Order140, Inc. (“Order140”) is willing to provide you access to and use of its digital restaurant ordering system, technology, and related services described on the Order140.com website (“Services”) only on the condition that you accept all of the terms and conditions contained in this Order140 User Agreement (“Agreement”).
1.1 Services. The Services will allow you to order Products (as defined below), such as different types of food and drink items from participating merchants (“Merchants”), in advance of your arrival at the Merchant’s store via the Internet or Mobile Application.
1.2 Eligibility. To register for Services, you must be at least 13 years old, be a U.S. resident, and be able to enter into legally binding contracts in the state in which you reside, and you hereby represent you meet those qualifications.
1.3 Registration for Services. In order to access and receive the Services, Order140 must accept your successfully completed registration for the Services. Once your registration is accepted by Order140, you will be able to make use of a web browser or mobile device to place orders for the purchase of certain products (each, a “Product”) contained in a Merchant’s online menu, as updated by Order140 or the Merchant from time to time, on the website (“Product Menu”). For your convenience, you may also access and receive the Services by utilizing the Guest Checkout or Facebook Login features, which carry the same Terms and Conditions as a Registration for Services. Please remember that standard data charges may apply from your Carrier.
1.4 License; Restrictions. Subject to the terms and conditions of this Agreement, Order140 grants you a non-transferable, revocable, non-exclusive, non-sublicensable, royalty-free license to access and use the Service for your internal, personal, non-commercial purpose of ordering and paying for Products (defined below). In connection with your access to or use of the website or the Services, or in the course of your interactions with Order140, you will not: (a) violate any law, statute, ordinance, or regulation; (b) infringe Order140’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy; (c) act in a manner that is defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (d) provide false, inaccurate or misleading information; (e) refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to Order140; (f) take any action that imposes an unreasonable or disproportionately large load on Order140 infrastructure; (g) transmit or facilitate the transmission of any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or Service; (h) reverse engineer the Order140 software or Service.
1.5 Availability of Services. You acknowledge and agree that (i) the availability of mobile data networks, and the Internet may affect your ability to use the Services, (ii) availability of web-based browsing is not guaranteed, (iii) the Services may differ depending on the Carrier with whom you maintain an account and that Carrier’s ability to support the Services, (iv) Order140 is not responsible for the act or omission of any Carrier (including failure to deliver any communication to Order140 or a provider of any Product in timely fashion), any limitations imposed by such Carrier, or such Carrier’s ability or inability to support the Services, (v) Order140 is not responsible for any limitations of the Internet, (vi) Order140 is not responsible for any error made by you in using the Services, and (vii) Order140 is not responsible and will not be liable for any inability to access or use the Services, or any errors, non-conformities, or other problems with the Services, arising from, related to, or caused in whole or in part by any event, circumstance, act or omission outside of Order140’s control.
1.6 Modification of Services. Order140 reserves the right, in its sole discretion, to modify the Services from time to time and without notice, including by changing features or functions in the Service, or removing, adding, or modifying Products and/or third-party vendors from the Product Menu. Order140 shall have no liability to you for any modification or discontinuation of the Services. If you object to any such changes, your sole recourse shall be to cease using the Services.
1.7 Unauthorized Use of Services. You acknowledge and agree that the Services are for your non-commercial, personal use only. You acknowledge and agree that you may not distribute, sell, resell, interfere with or exploit for any commercial purposes any portion of the Services, or any Products accessible through the Services. Order140 is not liable for any claims, actions, damages, or other liability incurred as a result of any unauthorized use of your account or the Services, and you agree to be fully liable for any such unauthorized access. You may not attempt, or authorize, encourage, or support others’ attempts, to circumvent, reverse engineer, decrypt, break (e.g. by inputting viruses or other harmful programming routines) or otherwise alter or interfere with the Services.
1.8 Merchants; Product Pricing. Participating Merchants are subject to change, and are not guaranteed to be available at all times. Order140 does not assume responsibility or liability for the actions, products, locations or content of any Merchant. You acknowledge and agree that Order140 is not responsible for the pricing of the Products, and the Merchants are solely responsible for setting the prices for Products, and pricing may change at any time without notice.
1.9 Transactions. You may view your recent transactions by logging into your account on the website, going to “my account,” and clicking on the “order history” tab. You may dispute any charges in writing by email to support@Order140.com. Disputes must be logged within 15 days of the transaction to become eligible for resolution.
1.10 Your Account. You will be responsible for maintaining the confidentiality of your log-in credentials, as well as the information in your account. You will be solely responsible and liable for any and all access to and use of the Service (including all activities, orders, and transactions) by you or any other person, including, but not limited to unauthorized access to your account or unauthorized use of the Service. You must immediately notify Order140 if you have reason to believe that there has been an unauthorized transaction from your account or unauthorized use of the Services from your account. Order140 reserves the right to contact you via the email address you provide to Order140.
2.1 Payment, Fees, and Billing. You pay for orders via the Services, and, in some instances, Merchants may allow in-store payment. You agree that Order140 may immediately authorize your credit card (or other approved payment type) for the full amount of any order, plus a convenience charge where applicable, made under your account and password. You acknowledge and agree that you will pay assessed charges for any and all orders placed from your account, regardless of whether you actually receive the Products.
2.2 If you have any questions about a transaction on your credit card statement, you may contact us at 888-775-4254 or email us at support@Order140.com.
2.3 Refund Policy. Customer satisfaction is very important to us. All refunds are subject to the refund policies of the restaurants from which you order. If you contact us, we cannot process any refund without approval from the applicable restaurant. We will use reasonable efforts to request and obtain refunds where appropriate.
4.1 Termination. Order140 may suspend your ability to use the Services or may terminate this Agreement effective immediately and without notice to you if (a) Order140 receives repeated faulty orders for Products in connection with your account, including but not limited to the use of multiple accounts to circumvent Loyalty Program rules, erroneous or spoof orders, duplicate requests for Products, or credit card fraud; (b) Order140 reasonably believes you have violated this Agreement. After any suspension or termination, you may be required to respond to an authenticating message to reactivate your account and/or pay a reactivation fee. YOU AGREE THAT Order140 SHALL NOT BE LIABLE TO YOU FOR ANY TERMINATION OF THIS AGREEMENT OR OF YOUR ACCESS TO THE SERVICES. You may terminate this Agreement and discontinue your participation in and access to the Services at any time by delivering notice to Order140 at support@Order140.com or canceling the Service as described on the Order140 website. Upon termination of this Agreement for any reason, your right to use the Service shall immediately cease, and you shall stop all use of the Service, and all amounts owed by you to Order140 as of the effective date of termination will become immediately due and payable. Sections 2, 3, 4, 5 6, 7, 8, 10, and 11 shall survive termination or expiration of this Agreement for any reason. Please keep in mind that all fees paid to Order140 are nonrefundable.
5.1 Disclaimer of Warranties. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND. Order140 EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, OR NON-INFRINGEMENT. Order140 MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. Order140 MAKES NO WARRANTY REGARDING ANY DEALINGS WITH OR TRANSACTIONS ENTERED INTO WITH ANY OTHER PARTIES THROUGH THE SERVICES.
6.1 Limitation of Liability. YOU EXPRESSLY AGREE THAT USE OF THE SERVICES IS AT YOUR OWN RISK. Order140 WILL NOT BE LIABLE FOR ANY PRODUCTS YOU OBTAIN OR FAIL TO OBTAIN THROUGH USE OF THE SERVICES. TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL Order140 OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE OR THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE. THE PARTIES ACKNOWLEDGE THAT THE TERMS OF THIS SECTION 6 REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT THE PARTIES WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS OF LIABILITY. THE AGGREGATE LIABILITY OF Order140 TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE WEB SITE OR THE SERVICES IS LIMITED TO ONE HUNDRED DOLLARS ($100). Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability shall be the minimum permitted under such applicable law.
7.1 Indemnification. You agree to indemnify, defend and hold harmless Order140, its agents, employees, representatives, licensors, affiliates, officers, directors, and partners, from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) resulting or arising from any third-party claim in connection with (a) any information you (or anyone accessing the Services using your password) submit or transmit through the Services, (b) your use of or access to the Services, (c) your violation of this Agreement, or (d) your violation of any rights of any third party.
8.1 The Services and the website contain or comprise intellectual property that is owned by Order140 and/or its licensors, including without limitation the trademark “Order140” and related logos and images. All such material is protected by relevant intellectual property laws, including trademark, copyright and/or trade secret laws. Without limiting anything herein, the material may not be used, copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, publicly performed, publicly displayed, or redistributed in any way without the prior written permission of Order140 any applicable third-party entity. You must abide by all intellectual property notices, information or restrictions contained in this Agreement, the Order140.com website, or attached to any communication between you and Order140.
9.1 This Agreement may be amended from time to time. If Order140 amends, supplements, or modifies this Agreement, it will provide you notice by email. If you object to any such changes, your sole recourse shall be to cease using the Services and terminate this Agreement within 30 days after the earlier to occur of: (i) delivery of the notice email to your email address, (ii) posting of any such changes to the website, or (iii) having you agree to the changes on the website. Your continued use after that date shall indicate your acknowledgment of such changes and agreement to be bound by the revised Agreement, inclusive of such changes. This version of the Agreement will be effective immediately for any user who registers for the Service on or after that date. The term “Agreement” will include all subsequent amendments.
10.1 Neither party is in breach of this Agreement for any cessation, interruption, or delay in the performance of its obligations hereunder (other than payment obligations) due to causes beyond its reasonable control including, without limitation: earthquake, flood, fire, storm, or other natural disaster, act of God, labor controversy or threat thereof, civil disturbance or commotion, acts or threats of terrorism, disruption of the public markets, war, or armed conflict.
11.1 These Terms, the relationship between you and Order140, and all matters relating to your access to, or usage of, any Order140 Ordering Sites, Mobile Apps, and Services shall be governed by United States Federal law, and the laws of the State of Colorado. Any lawsuit, or legal proceeding relating to these Terms, the relationship between you and Order140, or your use of the Services, shall be brought in the state or Federal courts located in Denver, Colorado and in no other jurisdiction. You further consent to personal jurisdiction and venue in, and agree to service of process issued or authorized by, any such court.
Our failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of this Agreement remain in full force and effect.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
RELATIONSHIP TO OTHER AGREEMENTS
The Agreement constitutes the entire, exclusive and final statement of the agreement between you and Order140 with respect to the subject matter herein, superseding any prior agreements or negotiations between you and Order140 with respect to the Services. You may not transfer or assign any rights or obligations you have under this Agreement without Order140’s prior written consent. Order140 reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time.
You agree that Order140 may provide notice to you by posting it on our website or emailing it to the email address listed in your account profile. Such notice shall be considered to be received by you within 24 hours of the time it is posted to our website or emailed to you unless we receive notice that the email was not delivered. Except as otherwise stated in this Agreement, notice to Order140 must be sent by postal mail to: Order140, Inc., 490 Himalaya Ave., Broomfield CO 80020.
Last Modified: January 2020