Terms and Conditions

How the Site and Services Work

The Site and Services can be used to facilitate the listing and booking of Chefs, Mixologists, Sommeliers and other culinary services (“Services”). Such Services are included in Listings on the Site and Services by Chefs. You may view Listings as an unregistered visitor to the Site and Services; however, if you wish to book a Service or create a Listing, you must first register to create an CTYT Account (defined below).

As stated above, CTYT makes available a platform or marketplace with related technology for Clients and Chefs, Mixologists, and Sommeliers to meet online and arrange for bookings of Services. CTYT is not an owner or operator of an agency, including, but not limited to, chefs, catering services, restaurants, food professionals or Services, nor is it a provider of properties, including, but not limited to, event venues, public halls, other lodgings or Services and CTYT does not own, sell, resell, furnish, provide, rent, re-rent, manage and/or control equipment and ingredients used by Chefs or Clients in the conduct of exchanging Services. CTYT’s responsibilities are limited to: (i) facilitating the availability of the Site and Services and (ii) serving as the limited agent of each Chef for the purpose of accepting payments from Clients on behalf of the Chef.

PLEASE NOTE THAT, AS STATED ABOVE, THE SITE AND SERVICES ARE INTENDED TO BE USED TO FACILITATE THE BOOKING OF SERVICES. CTYT CANNOT AND DOES NOT CONTROL THE CONTENT CONTAINED IN ANY LISTINGS AND THE CONDITION, LEGALITY OR SUITABILITY OF ANY SERVICES. CTYT IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL LISTINGS AND SERVICES. ACCORDINGLY, ANY BOOKINGS WILL BE MADE AT THE CLIENT’S OWN RISK.

Account Registration

In order to access certain features of the Site and to book a Service or create a Listing, you must register to create an account (“CTYT Account”) and become a Member. You may register to join the Services directly via the Site or as described in this section.

We will review your CTYT Account and your CTYT Account profile page for your use of the Site based upon the personal information you provide to us. You may not have more than one (1) active CTYT Account. 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. CTYT reserves the right to suspend or terminate your CTYT Account and your access to the Site and Services if you create more than one (1) CTYT Account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. 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 CTYT Account, whether or not you have authorized such activities or actions. You will immediately notify CTYT of any unauthorized use of your CTYT Account.

Chef, Mixologist, Sommelier Listings

As a Member, you may create Listings. To this end, you will be asked a variety of questions about the Services to be listed, including, but not limited to, the location, past work history, ingredients, menus, availability of the Services and pricing and related rules and financial terms. Listings will be made publicly available via the Site and Services. Other Members will be able to book your Services via the Site and Services based upon the information provided in your Listing. You understand and agree that once a Final Booking Fee is agreed upon by the Client and Chef, Mixologist, or Sommelier, the price for such booking may not be altered.

You acknowledge and agree that you are responsible for any and all Listings you post. Accordingly, you represent and warrant that any Listing you post and the booking of, or Client engagement, with Services in a Listing you post (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) be in compliance with all applicable laws, Tax requirements, and rules and regulations that may apply to any Accommodation included in a Listing you post, including, but not limited to, zoning laws and laws governing rentals of residential and other properties and (b) not conflict with the rights of third parties. Please note that CTYT assumes no responsibility for a Chef’s, Mixologist’s, or Sommelier’s compliance with any applicable laws, rules and regulations. CTYT reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that CTYT, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms, or otherwise harmful to the Site or Services.

You understand and agree that CTYT does not act as an insurer or as a contracting agent for you as a Chef, Mixologist, or Sommelier. If a Client requests a booking of your Services and retains your Services, any agreement you enter into with such Client is between you and the client; and CTYT is not a party thereto. Notwithstanding the foregoing, CTYT serves as the limited authorized agent of the Chef, Mixologist, or Sommelier for the purpose of accepting payments from Clients on behalf of the Chef, Mixologist, or Sommelier and is responsible for transmitting such payments to the Chef, Mixologist, or Sommelier.

When you create a Listing, you may also choose to include certain requirements which must be met by the Members who are eligible to request a booking of your Accommodation, including, but not limited to, requiring Members to have a profile picture or verified phone number, in order to book your Services. Any Member wishing to book Services included in Listings with such requirements must meet these requirements. More information on how to set such requirements is available via the “Chef Guide” section of the Site and Services.

If you are a Chef, Mixologist, or Sommelier, CTYT makes certain tools available to you to help you to make informed decisions about which Members you choose to confirm for booking for your Accommodation. You acknowledge and agree that, as a Chef, Mixologist, or Sommelier, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who retain your Services or are otherwise present at the place of Service at your request or invitation, excluding the Client (and the individuals the Client invites to the place of Services, if applicable.)

CTYT recommends that Chefs, Mixologists, and Sommeliers obtain appropriate insurance for their Services. Please review any insurance policy that you may have for your Services carefully, and in particular please make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Clients (and the individuals the Client invites to the Services, if applicable) while providing your Services.

User Conduct

You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Site, Services and Content. In connection with your use of our Site and Services, you may not and you agree that you will not:

• ● violate any local, state, provincial, national, or other law or regulation, or any order of a court, including, without limitation, zoning restrictions and Tax regulations;
• ● use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Site, Services or Content;
• ● use the Site or Services for any commercial or other purposes that are not expressly permitted by these Terms;
• ● copy, store or otherwise access any information contained on the Site, Services or Content for purposes not expressly permitted by these Terms;
• ● infringe the rights of any person or entity, including but not limited to, their intellectual property, privacy, publicity or contractual rights;
• ● interfere with or damage our Site or Services, 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;
• ● use our Site or Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
• ● use our Site or Services in connection with the distribution of unsolicited commercial email ("spam");
• ● "stalk" or otherwise harass in any way any other user of our Site or Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as an CTYT Client or Chef, Mixologist, or Sommelier;
• ● register for more than one CTYT Account or register for an CTYT Account on behalf of an individual other than yourself;
• ● contact a Chef, Mixologist, or Sommelier for any purpose other than asking a question related to a booking, such Chef’s, Mixologist’s, or Sommelier’s Services or Listings;
• ● contact a Client for any purpose other than asking a question related to a booking or such Client’s use of the Site and Services;
• ● when acting as a Client or otherwise, recruit or otherwise solicit any Chef, Mixologist, or Sommelier or other Member to join third party services or websites that are competitive to CTYT, without CTYT prior written approval;
• ● as a Chef, Mixologist, or Sommelier, any additional people recruited by you are the sole responsibility of the Chief Chef, Mixologist and Sommelier. Any liability caused by additional people recruited by the Chef, Mixologist ,or Sommelier would then be the responsibility of that Chef, Mixologist or Sommelier
• ● 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 Site or Services;
• ● use the Site and Services to find a Chef, Mixologist, or Sommelier or Client and then complete a booking of an Accommodation transaction independent of the Site or Services in order to circumvent the obligation to pay any Service Fees related to CTYT provision of the Services;
• ● as a Chef, Mixologist, or Sommelier, submit any Listing with a false or misleading price information, or submit any Listing with a price that you do not intend to honor;
• ● or post, upload, publish, submit or transmit any Content that:
  • □ 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;
  • □ violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
  • □ is fraudulent, false, misleading or deceptive;
  • □ is defamatory, obscene, pornographic, vulgar or offensive;
  • □ promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
  • □ is violent or threatening or promotes violence or actions that are threatening to any other person; or
  • □ promotes illegal or harmful activities or substances.
• ● systematically retrieve data or other content from our Site or Services 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 Site or any individual element within the Site, Services, CTYT’s name, any CTYT trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without CTYT’s express written consent;
• ● access, tamper with, or use non-public areas of the Site, CTYT’s computer systems, or the technical delivery systems of CTYT’s providers;
• ● attempt to probe, scan, or test the vulnerability of any CTYT system or network or breach any security or authentication measures;
• ● avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by CTYT or any of CTYT’s providers or any other third party (including another user) to protect the Site, Services or Collective Content;
• ● forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services or Collective Content 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 Site, Services or Collective Content; or
• ● advocate, encourage, or assist any third party in doing any of the foregoing.

CTYT will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. CTYT may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that CTYT has no obligation to monitor your access to or use of the Site, Services or Collective Content or to review or edit any Member Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. CTYT reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that CTYT, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site or Services.

Feedback

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site and Services (“Feedback”). You may submit Feedback by emailing us at support@cheftoyourtable.com or through the “Contact” (www.cheftoyouttable.com/contact-us) section of the Site. You acknowledge and agree that all Feedback will be the sole and exclusive property of CTYT and you hereby irrevocably assign to CTYT and agree to irrevocably assign to CTYT all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At CTYT’s request and expense, you will execute documents and take such further acts as CTYT may reasonably request to assist CTYT to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.

Copyright Policy

CTYT respects copyright law and expects its users to do the same. It is CTYT’s policy to terminate in appropriate circumstances the CTYT Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see CTYT’s Copyright Policy at www.cheftoyouttable.com/privacy-policy, for further information.

Termination and CTYT Account Cancellation

We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate these Terms or your access to our Site and Services, and (b) deactivate or cancel your CTYT Account. Upon termination we will promptly pay you any amounts we reasonably determine we owe you in our discretion, which we are legally obligated to pay you. In the event CTYT terminates these Terms, or your access to our Site and Services or deactivates or cancels your CTYT Account you will remain liable for all amounts due hereunder. You may cancel your CTYT Account at any time via the “Cancel Account” feature of the Services or by sending an email to support@cheftoyourtable.com. Please note that if your CTYT Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Site and Services, including, but not limited to, any reviews or Feedback.

Disclaimers

IF YOU CHOOSE TO USE THE SITE, SERVICES AND PARTICIPATE IN THE REFERRAL PROGRAM, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT CTYT DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY MEMBER, INCLUDING, BUT NOT LIMITED TO, CLIENTS AND CHEFS, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. THE SITE, SERVICES, COLLECTIVE CONTENT AND REFERRAL PROGRAM ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, CTYT 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. CTYT MAKES NO WARRANTY THAT THE SITE, SERVICES, COLLECTIVE CONTENT, INCLUDING, BUT NOT LIMITED TO, THE LISTINGS OR ANY ACCOMMODATIONS, OR THE REFERRAL PROGRAM WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. CTYT MAKES NO WARRANTY REGARDING THE QUALITY OF ANY LISTINGS, ACCOMMODATIONS, YOUR ACCRUAL OF CTYT TRAVEL CREDITS, THE SERVICES OR COLLECTIVE CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY COLLECTIVE CONTENT OBTAINED THROUGH THE SITE, SERVICES OR REFERRAL PROGRAM.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CTYT OR THROUGH THE SITE, SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY CHEFS OR CLIENTS. YOU UNDERSTAND THAT CTYT DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE OR SERVICES OR TO REVIEW OR VISIT ANY ACCOMMODATIONS. CTYT MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, INCLUDING, BUT NOT LIMITED TO, CLIENTS AND CHEFS, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON REGARDLESS OF WHETHER SUCH MEETINGS ARE ORGANIZED BY CTYT. NOTWITHSTANDING CTYT’S APPOINTMENT AS THE LIMITED AGENT OF THE CHEFS FOR THE PURPOSE OF ACCEPTING PAYMENTS FROM CLIENTS ON BEHALF OF THE CHEFS, CTYT EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY CLIENT OR OTHER THIRD PARTY.

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 SITE, SERVICES AND COLLECTIVE CONTENT, YOUR LISTING OR BOOKING OF ANY ACCOMMODATIONS VIA THE SITE AND SERVICES, YOUR PARTICIPATION IN THE REFERRAL PROGRAM, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF CTYT WHETHER IN PERSON OR ONLINE REMAINS WITH YOU. NEITHER CTYT NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, SERVICES, COLLECTIVE CONTENT OR THE REFERRAL PROGRAM WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES OR COLLECTIVE CONTENT, FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, SERVICES, OR YOUR PARTICIPATION IN THE REFERRAL PROGRAM OR FROM YOUR LISTING OR BOOKING OF ANY ACCOMMODATION VIA THE SITE AND SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT CTYT HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EXCEPT FOR OUR OBLIGATIONS TO PAY AMOUNTS TO APPLICABLE CHEFS PURSUANT TO THESE TERMS OR AN APPROVED PAYMENT REQUEST UNDER THE CTYT HOST GUARANTEE, IN NO EVENT WILL CTYT’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SITE AND SERVICES INCLUDING, BUT NOT LIMITED TO, FROM YOUR LISTING OR BOOKING OF ANY ACCOMMODATION VIA THE SITE AND SERVICES, OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES, OR COLLECTIVE CONTENT OR YOUR PARTICIPATION IN THE REFERRAL PROGRAM AND IN CONNECTION WITH ANY ACCOMMODATION OR INTERACTIONS WITH ANY OTHER MEMBERS, EXCEED THE AMOUNTS YOU HAVE PAID OR OWE FOR BOOKINGS VIA THE SITE AND SERVICES AS A CLIENT IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR IF YOU ARE A CHEF, THE AMOUNTS PAID BY CTYT TO YOU IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED DOLLARS ($100), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CTYT AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Indemnification

You agree to release, defend, indemnify, and hold CTYT and its affiliates and subsidiaries, and their 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 Site, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) booking of an Accommodation, (iii) creation of a Listing or (iv) the use, condition or rental of an Accommodation 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 rental, booking or use of a Accommodation and (d) your participation in the Referral Program or your accrual of any CTYT Travel Credits.

Export Control and Restricted Countries

You may not use, export, re-export, import, or transfer the Application except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, the Application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Site and Services, you represent and warrant that (i) neither you nor your listed Accommodation is located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Site and Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons. CTYT does not permit Listings associated with certain countries due to U.S. embargo restrictions.

Reporting Misconduct

If as a client, you hire a chef OR as a chef, accept a booking from a client who you feel 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 CTYT by contacting us with your police station and report number at support@cheftoyourtable.com; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between CTYT and you regarding the Site, Services, Collective Content, Referral Program, and any bookings or Listings of Services made via the Site and Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between CTYT and you regarding bookings or listings of Services, the Site, Services, Collective Content and Referral Program.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without CTYT’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. CTYT may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by CTYT (i) via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Controlling Law and Jurisdiction

These Terms will be interpreted in accordance with the laws of the State of Colorado and the United States of America, without regard to its conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a state court located in Jefferson County for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.

Dispute Resolution

Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section. Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at www.adr.org/aaa/ShowPDF?doc=ADRSTG_004175 and a separate form for California residents at www.adr.org/aaa/ShowPDF?doc=ADRSTG_004314.) The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Arbitration Location and Procedure. Unless you and CTYT otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and CTYT submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. CTYT will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys’ fees and expenses if it prevails in arbitration.

Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, CTYT will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

Changes. Notwithstanding the provisions of the “Modification” section above, if CTYT changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to support@cheftoyourtable.com) within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of CTYT’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and CTYT in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

General

The failure of CTYT 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 CTYT. 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.