Last updated: October 17, 2018
Acceptance of Terms
These Terms apply to your access to, and use of, all or any part of the Services. These Terms do not alter in any way the terms or conditions of any other agreement you may otherwise have with Cafe X for any of our products or services. By signing up for or using our Services you agree that you have read, understand and agree to be legally bound by these Terms. If you don’t agree to be bound by these Terms, please do not use the Services.
Cafe X may amend these Terms at any time, in its sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications. The amended Terms will have immediate effect. Your continued use of the Services following the posting of any changes to the Terms constitutes your acceptance of such changes. The most updated version of these Terms is available at cafexapp.com/legal. Cafe X’s Services are evolving, and hence it may suspend, modify or discontinue, temporarily or permanently, the Services from time to time without notice, and in our sole discretion. You agree that Cafe X will not be liable to you or any third party as a result of such suspension, modification or discontinuation.
Cafe X is a robotic coffee shop that provides its patrons flavorful machine-made, beverages. You can order your beverage in one of two ways. You can either visit our coffee shop in person, enter the details of your order, and some other relevant information like your phone number, and credit card information (such information, “Order Details”) at one of the on-site kiosks. You may also order your beverage by entering your Order Details through our App. When your beverage is ready, we will either: (i) display your name that we got access to from your credit card or a unique code assigned to you (“Code”), on a screen at our coffee shop, so you can get your drink, or (ii) send a text message to your mobile phone with your Code that you can use to get your beverage. When you enter your Code on the machine at our coffeeshop, a robotic server will deliver your beverage to the delivery bay for you to pick up. Please note that we will not store your beverage for more than 5 minutes after sending you the text notification that your order is ready, or displaying your Code on the screen. If you fail to pick up your order within 5 minutes of getting the text notification, or after your Code has been displayed at the on-site screen, you will have to reorder the coffee, and you will be charged again for such re-order.
Registration, Accounts and Passwords
Who May Use the Services Eligibility
You may use the Services only if you are 13 years or older and are not barred from using the Services under applicable law.
Registration and Your Information
In order to usethe Services via our App, you’ll have to create an account (“Account”). You can do this by registering via the Site or the App. We may, at our discretion, allow you to connect through your account with certain third-party social networking services such as Facebook (“SNS Account”). If you choose the SNS Account option we’ll create your Account by extracting from your SNS Account certain personal information such as your name and email address and other personal information that your privacy settings on the SNS Account permit us to access. You agree to (1) provide true, accurate, current and complete data about yourself on the Cafe X registration form when you create an Account (“Registration Data”) and (2) promptly update the Registration Data to keep it true, accurate, current and complete. If you fail to do any of these things, Cafe X will have the right to suspend or terminate your Account and your use of the Services. You will be required to create a password as part of your Account creation process. You are solely responsible for maintaining the confidentiality of your password and Account, and for all use of your password and Account, whether authorized by you or not. You agree to (a) immediately notify Cafe X of any unauthorized use of your password or Account or any other breach of security and (b) ensure that you properly exit or log out from your Account each time you use the Services.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at firstname.lastname@example.org. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
As part of the Services, you may receive notifications, alerts or other types of messages via text message (for example, a notification via text message when your beverage is ready, or about an opportunity to participate in our survey) (“Messages”). Please be aware that third party messaging fees may occur for some of the Messages depending on the message plan you have with your wireless carrier. By providing your cellular phone number as part of the registration process, you are agreeing to receive communications from Cafe X, and you specifically authorize Cafe X to send text messages to your phone.
Content and Content Rights
For purposes of these Terms: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content” means any Content that Account holders (including you) provide to be made available through the Services including without limitation, the Order Details. Content includes without limitation User Content.
Ownership, Responsibility and Removal
Cafe X does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, Cafe X and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
Rights in User Content Granted by You
By making any User Content available through Services you hereby grant to Cafe X a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, distribute, publicly display, publicly perform and distribute your User Content in connection with operating, providing, and improving our Services and providing Content to you. You are solely responsible for all your User Content. You represent and warrant that: (i) you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms; (ii) neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by us on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation, and (iii) you will comply with these Terms. You can remove your User Content by specifically deleting it or your Account. However, in certain instances, some of your User Content may not be completely removed and copies of your User Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
Rights in Services and Content Granted by Cafe X
Subject to your compliance with these Terms, Cafe X grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download, view, copy, display and print the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes. In addition, subject to your compliance with these Terms, Cafe X grants you the right to use the Services solely for your personal and non-commercial use. Unless otherwise agreed to in writing by Cafe X, you agree that you will not use the Services or duplicate, download, publish, modify or otherwise distribute or use any material included in the Services for any purpose, except to review the information included in the Services, to subscribe to programs included in the Services, and to purchase the services or products offered by Cafe X for your personal use.
Rights and Terms for Apps
Rights in App Granted by Cafe X
Subject to your compliance with these Terms, Cafe X grants you a limited non-exclusive, non-transferable, non-sublicenseable license to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. You may not copy the App, except for making a reasonable number of copies for backup or archival purposes. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App; or (iv) make the functionality of the App available to multiple users through any means. Cafe X reserves all rights in and to the App not expressly granted to you under these Terms.
Accessing App from App Store.
The following terms apply to any App accessed through or downloaded from any app store or distribution platform (like the Apple App Store or Google Play) where the App may now or in the future be made available (each an “App Provider”). You acknowledge and agree that:
- These Terms are concluded between you and Cafe X, and not with the App Provider, and Cafe X (not the App Provider), is solely responsible for the App.
- The App Provider has no obligation to furnish any maintenance and support services with respect to the App.
- In the event of any failure of the App to conform to any applicable warranty, you may notify the App Provider, and the App Provider will refund the purchase price for the App to you (if applicable) and, to the maximum extent permitted by applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Cafe X.
- The App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation.
- In the event of any third party claim that the App or your possession and use of that App infringes that third party’s intellectual property rights, Cafe X will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
- The App Provider, and its subsidiaries, are third-party beneficiaries of these Terms as related to your license to the App, and that, upon your acceptance of the Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App against you as a third-party beneficiary thereof.
- You represent and warrant that (i) you are not 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 must also comply with all applicable third party terms of service when using the App.
General Prohibitions and Cafe X’s Enforcement Rights
You agree not to do any of the following:
- Post, upload, publish, submit or transmit any Content that: (i) infringes a third party’s intellectual property rights or rights of privacy or publicity, (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability, or (iii) is fraudulent, false, misleading or deceptive;
- Use, display, mirror or frame the Services or any individual element within the Services, Cafe X’s name, any Cafe X trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Cafe X’s express written consent;
- Access, tamper with, or use non-public areas of the Services, Cafe X’s computer systems, or the technical delivery systems of Cafe X’s providers;
- Attempt to probe, scan or test the vulnerability of any Cafe X system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Cafe X or any of Cafe X’s providers or any other third party (including another user) to protect the Services or Content;
- Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
- Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
When you place an order either through the on-site kiosk or via the App, we will provide you the price of the beverages and other items you have ordered. By clicking the “Place Order” button on the kiosk or App, you are confirming your order and agreeing to pay the price of the items you have ordered. You authorize Cafe X or its third party payment processor to charge your credit card or other form of payment for the price of the beverages and other items that you have so ordered and confirmed.
Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK AND IS PROVIDED ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS. THE SERVICES ARE FOR YOUR PERSONAL USE ONLY AND WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT ENDORSE, WARRANT OR GUARANTEE ANY MATERIAL, PRODUCT OR SERVICE OFFERED THROUGH US OR THE SERVICES. WITHOUT LIMITING THE FOREGOING, CAFE X DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. CAFE X FURTHER DISCLAIMS ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, BE FREE FROM INACCURACIES, ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS, OR MEET YOUR REQUIREMENTS.
Limitation of Liability
TO THE EXTENT PERMITTED BY LAW, CAFE X AND ITS SUBSIDIARIES AND LICENSORS WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) OR ANY DAMAGES WHATSOEVER THAT RESULT FROM YOUR USE OF OR INABILITY TO USE THE SERVICES. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND EVEN IF CAFE X HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. WITHOUT LIMITING THE FOREGOING, CAFE X WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR FAILURE TO COMPLY WITH THE “REGISTRATION, ACCOUNTS AND PASSWORDS” SECTION OF THESE TERMS OR YOUR USER CONTENT.IN NO EVENT WILL CAFE X’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU TO CAFE X FOR USE OF THE SERVICES IN THE THREE MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO CAFE X, AS APPLICABLE.
Applicability of Disclaimers, Exclusions and Limits
Third Party Websites
The third party websites linked to or from the Services are not controlled by Cafe X and Cafe X is not responsible for the contents of such third party websites. Accordingly, Cafe X makes no warranties or conditions regarding such third party websites and will not be liable for any loss or damage caused by your use of or reliance on such websites. Your use of third party websites is at your own risk. The inclusion on the Services of a link to third party websites is provided solely for your convenience and does not indicate, expressly or impliedly, any endorsement by Cafe X for the third party websites or the products or services provided at such websites.
You will indemnify and hold harmless Cafe X and its representatives, agents, affiliates, members, officers, directors, employees and managers (the “Indemnified Parties”), and at Cafe X’s option defend the Indemnified Parties, from and against any damage, loss, cost or expense (including without limitation, legal and attorney’s fees and costs) incurred in connection with any third party claim, demand, proceeding or action (“Claim”) brought against any of the Indemnified Parties arising out of: (i) your use of the Services, (ii) your User Content, or (iii) any alleged breach by you of any provision of these Terms. If you are obligated to indemnify Cafe X, Cafe X may, in its sole and absolute discretion, control the defense and disposition (including its possible settlement) of any Claim at your sole cost and expense. Without limitation of the foregoing, you will not settle, compromise or in any other manner dispose of any Claim without the written consent of Cafe X.
In its sole and absolute discretion, with or without notice to you, Cafe X may (1) suspend or terminate your use of the Service, or (2) terminate your Account. You may terminate your Account for any reason by emailing Cafe X at email@example.com. Cafe X shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension of the Services or your Account.
These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.
Agreement to Arbitrate
You and Cafe X agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) 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 (the action described in the foregoing clause (ii), an “IP Protection Action”). Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide Cafe X with written notice of your desire to do so by email or regular mail at: firstname.lastname@example.org; 535 Mission St. 14F, San Francisco CA 94105 within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide Cafe X with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide Cafe X with an Arbitration Opt-out Notice, will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide Cafe X with an Arbitration Opt-out Notice, you acknowledge and agree that you and Cafe Xare each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding.Further, unless both you and Cafe X otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The arbitration will be administered bythe 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_medor by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
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 general Demand for Arbitrationand a separate Demand for Arbitration for California residents.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of 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 Cafe X 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 the documents that you and Cafe X 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.
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 of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and 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. Cafe X 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.
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, Cafe X 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)).
Notwithstanding the provisions of the “Modification” section above, if Cafe X 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 email@example.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Cafe X’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 Cafe X 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).
These Terms constitute the entire and exclusive understanding and agreement between Cafe X and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Cafe X and you regarding the Services and Content. If any provision of these Terms is held invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the “Arbitration” section above or by court of competent jurisdiction, but only if you timely opt out of arbitration by sending us an Arbitration Opt-out Notice in accordance with the terms set forth above), that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Cafe X’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Cafe X may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns. Any notices or other communications provided by Cafe X under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. Cafe X’s failure to enforce any right or provision of these Terms will not be considered a waiver of such 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 Cafe X. 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 you have any questions about these Terms or the Services, please contact Cafe X at firstname.lastname@example.org; or write to: 535 Mission St. 14F, San Francisco CA 94105.