SAGE – TERMS AND CONDITIONS
As of January 31, 2017
SAGE Table is an initiative of Services & Advocacy for GLBT Elders (hereafter referred to as “SAGE”, “we”, “us”, or “our”) is a nonprofit, tax-exempt organization. In furtherance of its mission to advance the wellbeing of LGBT elders, SAGE provides an online platform that connects hosts and guests to have food events together (collectively, the “Services”), which Services are accessible at www.sagetable.org (the “Site”). The Services, Site, Application and all Content appearing in connection therewith are referred to in these Terms of Service as the “Platform.”
The Platform allows Hosts (defined below) to create Listings (defined below) for Tables (defined below), and allows Guests (defined below) to make Reservations (defined below) to attend listed Tables, and to attend those Tables, as provided herein.
The Platform is operated solely as a public service to facilitate participation in these activities in furtherance of SAGE’s tax-exempt purposes on a nonprofit basis.
Except as the provider of the Platform, SAGE is not a party to agreements or arrangements entered into between Members, Hosts and Guests for Listings, Reservations, or Tables through the Platform or otherwise; only the Members, Hosts and Guests directly involved in those arrangements are parties to those agreements. SAGE does not and will not mediate disputes between Members, Hosts, or Guests. We encourage Members, Hosts and Guests to communicate directly with each other regarding any issues that may arise in connection with Tables.
Information appearing on the Platform concerning Members, Hosts, Tables, Listings, and Reservation is offered as a public service, and we do not endorse or verify the identities of those parties nor the accuracy of the information they provide. Member Content (as defined below) is submitted by Members and is likewise not verified by us. We do not endorse Members, Hosts, Guests, Tables or third parties that may appear or be referenced on the Platform. You are solely responsible for determining the identity and suitability of others who you contact or with whom you interact via the Platform.
We are not responsible for any damage or harm resulting from your interactions with Members, Guests and Hosts. By using the Platform, you agree that any legal remedy to which you may be entitled for actions or omissions of Members or other third parties will only be asserted against the persons or third parties who caused you harm; and as a condition of using the Platform, you agree to release SAGE from any liability arising out of your use of the Platform.
“Collective Content” means Member Content and SAGE Content.
“Content” means text, graphics, images, music, software (excluding the Application), audio, video, information or any other materials.
“Table” means any event or occasion listed by a Host via the Platform.
“Guest” means a Member who requests to attend a Table via the Platform, or who actually attends a Table arranged through the Platform.
A “Host Fee” means any fee charged by a Host in connection with a Table.
“Listing” means any posting of a Table on the Platform with the intent that the public will view it and Members will respond to it.
“Member” means a person who completes SAGE’s account registration process, including, but not limited to Hosts and Guests, as described under “Account Registration” below. Members are not members of SAGE for legal purposes and have no rights with respect to SAGE itself.
“Member Content” means all Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Platform.
“SAGE Account” is the account created when a member of the public registers as a user of the Platform in compliance with these Terms and any other procedures and criteria established by SAGE.
“SAGE Content” means all Content that SAGE makes available through the Platform, including any Content licensed from a third party, but excluding Member Content.
A “Reservation” is transaction made through the Platform in which a Guest responds to a Listing and his or her participation in the Table is confirmed. In some cases, the prior acceptance of the Host of required before a Reservation can be made.
Certain areas of the Platform (and your access to or use of certain aspects of the Platform or access Content through the Platform) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Platform, the latter will take precedence with respect to your use of or access to that area of the Platform.
The Platform is intended solely for persons who are 18 or older. By accessing or using the Platform you represent and warrant that you are 18 or older.
How the Platform Works
The Platform may be used by the public to view general content and information appearing on the Platform. Anyone who wishes to list a Table or respond to a Listing must become a Member by first registering and creating a SAGE Account on the Platform. Members may discuss and arrange Tables, Hosts may list Tables, and Members may respond to Listings using the Platform’s interface.
In order to access certain features of the Platform, to list a Table or respond to a Listing, you must register to create an SAGE Table Account and become a Member. You may register as a Member as described in this section.
You can register as a Member by following the procedures for registration that appear on the Platform. Once your SAGE Table Account has been created, you may log into your account and use the Platform by entering a username and password provided at the time of registration (or subsequently changed using the Platform interface.)
We will create your SAGE Table Account and your SAGE Table Account profile page for use on the Platform based upon the personal information you provide to us. You may not have more than one active SAGE Table Account at any one time. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. You are responsible for determining and safeguarding your own password, which is required to use the Site, Application, and Services. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your SAGE Table Account, whether or not you have authorized such activities or actions. You will immediately notify SAGE of any unauthorized use of your SAGE Table Account.
Modification of Platform or Terms
SAGE reserves the right, at its sole discretion, to modify the Platform or to modify these Terms, at any time and without prior notice. If we modify these Terms, we will post the modification on the Platform or provide you with notice of the modification directly. You hereby agree that, by continuing to access or use the Platform after we have posted a modification on the Platform or have provided you with notice of a modification, you are bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to stop using the Platform.
Hosts and Hosting
As a Member, you may list Tables on the Platform. If you choose to do so, you become a Host. Please be advised that, while SAGE operates the Platform that allows Members to connect with each other and make arrangements to have Table together, it is the Hosts, who control the Tables, who are solely responsible for all arrangements (including all expenses) in connection with the Table, honoring Reservations and making the Table available to those who have made a Reservation through the Platform.
To list a Table, you will be asked a variety of questions about the Table to be listed, including, but not limited to, the location, capacity, menu, date, and any other rules. In order to be featured via the Platform, all Tables must have valid physical addresses. Tables will be made publicly available via the Platform, and other Members will be able to make a Reservation to attend your Table via the Platform based upon the information provided in your Listing.
You acknowledge and agree that you are solely responsible for any and all aspects of any Tables you list on the Platform. Accordingly, you represent and warrant that Tables you host, and the attendance of any Guest at a Table you host: (i) will not breach any agreements you have entered into with any third parties; (ii) will be in compliance with all applicable laws, tax requirements, and rules and regulations that may apply to the Table, including, but not limited to, zoning laws, health laws, license laws and any other applicable laws governing properties and food; and (iii) will not conflict with the rights of third parties. Please note that SAGE assumes no responsibility for a Host’s compliance with any applicable laws, rules and regulations, or a Host’s failure to comply with the aforesaid covenants.
You understand and agree that SAGE does not act as an insurer or as a contracting agent for, or representative of any Host, and if a Guest makes a Reservation to attend a Table you have listed, any agreement you enter into with such Guest is between you and the Guest and SAGE is not a party thereto.
Please note that SAGE reserves the right, at any time and without prior notice, to remove or disable access to any listed Table for any reason, including Tables that SAGE, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Platform.
When you create a Table you may also choose to include eligibility requirements, which must be met by Members in order to make reservations to your Table. If you include such eligibility requirements in a Listing, any Member wishing to make a reservation for a Table you Host must meet those requirements.
When you confirm a Guest’s request for a Reservation, SAGE will send you an email message via the Platform confirming such Reservation, depending on the selections you make via the Platform.
Each Host agrees that SAGE may, in accordance with the cancellation policy selected by the Host and reflected in the relevant Listing, (i) permit the Guest to cancel his or her reservation.
SAGE makes certain tools available to Hosts to help you to make informed decisions about which Members you choose to confirm for your Tables. You acknowledge and agree that, as a Host, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who are present at the Table.
SAGE recommends that Hosts obtain appropriate insurance for their Tables and any activities conducted in connection with their Tables. Please review any insurance policy that has been issued to you carefully, to be sure that such policy will adequately cover any risks or damages that could arise in connection with your Table, including the actions or inactions of persons (including Guests and any individuals the Guests invite to the Table, if applicable) while at your Table, and the risks of injury that could arise in connection with your Table.
We do not procure insurance for, nor are we responsible for, personal belongings left at any location by the Guests. SAGE reserves the right to cancel such insurance or withhold coverage for any Host or Guest at its discretion.
Failure to comply with these rules may result in your banishment from the Platform.
Guests and Reservations
As Member, you may request a Reservation to attend a Table listed on the Platform. If you do so, you become a Guest.
Once your request is approved and confirmed, you will have made a Reservation, which is a binding agreement with the Host. As a condition of making the Reservation, you as a Guest agree to accept any terms, conditions, rules and restrictions associated with the Table that are disclosed to you either on the Platform (including these Terms) or by the Host. You acknowledge and agree that you will be solely responsible for honoring this commitment. SAGE is not a guarantor of anyone’s performance or satisfaction.
Damage to Table Location
As a Guest, you are responsible for treating the Table location in a respectful manner. You acknowledge and agree that, as a Guest, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who you invite or otherwise bring to the Table. In the event that a Host claims that the Table location or any items contained therein has been damaged by you or any of your invitees (a “Claim”), and provides evidence of such damage, including but not limited to, photographs, you agree to pay the cost of repairing the damage, and/or replacing any damaged items with equivalent items.
If you dispute a Claim, the Host may pursue legal action against you, and you agree to pay the Host’s costs of collection, including reasonable attorney fees, unless the Claim is determined to be without merit.
As a Guest, you understand and agree that the Host may, in his or her sole discretion, assert a Claim under your homeowner’s, renter’s or other insurance policy to cover any damage or loss you cause to the Table location or any property located at the Table location. You agree to cooperate with and assist the Host in connection with any such Claim and to provide such information as may be reasonably requested by the Host in order to assert the Claim, including, but not limited to, providing the name and number of your insurance carrier and policy number, notifying your insurance company of the claim, and executing such documents, and taking such further acts as the Host may reasonably request to assist in recovering the cost of the damage or loss.
If any Host or Guest is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to SAGE by contacting Susan Herr, Chief Engagement Officer with your police station and report number at 212.741.2247 ext. 253 or email@example.com. You acknowledge that receipt your report will not obligate us to take any action beyond that required by law (if any) or that might cause us to incur any liability to you or any other party.
If we receive a complaint about a Guest or a Host, we will take reasonable steps to determine what happened and whether the Guest or the Host has violated these Terms. Both Guests and Hosts agree to cooperate with us in good faith in connection with any such complaint, and will provide us with such information and take such actions as we may reasonably request in order to make this determination. If we determine that a Guest or Host has violated these Terms, we may banish the offending party from the Platform.
In connection with your use of the Platform, you may not and you agree that you will not:
- Post, upload, publish, submit or transmit any information concerning any other person or entity, including without limitation, photographs, personal contact information or credit, debit, calling card or account numbers, without such person’s permission;
- Post, upload, publish, submit or transmit any content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, homophobia, transphobia, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
- Use the Platform to distribute unsolicited commercial email or advertisements (“spam”);
- “Stalk” or harass any user of our Platform or collect or store any personally identifiable information about any other user, other than for purposes of hosting Tables, making reservations, or attending Tables;
- Register for more than one SAGE Table account or register for a SAGE Table account on behalf of a person other than yourself;
- Impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
- Use automated scripts to collect information or otherwise interact with the Platform;
- Submit any content that contains false or misleading information,
- Violate any law or regulation, or any order of a court, including, without limitation, zoning restrictions;
- Infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
- Interfere with or damage the Platform, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
- Systematically retrieve data or other content from our Platform to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
- Use, display, mirror or frame the Platform, or any individual element within the Platform,
- Use the name(s), trademark(s), logo(s) or other proprietary information of SAGE or SAGE Table, or copy or use the layout and design of any page or form contained on a page, without SAGE’s express written consent;
- Access, tamper with, or use non-public areas of the Platform, SAGE or SAGE Table’s computer systems, or the systems of SAGE’s service providers;
- Attempt to probe, scan, or test the vulnerability of any SAGE system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by SAGE or any of SAGE’s providers or any other third party (including another user) to protect the Platform;
- Fake, falsify, counterfeit, copy, imitate, reproduce, replicate, or simulate any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Platform to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Platform;
- Copy, store or otherwise access any information contained on the Platform for purposes not expressly permitted by these terms; or
- Advocate, encourage, or assist any third party in doing any of the foregoing.
We reserve the right, at any time and without prior notice, to remove or disable access to any Content that we, in our sole discretion, consider to be objectionable for any reason, or that violates these Terms or is otherwise harmful to the Platform.
We reserve the right to investigate and prosecute violations of these Terms, to the fullest extent of the law. SAGE may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.
We reserve the right to, at any time and without prior notice, cancel or suspend the SAGE Table Account of any Member who violates these Terms. We may also at our discretion, restrict or disable access to the Platform for anyone that we suspect has violated these Terms, until we can determine whether or not a violation has occurred.
You acknowledge that SAGE is permitted but not required to monitor your access to or use of the Platform and to review or edit any Member Content you post, for the purpose of enforcing these Terms, operating and improving the Platform, or complying with applicable law or the order or requirement of a court, administrative agency or other governmental body.
We reserve the right to access, preserve and disclose any of your personal information or any Content that you have posted, if we are required to do so by law, or if we believe in good faith that it is reasonably necessary (i) to respond to claims asserted against us or to comply with legal process, (ii) to enforce or administer our agreements with users, such as these Terms, (iii) for fraud prevention, risk assessment, investigation, customer support, product development and de-bugging purposes, or (iv) to protect the rights, property or safety of our users or members of the public.
The failure of SAGE to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of SAGE. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
If, as a Guest, you wish to cancel a reservation made via the Platform which has been confirmed by the Host, the cancellation policy of the Host will apply to such cancellation.
If a Host cancels a confirmed Reservation made via the Platform, the Guest may request attendance at an alternative Table. That will be treated as a new request, and the Platform’s normal rules will apply.
Ownership of Content
The Platform and SAGE Content, and all rights thereto, are owned by Services & Advocacy for GLBT Elders. Member Content is owned by the Member who posted, uploaded, published, submitted or transmitted it to be made available through the Platform All rights to the Platform and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Platform and Content, including all associated intellectual property rights is the exclusive property of Services & Advocacy for GLBT Elders.
SAGE grants you a limited, non-exclusive, non-transferable license, to (i) access and view any SAGE Content solely for personal and non-commercial purposes and (ii) access and view any Member Content to which you are permitted access, solely for personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section. This grant of rights is conditioned on your compliance with these Terms in all respects, and may be revoked by SAGE at any time with or without notice.
All trademarks, service marks, logos, trade names and any other proprietary designations of SAGE used herein are trademarks or registered trademarks of SAGE. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
You may not remove or modify any copyright notices, restrictions or signs indicating proprietary rights of SAGE, including any copyright mark [©] any trademark or service mark [® or ™], or any other mark contained in or accompanying the Content, and you represent and warrant that you will abide by all applicable laws in this respect.
You are further prohibited from using, diluting or staining any name, mark or logo that is identical, or confusingly similar to any of SAGE’s marks and logos, whether registered or not.
We may, in our sole discretion, permit Members to post, upload, publish, submit or transmit Member Content. By making Member Content available on or through the Platform, you hereby grant to SAGE a worldwide, irrevocable, perpetual, non-exclusive, transferable, assignable, royalty-free license, with the right to sublicense, to use, view, reproduce, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content in connection with the activities of SAGE Table, including the Platform, whether through the Internet, any mobile device or otherwise, in any media formats and through any media channels known today and developed in the future.
You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Platform or you have all rights, licenses, consents and releases that are necessary to grant to SAGE the rights in 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 SAGE’s use of the Member Content (or any portion thereof) on, through or by means of the Platform 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 agree that SAGE has the unconditional right to remove from the Platform any Member Content that you have uploaded to the Platform at any time, and my exercise such right in its sole discretion, for any reason, at any time, with or without notice.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Platform (“Feedback”). You may submit Feedback by emailing us at welcome@SAGE.org You acknowledge and agree that all Feedback will be the sole and exclusive property of SAGE and you hereby irrevocably assign to SAGE all of your right, title, and interest in and to the Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein.
IF YOU CHOOSE TO USE THE PLATFORM, YOU DO SO AT YOUR SOLE RISK. THE PLATFORM IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, SAGE EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE PLATFORM AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM.
YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE PLATFORM AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT THROUGH THE PLATFORM, INCLUDING, BUT NOT LIMITED TO, GUESTS AND HOSTS, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE PLATFORM AND COLLECTIVE CONTENT, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF SAGE WHETHER IN PERSON OR ONLINE REMAINS WITH YOU.
NEITHER SAGE NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PLATFORM OR THE COLLECTIVE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, YOUR USE OF OR INABILITY TO USE THE PLATFORM AND COLLECTIVE CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE PLATFORM.
You agree to release, defend, indemnify, and hold SAGE, its sponsors, affiliates subsidiaries, officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Platform or your violation of these Terms; (b) your Member Content; and (c) your (i) interaction with any Member, (ii) booking of a Table, (iii) creation of a Table, (iv) the use, condition of a Table by you, including, but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a booking or use of a Table, or (v) injuries, damages or other claims to any persons present at a Table.
Your use of the Services and these Terms shall be governed by, and construed in accordance with, the internal laws of the State of New York without reference to the choice of law or conflicts of law principles thereof, and all claims relating to or arising out of your use of the Service or these Terms, or the breach thereof, whether sounding in contract, tort or otherwise, shall likewise be governed by the laws of the State of New York without reference to the choice of law or conflicts of law principles thereof.
Any dispute, claim or controversy arising out of or relating to the Services or these Terms, or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in New York, New York before a panel of three neutral arbitrators, unless the matter in controversy is within the scope of an applicable small claims court’s jurisdiction. The arbitration shall be administered by AAA pursuant to their Rules and Procedures. Judgment on the arbitration award may be entered in any court having jurisdiction. This clause shall not preclude SAGE or you from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. Note that there is no judge or jury in an arbitration proceeding and the decision of the arbitrator shall be final and binding upon both parties.
These Terms constitute the entire and exclusive understanding and agreement between SAGE and you regarding the Platform, Collective Content, and any Listings, Reservations, or Tables appearing on (or made via) the Platform, and these Terms supersede and replace any and all prior oral or written understandings or agreements between SAGE and you regarding Membership, Listings, Reservations, Tables, the Platform, and the Collective Content.
If you have any questions about these Terms, please contact SAGE by emailing Susan Herr, Chief Engagement Officer at firstname.lastname@example.org or calling 212.741.2247 ext 253.