Tabin will remit to Merchant the total Retail Price collected for all Items Merchant sells via the Tabin App (including any Sales Taxes collected on its behalf) less: (a) the applicable retained Fee; and (b) any refunds given to Customers (such final remitted amount being “Item Revenue”). All Item Revenue that is duly owed to the Merchant will be remitted within fourteen (14) business days of the sale of the Item. Subject to the foregoing, Tabin will typically make such payment on a weekly basis.


Account Registration

You must register an account ("Tabin Account") to access and use certain features of the Tabin Platform, such as receiving and confirming an order. If you are registering an Tabin Account for a business, organization or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.To register a Tabin account, you must provide us with email, phone number, company/restaurant name, and address. Our team will create login credentials for you. Once you receive your physical device, you can log in to the Kiosk App. You must provide accurate, current and complete information during the registration process and keep your Tabin Account and public Tabin Account profile page information up-to-date at all times.You may not register more than one (1) Tabin Account unless Tabin authorizes you to do so. You may not assign or otherwise transfer your Tabin Account to another party.You are responsible for maintaining the confidentiality and security of your Tabin Account credentials and may not disclose your credentials to any third party. You must immediately notify Tabin if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your Tabin Account. You are liable for any and all activities conducted through your Tabin Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials)


Content

Tabin may, at its sole discretion, enable Members to (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the Tabin Platform (collectively, "Member Content"); and (ii) access and view Member Content and any content that Tabin itself makes available on or through the Tabin Platform, including proprietary Tabin content and any content licensed or authorized for use by or through Tabin from a third party ("Tabin Content" and together with Member Content, "Collective Content").The Collective Content displayed or performed or available on or through the Tabin Platform are protected by copyright and/or other intellectual property laws.

You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Collective Content you access through the Tabin Platform, and you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose the Tabin Platform or Collective Content, except to the extent you are the legal owner of certain Member Content or as expressly permitted in these Terms.You understand that Tabin owns the Tabin Platform. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit the Tabin Platform.

The Tabin Platform may allow you to copy or download certain Collective Content; please remember that just because this functionality exists, doesn’t mean that all the restrictions above don’t apply – they do!Subject to your compliance with these Terms, Tabin grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the Application on your personal device(s); and (ii) access and view any Collective Content made available on or through the Tabin Platform and accessible to you, solely for your personal and non-commercial use.By creating, uploading, posting, sending, receiving, storing, or otherwise making available any Member Content on or through the Tabin Platform, you grant to Tabin a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to such Member Content to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such Member Content to provide and/or promote the Tabin Platform, in any media or platform.

Insofar as Member Content (including Verified Images) includes personal information, such Member Content will only be used for these purposes if such use complies with applicable data protection laws in accordance with our Privacy Policy. Unless you provide specific consent, Tabin does not claim any ownership rights in any Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use or exploit your Member Content.You are solely responsible for all Member Content that you make available on or through the Tabin Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available on or through the Tabin Platform or you have all rights, licenses, consents and releases that are necessary to grant to Tabin the rights in and to such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Tabin's use of the Member Content (or any portion thereof) as contemplated under these Terms will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You will not post, upload, publish, submit or transmit any Member Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person or animal; (v) promotes illegal or harmful activities or substances; or (vi) violates any Tabin policy. Tabin may, without prior notice, remove or disable access to any Member Content that Tabin finds to be in violation of applicable law, or these Terms, or otherwise may be harmful or objectionable to Tabin, its Members, third parties, or property.


Prohibited Activities

You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Tabin Platform. In connection with your use of the Tabin Platform, you will not and will not assist or enable others to:

  • infringe or violate the intellectual property rights or any other rights of anyone else (including Tabin)
  • violate any law or regulation, including any applicable export control laws
  • use the service in a manner that is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable
  • jeopardize the security of your Tabin account or anyone else’s (such as allowing someone else to log in to the Tabin Platform as you)
  • attempt, in any manner, to obtain the password, account, or other security information from any other user
  • violate the security of any computer network, or cracks any passwords or security encryption codes
  • run Maillist, Listserv, any form of auto-responder or “spam” on the Tabin Platform, or any processes that run or are activated while you are not logged into the Tabin Platform, or that otherwise interfere with the proper working of the Tabin Platform (including by placing an unreasonable load on the Tabin Platform’ infrastructure)
  • “crawl”, “scrape”, or “spider” any page, data, or portion of or relating to the Tabin Platform or Content (through use of manual or automated means)
  • copy or store any significant portion of the Content
  • decompile, reverse engineer, or otherwise attempt to obtain the source code or underlying ideas or information of or relating to the Tabin Platform.


Payment

You understand that use of the Tabin Platform may result in charges to you for the services or goods you receive from a Partner Restaurant (collectively, “Charges”). After you have received services or goods obtained through your use of the Tabin Platform, Tabin will facilitate your payment of the applicable Charges on behalf of the Partner Restaurant as such Partner Restaurant’s limited payment collection agent. Payment of the Charges in such manner shall be considered the same as payment made directly by you to the Partner Restaurant. Charges will be inclusive of applicable taxes where required by law. Charges paid by you are final and non-refundable, unless otherwise determined by Tabin.

All Charges are due immediately and payment will be facilitated by Tabin using the preferred payment method designated in your Account, after which Tabin will send you a receipt by email.If you make any purchases on the Tabin Platform, you agree that our third party payment gateways, such as Stripe and Paypal, may store your credit or charge card or other payment information. You expressly agree that we are authorized to charge you (i) any fees for the purchase you made, (ii) any applicable taxes in connection with your use of the Service to the credit or charge card you provide and to reimburse us for all collection costs and interest for any overdue amounts. If the credit or charge card you provide expires and you do not provide new credit or charge card information or cancel your Account, you authorize us to continue billing you and you agree to remain responsible for any uncollected fees.

You take full responsibility for all taxes and fees of any nature associated with the Tabin Platform, including any sales tax related to any purchase or sale of services or goods under the Terms. When purchasing or selling services or goods under the Terms, it is your responsibility to determine whether or not sales taxes apply to a transaction and to collect, report and remit the correct amounts to the appropriate authority.


Cancellation And Refund

Once you have submitted your order via Tabin, Tabin or our Partner Restaurants reserve the right to cancel that order. Where you have already made payment for an order that is subsequently cancelled by us or our Partner Restaurants, we will refund the amount paid by you in relation to that order directly to your card.


Suspension And Termination

You’re free to do that at any time, by contacting us or by terminating your account; please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using the Tabin Platform. Tabin is also free to terminate (or suspend access to) your use of the Tabin Platform or your account, for any reason in our discretion, including your breach of these Terms. Tabin has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Account termination may result in destruction of any Data associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to our terminating your account so that you are able to retrieve any important information you may have stored in your account (to the extent allowed by law and these Terms), but we may not do so if we determine it would be impractical, illegal, not in the interest of someone’s safety or security, or otherwise harmful to the rights or property of Tabin. Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following may survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership of intellectual property rights, and terms regarding disputes between us.


Disclaimers

The Tabin Platform may contain links or connections to third party websites or services that are not owned or controlled by Tabin. When you access third party websites or use third party services, you accept that there are risks in doing so, and that Tabin is not responsible for such risks. We encourage you to be aware when you leave the Tabin Platform and to read the terms and conditions and privacy policy of each third party website or service that you visit or utilize.Tabin has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or by any third party that you interact with through the Tabin Platform. In addition, Tabin will not and cannot monitor, verify, censor or edit the content of any third party site or service. By using the Tabin Platform, you release and hold us harmless from any and all liability arising from your use of any third party website or service.


Liability

The fullest extent allowed by applicable law, under no circumstances and under no legal theory (including, without limitation, tort, contract, strict liability, or otherwise) shall Tabin (or its licensors or suppliers) be liable to you or to any other person for (a) any indirect, special, incidental, or consequential damages of any kind, including damages for lost profits, loss of goodwill, work stoppage, accuracy of results, or computer failure or malfunction, or (b) any amount, in the aggregate, in excess of the greater of (i) $100 or (ii) the amounts paid by you to Tabin in connection with the services in the twelve (12) month period preceding this applicable claim, or (iii) any matter beyond our reasonable control. some states do not allow the exclusion or limitation of certain damages, so the above limitation and exclusions may not apply to you.

Your use of the Tabin Platform are at your sole responsibility and risk. The Tabin Platform is provided on an “as is” basis. Tabin expressly disclaims all representations, warranties, or conditions of any kind with respect to the Tabin Platform, whether express or implied, including, but not limited to, any implied warranties or conditions of merchantability, fitness for a particular purpose, accuracy, completeness, performance, system integration, quiet enjoyment, title, and non-infringement.


Indemnification

To the fullest extent allowed by applicable law, You agree to indemnify and hold Tabin, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Tabin Platform (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).


Assignment

You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Tabin Platform Account, in any way (by operation of law or otherwise) without Tabin’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.


General Provisions

You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Tabin Platform, provided that Tabin may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Tabin agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Tabin, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Tabin, and you do not have any authority of any kind to bind Tabin in any respect whatsoever.If you have any questions about these Terms please contact us.


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