Welcome to Vinifyed! These Terms of Service (the "Terms") govern your access to and use of Vinifyed and Vine Visitor Inc. (together, the “Company”) websites and mobile applications that link to or reference these Terms ("Site") and the services, features, content, applications or widgets offered by the Company (collectively with the site, the "Services"). By accessing or using the Services, you are agreeing to these Terms and concluding a legally binding contract with Vine Visitor Inc., a Delaware corporation headquartered in Los Angeles, California.

Do not access or use the Site if you are unwilling or unable to be bound by the Terms.

DEFINITIONS

Parties

"You" and "your" refer to you, as a user of the Site. A "user" is someone who accesses, browses, crawls, scrapes, or in any way uses the Site. "We," "us," and "our" refer to the Company.

Content

"Content" means text, images, photos, audio, video, location data, and all other forms of data or communication. "Your Content" means Content that you submit or transmit to, through, or in connection with the Site, such as ratings, reviews, compliments, invitations, check-ins, messages, and information that you publicly display or displayed in your account profile. "User Content" means Content that users submit or transmit to, through, or in connection with the Site. "The Company Content" means Content that we create and make available in connection with the Site. "Third Party Content" means Content that originates from parties other than the Company or its users, which is made available in connection with the Site. "Site Content" means all of the Content that is made available in connection with the Site, including Your Content, User Content, Third Party Content, and Company Content.

ACCEPTANCE OF TERMS

By registering for and/or using the Services in any manner, including but not limited to visiting or browsing the Site, you agree to all of the terms and conditions contained herein ("Terms of Service"), and all other operating rules, policies and procedures that may be published from time to time on the Site, each of which is incorporated by reference and each of which may be updated from time to time without notice to you in accordance with the terms set out under the "Modification of Terms of Service" section below. In addition, some services may be subject to additional terms and conditions specified by the Company from time to time; your use of such services is subject to those additional terms and conditions, which are incorporated into these Terms of Service by this reference. These Terms of Service apply to all users of the Site, including, without limitation, users who are contributors of content, information, and other materials or services on the Site, individual users of the Services, venues that access the Services, and users that have a page on the Site.

ACCESS

You may browse the Site and view Content without registering, but as a condition to using certain aspects of the Services, you are required to register with the Company and represent, warrant and covenant that you provide the Company with accurate, truthful, and complete registration information (including, but not limited to your name ("User Name"), e-mail address and a password you will use to access the Services) and to keep your registration information accurate and up-to-date.

CHANGES TO THE TERMS OF SERVICE

The Company reserves the right, at its sole discretion, to modify or replace any of these Terms of Service, or change, suspend, or discontinue the Services (including without limitation, the availability of any feature, database, or content) at any time. The Company may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. It is your responsibility to check these Terms of Service periodically for changes. Your continued use of the Services following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

TRANSLATION

We may translate these Terms into other languages for your convenience. Nevertheless, the English version governs your relationship with the Company, and any inconsistencies among the different versions will be resolved in favor of the English version.

USING THE SITE

To access or use the Site, you must be 21 years or older and have the requisite power and authority to enter into these Terms. You may not access or use the Site if you are a competitor of ours or if we have previously banned you from the Site or closed your account.

We grant you permission to use the Site subject to the restrictions in these Terms. Your use of the Site is at your own risk, including the risk that you might be exposed to Content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate.

The Site may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.

You must create an account and provide certain information about yourself in order to use some of the features that are offered through the Site. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account and you will remain responsible for all activity emanating from your account, whether or not such activity was authorized by you. If your username or password is lost or stolen, or if you believe that your account has been accessed by unauthorized third parties, you must notify the Company in writing, and should change your password at the earliest possible opportunity. The Company reserves the right to suspend or terminate your account without prior notice, if activities occur on that account which, at the Company's sole discretion, constitute a violation of these Terms or a violation of the rights of any third party, or of any applicable laws or regulations. Please note that your account is subject to usage limits including a maximum number of searches. You shall not:(i)Provide any false personal information to the Company (including a false User Name) or create any account for anyone other than yourself without such person's permission; (ii) Use a User Name that is the name of another person with the intent to impersonate that person;(iii)Use a User Name or The company account that is subject to any rights of a person other than you without appropriate authorization; or (iv)Use a User Name that is a name that is otherwise offensive, vulgar or obscene or otherwise unlawful.

You represent and warrant that if you are an individual, you are of legal age to form a binding contract, or that if you are registering on behalf of an entity, that you are authorized to enter into, and bind the entity to, these Terms of Service and register for the Service. The company may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Service is revoked where these Terms of Service or use is prohibited and, in such circumstances, you agree not to use or access the Site or Services in any way.

You agree that we may provide notices to you via banners on the Service, or an email sent to an address you provided, or through other means. You agree to keep your contact information up to date. If the contact information you provide isn't up to date, you may miss out on these notices.

USER CONTENT

All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. The Company cannot guarantee the authenticity of any Content or data which users may provide about themselves. Users may post, upload, or make available to the Site images, ratings, reviews, notes, and feedback ("User Content"). You are solely responsible for all of your User Content. The Company stores User Content for device synchronization. Your User Content must not be illegal or harmful to others in any way. You agree that the Company may, but has no obligation to or assume any duty to, monitor the Site for content that is inappropriate or that might infringe any third party rights, or has otherwise been uploaded in breach of the Terms or applicable law. The Company reserves the right to remove User Content, suspend or terminate your access to the Site and/or pursue all legal remedies if the Company believes that any User Content breaches or infringes another person's rights or violates any law, rule or regulation. The company does not promise to remove or disable access to any specific User Content and reserves the right to remove content at its sole discretion. User Content does not and will not create any liability on the part of the Company. The Company and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders hereby exclude, to the fullest extent permitted by law, any and all liability which may arise from any content uploaded to the Platform, including, but not limited to, any claims for infringement of intellectual property rights, rights of privacy or publicity rights, any claims relating to the completeness, accuracy, currency or reliability of any information provided by the Site. By using the Site, you irrevocably waive the right to assert any claim against the Company.

THE SITE CONTENT

The Services contains Content specifically provided by the Company or its partners and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws, as applicable. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Service.

GRANT OF LICENSE

By posting or uploading your User Content to the Platform you grant the Company a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, copy, edit, modify, reproduce, distribute, prepare derivative works of and display the User Content. You also confirm that you have the right to grant this license without infringement of any third party's rights: copyrights, privacy rights, publicity rights, contract rights, or any other intellectual property rights. You represent and warrant that you have all rights to grant such license to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights. You understand that all information publicly posted or privately transmitted through the Site is the sole responsibility of the person from which such Content originated; that the Company will not be liable for any errors or omissions in any Content; and that the Company cannot guarantee the identity of any other users with whom you may interact in the course of using the Service. When you delete your User Submissions, they may be removed from the Services. However, you understand that any removed User Submissions may persist in backup copies for a reasonable period of time (but following removal will not be shared with others) or may remain with users who have previously accessed or downloaded your User Submissions.

USER DATA

To the extent permitted by the Company privacy policy and any restrictions imposed by applicable law, the Company reserves the right to track user interactions (User Data) with the Site and de-identify the data to create aggregated, anonymous reports (Abstract Data) and share such abstract data with third parties.

RULES AND CONDUCT

As a condition of use, you promise not to use the Services for any purpose that is prohibited by these Terms of Service. You are responsible for all of your activity in connection with the Service.

By way of example, and not as a limitation, you shall not (and shall not permit any third party to) either (a) take any action or (b)upload, download, post, submit or otherwise distribute or facilitate distribution of any Content on or through the Services.

You agree that: (i) All communications made by you through the Site to Merchants shall be made in good faith; (ii) You must not damage, interfere with or harm the Site, or any network, or system underlying connected to the Site; (iii) You must not "crawl" the Site or otherwise using any automated means, including bots and spiders, to collect Content; (iv) You may not reverse engineer, decompile or disassemble, tamper with, or bypass any security associated with the Site in whole or in part. (v) You may not copy, redistribute or display any part of the Company’s Content which infringes intellectual property rights; (vi) selling, renting, sub-licensing any part of the Services or the Content without express permission from the Company is prohibited; (vii) You will not provide your password to another person or use another person's email and password; (viii) You will not artificially increase ratings, reviews, counts by manipulating the Services using a script or automated process;

You shall not (directly or indirectly): (i) Decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services. (ii) Modify, translate, or otherwise create derivative works of any part of the Service, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

The Company does not guarantee that any Content or User Submissions (as defined above) will be made available on the Site or through the Services. The Company has no obligation to monitor the Site, Services, Content, or User Submissions. However, the Company reserves the right to: (i) remove, suspend, edit or modify any Content in its sole discretion, including without limitation any User Submissions at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if the Company is concerned that you may have violated these Terms of Service), or for no reason at all and (ii) to remove, suspend or block any User Submissions from the Service. The Company also reserves the right to access, read, preserve, and disclose any information as the Company reasonably believes is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of The company, its users and the public.

The Company has a zero-tolerance policy against child pornography, and will terminate and report to the appropriate authorities any user who publishes or distributes child pornography.

NO WARRANTIES

The Company makes no warranties and cannot guarantee that a product will be available immediately, that a product is in stock, that the price of a product is the same as that shown on the Site. User expressly acknowledges and agrees that the Services provided by the Company extends only to permitting you to find a product on the Site.

THIRD PARTY EXTERNAL SERVICES

The Site may provide you with access to third party websites and applications to make available content, products or services (External Services). These may have their own terms and conditions of use and privacy policies. You understand and agree that the Company does not endorse and is not responsible or liable for the behavior, features, or content of any External Services or for any transaction you may enter into with the provider of any such External Services. You are solely responsible for reviewing any terms of service, privacy policy or other terms governing your use of External Services, which you use at your own risk.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF THE COMPANY TO YOU. EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED. IF YOU ARE UNSURE ABOUT THIS OR ANY OTHER SECTION OF THESE TERMS, PLEASE CONSULT WITH A LEGAL PROFESSIONAL PRIOR TO ACCESSING OR USING THE SITE. BY ACCESSING OR USING THE SITE, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS, INCLUDING THIS SECTION. YOU ARE GIVING UP SUBSTANTIAL LEGAL RIGHTS BY AGREEING TO THESE TERMS.

THE SITE IS MADE AVAILABLE TO YOU ON AN "AS IS", "WITH ALL FAULTS" AND "AS AVAILABLE" BASIS, WITH THE EXPRESS UNDERSTANDING THAT THE COMPANY MAY NOT MONITOR, CONTROL, OR VET USER CONTENT. AS SUCH, YOUR USE OF THE SITE IS AT YOUR OWN DISCRETION AND RISK. THE COMPANY ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE SITE, ITS SAFETY OR SECURITY, OR THE SITE CONTENT. ACCORDINGLY, THE COMPANY IS NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM THE SITE'S INOPERABILITY, UNAVAILABILITY OR SECURITY VULNERABILITIES OR FROM YOUR RELIANCE ON THE QUALITY, ACCURACY, OR RELIABILITY OF THE BUSINESS LISTINGS, RATINGS, REVIEWS (INCLUDING THEIR CONTENT, ORDER, AND DISPLAY), OR METRICS FOUND ON, USED ON, OR MADE AVAILABLE THROUGH THE SITE.

THE COMPANY MAKES NO CLAIMS OR PROMISES WITH RESPECT TO ANY THIRD PARTY, SUCH AS THE BUSINESSES OR ADVERTISERS LISTED ON THE SITE OR THE SITE'S USERS. ACCORDINGLY, THE COMPANY IS NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE FROM THEIR ACTIONS OR OMISSIONS, INCLUDING, FOR EXAMPLE, IF ANOTHER USER OR BUSINESS MISUSES YOUR CONTENT, IDENTITY OR PERSONAL INFORMATION, OR IF YOU HAVE A NEGATIVE EXPERIENCE WITH ONE OF THE BUSINESSES OR ADVERTISERS LISTED OR FEATURED ON THE SITE. YOUR PURCHASE AND USE OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE SITE IS AT YOUR OWN DISCRETION AND RISK.

THE COMPANY EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES AS TO THE PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED ON THE SITE, AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED TO YOU BY A REPRESENTATIVE OF THE COMPANY SHALL CREATE A REPRESENTATION OR WARRANTY.

YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE SITE, RELATED SERVICES, OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF THE SITE.

THE COMPANY’S MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE SITE OR THESE TERMS IS LIMITED TO THE GREATER OF (i) THE AMOUNT PAID, IF ANY, BY YOU TO THE COMPANY IN CONNECTION WITH THE SITE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (ii) $100.

THE COMPANY DISCLAIMS LIABILITY FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF INFORMATION OR DATA.

Electronic Communications Privacy Act Notice (18 USC 2701-2711): the Company makes no guaranty of confidentiality or privacy of any communication or information transmitted on the Service or any website linked to the Service. The Company will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on the Company’s equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.

RESOLUTION OF DISPUTE

If you purchase from a Merchant listed on the Site, the transaction remains entirely between the Merchant and you, and the Company bears no responsibility for, and in no way participates in, such transaction and is not responsible or liable for any damages that may incur as a result thereof. The Company cannot take responsibility for failed or dissatisfactory transactions.

FORCE MAJEURE

The Company has no liability for any lack of performance, unavailability or failure of the Site, or for any failure of the Company to comply with these Terms and conditions where the cause is reasonably beyond the control of the Company.

THIRD PARTY RIGHTS & ASSIGNEMENT

These Terms are not intended to give rights to anyone except you and the Company. The Company may assign the Agreement or any part of it, and delegate any of its obligations under the Agreement. You may not assign the Agreement or any part of it, nor transfer or sub-license your rights under the Agreement, to any third party.

INDEMNIFICATION

To the fullest extent permitted by applicable law, you agree to indemnify and hold the Company harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of: your breach of this Agreement; any activity in which you engage on or through the Site; and your violation of any law or the rights of a third party.

INTEGRATION AND SEVERABILITY

These Terms of Service are the entire agreement between you and the Company with respect to the Services and use of the Site, Service, Content or User Submissions and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and the Company with respect to the Site. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Service will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

ENTIRE AGREEMENT

These Terms together with the Privay Policy constitute the entire Agreement between you and the Company with respect to your use of the Site (other than any use of the Merchant Services which are subject to separate Terms), and supersede any prior Agreement between you and the Company. Any modifications to this Agreement must be made in writing.

GOVERNING LAW

Vine Visitor Inc. is a Delaware, USA incorporated company and these Terms shall be governed and construed in accordance with the laws of Delaware. The parties irrevocably agree that the courts of Delaware shall have exclusive jurisdiction to settle any dispute which may arise out of, under, or in connection with these Terms or the legal relationship established by them, and for those purposes irrevocably submit all disputes to the jurisdiction of Delaware courts.