1
1.1
Terms and Conditions
These terms and conditions (“Terms”) set out the various rules and procedures that apply
when You access and use the Platform, create and maintain an Account with Us.
By accessing and using the Platform, creating, and maintaining an Account with Us, You agree to be bound by these Terms.
We have also issued the Additional Policies and We recommend that You read and understand each of these before using and accessing the Platform and creating an Account. Copies of the Additional Policies can be found on the Website.
These Terms constitute the entire agreement between You and Us in relation to You accessing and using the Platform and creating an Account. By accepting these Terms, You agree to be legally bound by the Terms and Additional Policies on our Website.
Definitions and Interpretation
In these Terms, all capitalised words and expressions shall have the following meanings:
Account
Additional Policies
Barter Agreement
Content
Owner, We or Us or Our
An on-line account maintained by a Collaborator on the Platform which contains a Collaborator’s personal information and all other relevant details necessary to enable the Collaborator to use the Platform.
Privacy Policy, Cookie Policy and any other Policy The Caviar Spoon may include from time to time
Refers to an agreement between two (2) or more parties in relation to the trade of either goods or services between the parties without the use of money.
Any and all non UGC text, images, audio, video, code, software, databases that appears on, or forms part of, the Platform.
The Caviar Spoon, a limited liability company incorporated in Dubai, UAE
Collaboration
Collaborator
Guest
Password
Platform
Privacy Policy
Terms USD or $
USG Website
A Collaboration is a partnership between one or more brands. This can be from an experience ie: event through to a co-branded product. A collaboration is anything that involves an involvement with one or more parties. Collaborations can be via a variety of payment terms including Barter Agreements, paid fees or split fees or indeed may be a blend of them
A Collaborator either works for a brand or owns a brand who wishes to use the Platform for business purposes.
A guest provides Us with a profile of their name, job title, company, interests and income who has agreed to join the Platform to potentially attend face to face events suitable to their interests. This is a complimentary service for lifestyle readers.
The alphanumeric and special character identifier used by a Collaborator or Guest to identify themselves when accessing their Account.
The Caviar Spoon Collaboration platform enabling collaboration between brands
The Caviar Spoon Privacy Policy, a copy of which can be located on the Website.
The Caviar Spoon Terms and Conditions.
United States Dollar, the currency of the Platform.
Any and all content uploaded or posted by our Collaborators to include but not limited to: text, images, photos, audio and video;
The Caviar Spoon Website at: www.thecaviarspoon.com
1.2 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
1.3 In the event of any conflict or inconsistency between the various documents set out above,
the order of precedence is: (1) these Terms; (2) the Privacy Policy; and (3) the Cookies Policy.
1.4 In the event of any conflict or inconsistency between the English and Arabic translations of these Terms, the English version of these Terms shall prevail to the extent of the inconsistency.
2 Information About Us
2.1 The Caviar Spoon is a new platform which will provide an online meeting place for collaborations and partnerships between brands (the “Joint Venture”). This memorandum of understanding sets out the proposed terms of the Joint Venture.
2.2 You may contact Us by emailing hello@thecaviarspoon.com
3 Account Registration 3.1 Eligibility
(a) Certain parts of the Platform require an Account in order to access them. For example if you wish to use the Platform or sign up as a Guest you will be required to provide Us with certain information. Additionally, whilst you are at liberty to read The Caviar Spoon Lifestyle section or peruse the website, should you wish to receive newsletters we would require your email address.
(b) To be eligible to create and maintain an Account, You must:
(i) (ii)
(iii)
(iv) (v) (vi)
be at least 18 years of age;
not be prohibited or restricted from accessing the Platform, creating or accessing Your Account under the laws of the jurisdiction in which You are located when transacting with Us;
You may have more than one account subject to the requirement that there is a clear and unambiguous necessity for a second or even a third account i.e. you may be a Michelin Chef who has his/her own account under industry talent for pop up shows but may also own a restaurant which would appear under hospitality;
at all times abide by these Terms and the Additional Policies;
not be a resident of a sanctioned or embargoed country; or
not appear on a global list of high-risk and sanctioned individuals.
(c) Prior to
Additional Policies. If You do not agree to all of these requirements, You should not use the Platform.
creating Your Account, You will be required to accept the Terms and
(d) We reserve the right to refuse an application to open an Account for any reason, and have the right to verify Your identity, and eligibility at anytime.
3.2 How to Register
(a) In order to open an Account, You will be required to provide Us with certain information about You. You agree to ensure that such information is true, accurate, up to date and is kept complete on an ongoing basis.
(b) We process all information provided by You in accordance with the Privacy Policy. By passing information to Us, You agree to Us holding and processing Your information in line with the Privacy Policy.
3.3 Using Your Account
(a) Upon successfully opening an Account, You will currently be able to access all areas of the Platform, however, we will be implementing a subscription model in due course which will involve payment for certain Platform services. We confirm that we will advise all users prior to any changes to access and that there will always be a ‘free access’ package with limited access to the Platform. However, by registering Your Account and accessing the free Platform You accept that We retain the right, at Our sole discretion, to restrict access when Our subscription model changes to provide a tiered membership model which will provide a choice of a basic free model or full access to the entire Platform for a subscription fee.
(b) You are responsible for any and all content posted on your Account and any activity that occurs under your Account regardless as to whether or not you were personally responsible for such post or activity.
(c) You warrant that any registration information that you submit to The Caviar Spoon is true, accurate and complete, and you agree to keep it that way at all times.
(d) As You are solely responsible for any and all activities conducted through the use of Your Account, You must keep Your Password secure and secret at all times and take steps to prevent it being used without Your permission.
(e) You may not permit another individual to use Your Password and/or Account and You are liable for any harm resulting from disclosing or allowing disclosure of Your Password or from use by any person of Your Password to gain access to Your Account.
(f) We are not liable to You for any loss or damage You incur arising out of or in connection with any unauthorised access to Your Account, including where the unauthorised access has resulted from Your disclosure of Your Password to third parties, whether by negligence or otherwise.
3.4 You expressly understand and agree that We shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if We have been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Platform; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained through use of the Platform; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any Collaborator or third party on the Platform; (v) or any other
matter relating to the Platform.
4 Cyber Security
and Content
security
We maintain administrative, technical, and physical
Unfortunately, no information transmission or
accessed, disclosed, altered, or destroyed by
guarantee
safety
login information, Content, IDs (including associated passwords). Please
communications
storage system
breach
measures and safeguards
designed to protect the
confidentiality
and security of your
on the Internet is 100%
secure. As a result, We cannot
, ensure, or warrant the security of any
information You transmit to Us. There is no guarantee that information will not be
of Our physical, technical, or
managerial safeguards. The
and security of Your personal information
also depends on You. It is Your responsibility to protect the security of Your
note
that emails
and other
sent to us through Our website may not be encrypted, and We
strongly advise You not to communicate any
through these
means.
5 Terminating, Varying or Suspending Your Account
5.1 We may, in Our absolute discretion, terminate, vary or suspend access to Your Account, the Platform, and without notifying You in advance if:
(a) any information that You provide to Us is fraudulent, false, or inaccurate,
(b) We need to perform essential repair or maintenance work or upgrades on the Platform;
(c) for any reason, We no longer provide access to the Platform;
(d) We, in our sole discretion, deem it necessary.
5.2 We reserve the right to take one or more of the following actions if you breach these Terms or Rules:
(a) terminate, vary or suspend Your Account or access to the Website;
(b) of any and all relevant costs on an indemnity basis resulting from Your breach;
(c) take further legal action against You as appropriate; and/or
(d) any other actions which We deem reasonably appropriate (and lawful).
5.3 We hereby exclude any and all liability arising out of any actions (including, but not limited to those set out above) that We may take in response to breaches of these Terms and Rules.
6 Closing Your Account
6.1 If You wish to close Your Account, You may do so at any time by providing us with one month’s written notice. Please note that Your personal data will be stored in accordance with the terms of the Privacy Policy.
confidential information
personal information.
7 Access To and Use of the Website
7.1 Access to the Platform is provided “as is” and on an “as available” basis, and to the fullest extent permitted by law, We disclaim all warranties.
7.2 We may alter, suspend, or discontinue the Platform (or any part of it) at any time and without notice. We will not be liable to You in any way if the Platform (or any part of it) is unavailable at any time and for any period.
7.3 You warrant and undertake that You will only use Your Account, or otherwise use the Website in accordance with these Terms, in a lawful matter and, in particular, without limitation:
(a) you will ensure that you comply fully with any and all local, national or international laws and/or regulations;
(b) You will not use the Platform in any way, or for any purpose, that is unlawful or fraudulent (including but not limited to in breach of copyright, Trademark or Intellectual Property law);
(c) You will not use the Platform to knowingly send, upload, or in any other way transmit data that contains any form of virus or other malware, or any other code designed to adversely affect computer hardware, software, or data of any kind;
(d) You will not use the Platform in any way, or for any purpose, that is intended to harm any person or persons in any way; and
(e) You will not authorise or allow anyone else to do the above.
7.4 You agree to indemnify and hold harmless Us against any and all claims, demands, proceedings, losses, expenses, damages, and costs, including legal costs, however arising, due to or arising out of, without limitation, Your wrongful or negligent use of Your Account, or breach by You of these Terms.
7.5 Any and all Content included on the Platform and the copyright and other intellectual property rights subsisting in that Content, unless specifically labelled otherwise, belongs to or has been licensed by Us. All Content is protected by applicable intellectual property laws and treaties.
7.6 You may not reproduce, copy, distribute, sell, rent, sub-licence, store, or in any other manner re-use Content from the Platform unless given express written permission to do so by Us. You agree, to the maximum extent permitted by law, not to reverse engineer or decompile (either in whole or in part) any software used in connection with the Platform.
8 Links to Other Websites
Links to other external third-party sites may be included on the Website and other communications sent by Us. Unless expressly stated, these sites are not under Our control. We neither assume nor accept responsibility or liability for the content of third- party sites. The inclusion of a link to another site on the Website or other communication is for information only and does not imply any endorsement of the sites themselves or of
those in control of them.
9 Viruses, Malware and Security
9.1 We exercise all reasonable skill and care to ensure that the Platform is secure and free from viruses and other malware. We accept no liability for any loss or damage resulting from a virus or other malware, a distributed denial of service attack, or other harmful material or event that may adversely affect Your hardware, software, data or other material that occurs as a result of Your use of the Platform or any other site referred to on the Website.
9.2 You are responsible for protecting Your hardware, software, data and other material from viruses, malware, and other internet security risks.
9.3 You must not deliberately introduce viruses or other malware, or any other material which is malicious or technologically harmful either to or via the Platform. Nor should you attack, scan or deliberately reverse engineer the Platform by any means or attempt to gain unauthorised access to any part of the Platform, the environment on which the Platform is stored, the Central Computer System or any other server, computer, or database connected to or serving the Platform.
10 Disclaimers
10.1 Nothing on the Platform constitutes advice on which You should rely. It is provided for general information purposes only.
10.2 Insofar as is permitted by law, We make no representation, warranty, or guarantee that the Platform will meet Your requirements, that it will not infringe the rights of third parties, that it will be compatible with all software and hardware, or that it will be secure.
10.3 By using the Platform, You expressly agree that use is at Your sole risk. More particularly:
a) We do not warrant that the Platform will be uninterrupted or error free;
b) We are not responsible for the content, quality or level of service provided by the Collaborators and we provide no warranty in respect of any agreements, deliverables, communications or otherwise between our Collaborators;
c) We do not warrant that any Collaborator has sufficient permissions, rights or licences in relation to any Collaboration.
11 User Generated Content
11.1 User Generated Content (“UGC”) refers to the content added by our Collaborators. We do not check the UGC for appropriateness, violations of copyright, trademarks, other rights or violations and the Collaborator uploading/creating such content shall be solely responsible for it and the consequences of using, disclosing, storing, or transmitting it.
11.2 By uploading to, or creating content on the Platform, You represent and warrant that You own or have obtained all rights, licenses, consents, permissions, power and/or authority, necessary to use and/or upload such content and that such content or the use thereof in
the Site does not and shall not infringe or violate any intellectual property, proprietary or privacy, data protection or publicity rights of any third party;
12 Our Liability
12.1 Except to the extent that liability cannot be excluded by law, We will not be liable for any loss or damage, whether foreseeable or otherwise, You suffer as a result of Your use of or reliance on any information or Content provided on the Platform, including, but not limited to, any loss or damage arising out of the registration and use of Your Account.
12.2 In addition, We will not be liable to You for any loss or damage suffered by You arising from:
(a) events beyond Our reasonable control and expectations (for example situations arising from pandemic restriction, war, fire, flood, drought, power cut and/or failure or obstruction of any network, broadcasting or telecommunications service);
(b) the failure or destruction of, or damage to, all or part of the Computer System or Our records or any third party (including, without limitation, the Platform and/or Computer System);
(c) any mistakes caused by all or part of the Computer System or Our records or any third party (including, without limitation, the Platform, and/or Computer System);
(d) any losses caused by You, including the misuse or unauthorised use of Passwords and the failure to keep Us informed of changes to Your personal contact details;
(e) any losses caused by the failure or malfunction of Your equipment or technology or Your internet service provider or mobile phone network operator, or the equipment, technology, internet service provider or mobile phone network operator of any other person or third party.
(f) Any losses caused through reliance on any Content, statement (verbal or written), agreement, promise, contract, undertaking or similar (the “Collaborations”) from a Collaborator or Guest of This Platform. For the avoidance of doubt we do not guarantee the veracity, authenticity or validity of any Collaborations on the Platform and our Collaborators must undertake their own due diligence in regards to any Collaborations they wish to engage with.
12.3 You acknowledge and agree that in accepting these Terms You do not rely on, and shall have no remedy in respect of, any statement, representation, warranty (in each case whether negligently or innocently made) or understanding of any person whether or not that person is a party to these Terms. To the fullest extent permissible by law, We exclude all representations, warranties, and guarantees (whether express or implied).
12.4 Specifically, You acknowledge and agree that We neither endorse nor provide any remedy for any Content, statement, representations, promises, agreements, warranties (whether fraudulently, negligently or innocently made) or understanding of any Collaborator or their representative or affiliate. To the fullest extent permissible by law, We exclude all liability for Our Collaborators representations, warranties, guarantees, promises or agreements (whether express or implied) in relation to any potential or actual Collaboration.
12.5 Nothing in these Terms excludes or restricts Our liability for fraud or fraudulent misrepresentation, for death or personal injury resulting from negligence, or for any other forms of liability which cannot be excluded or restricted by law. Further, nothing in these Terms seeks to exclude or limit Your legal rights as a consumer.
13 Prohibited Usage of Platform
13.1 You agree not to use the Platform for any exchange of adult oriented or pornographic materials and services.
14 General
14.1 You accept that use of the Platform does not provide any guarantee of the level of service or deliverables provided by Our Collaborators.
14.2 You understand that We use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.
14.3 We do not warrant that (i) the service will meet Your specific requirements, (ii) the Platform will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Platform will be accurate or reliable, (iv) the quality of any Collaboration obtained by You through the Platform will meet Your expectations, and (v) any errors in the Platform will be corrected.
14.4 You expressly understand and agree that We shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if We been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Platform and/or Collaboration; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Platform; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the Platform; (v) or any other matter relating to the service.
14.5 Any failure of Ours to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. The Terms constitute the entire agreement between You and Us and govern Your use of the Platform.
14.6 You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of
You agree that You will refrain from any inappropriate communication on the Platform
which includes but is not limited to: bullying, trolling, harassment, and hate speech towards
others.
You agree that You will not publish or post other people’s personal or confidential information.
the Service, use of the Service, or access to the Service without the express written permission by the Company.
14.7 We may, but have no obligation to, remove Content and Accounts that We determine in Our sole discretion are unlawful or violates any Collaborator’s intellectual property or these Terms.
14.8 Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Collaborator or Us, will result in immediate account termination.
14.9 You understand that the technical processing and transmission of the Platform including Your Content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
14.10 The reasonable exercise by Us of any discretion provided for by these Terms will be final and binding.
14.11 If any provision (or part of a provision) in any of these Terms is decided by a court of competent jurisdiction to be void and/or unenforceable, that decision will only affect the particular provision (or part of the provision) and will not, in itself, make the other provisions void or unenforceable.
14.12 You may not assign or otherwise transfer (in whole or in part) Your rights and/or obligations under these Terms. Any assignment or transfer by You will be null and void. We may assign or transfer Our rights and/or obligations under these Terms in whole or in part to any third party at Our sole discretion.
14.13 Except if We assign or transfer Our rights and/or obligations under these Terms, a person who is not a party to these Terms has no rights or otherwise to enforce any provision of these Terms.
14.14 We may amend these Terms (and the Additional Policies) from time to time. Such amendments, modifications or changes will be applicable and contractually binding with effect from the date of their publication on the Website or on notification to You that a change has taken place, whichever is sooner and will apply after the date on which the changes become effective, and/or before that date if reasonable in the circumstances. If We change these Terms You will be notified the next time You access Your Account. If at any time You decide that You do not agree with the Terms You should stop using the Platform and contact Us for more information or close Your Account. If You do continue to use the Platform, We are entitled to assume that You have accepted them.
15 Law
The relevant law for these Terms is the laws of the Dubai International Financial Centre Courts (“DIFC”) and any legal proceedings will be heard in the DIFC courts.
Version Number: 1
Issue Date: [ ] September 2021
