In this Agreement, “WINEMACAU” and “we” mean the WINEMACAU company that is providing the Services to you, and with whom you are entering into this Agreement. To see which WINEMACAU entity is providing you Services. The terms “User” and “you” mean any user of the Services. This Agreement incorporates WINEMACAU’s standard policies, procedures, and terms and conditions for use of the Services that are referenced by name or by links in this Agreement (collectively, the “WINEMACAU Policies”).
By accessing or using the Services or by clicking “accept” or “agree” to this Agreement, (1) you acknowledge that you have read, understand, and agree to be bound by this Agreement, and (2) you represent and warrant that you are of legal age and not prohibited by law from accessing or using the Services (including, if applicable, purchasing, giving, using, or redeeming any WINEMACAU Gift Card or Merchant Gift Card (as such terms are defined herein)).
WINEMACAU may update or revise this Agreement (including any WINEMACAU Policies) from time to time. You agree that you will review this Agreement periodically. You are free to decide whether or not to accept a modified version of this Agreement, but accepting this Agreement, as modified, is required for you to continue using the Services. You may have to click “accept” or “agree” to show your acceptance of any modified version of this Agreement. If you do not agree to the terms of this Agreement or any modified version of this Agreement, you must terminate your use of the Services, in which case you will no longer have access to your Account (as defined below). Except as otherwise expressly stated by WINEMACAU, any use of the Services (e.g., the use of the Reservation Services (as defined herein), Payment Services (as defined herein), or the purchase of WINEMACAU Gift Card or Merchant Gift Card (each, as defined herein)) is subject to the version of this Agreement in effect at the time of use.
Part I - Reservation Services
1. Restaurant Reservations. WINEMACAU makes available restaurant reservation services (the “Reservation Services”) through the WINEMACAU Sites to User for the purpose of assisting User in securing dining reservations. In response to a User’s online request for a Restaurant reservation through the WINEMACAU Sites, WINEMACAU contacts the Restaurant’s computerized database of reservations as applicable. The availability of reservations is determined at the time of User’s query and based on information provided to the Restaurant by WINEMACAU. Once a reservation request is made by User through the WINEMACAU Sites, WINEMACAU will provide confirmation of the reservation to User by email or other electronic messages as has been agreed to by User. By using the Reservation Services, User agrees to receive reservation confirmations, updates, modifications and/or cancellations by email or other electronic messages.
If you are unable to keep your reservation and you fail to cancel at least 30 minutes in advance of the reservation, WINEMACAU will send you an email or message letting you know that our records indicate that you were a no-show. Upon arriving at the Restaurant, it is the User’s responsibility to notify the host that the User has a reservation. By using the Reservation Services, User agrees to receive no-show notifications by email or message after a report that your reservation was not honored, whether or not that was in fact the case. Your Account will be suspended if you are a no-show for four reservations within a 12-month period. User agrees that all final no-show determinations will be made by WINEMACAU in its sole discretion.
Failure to appear at the Restaurant in a timely manner may result in the Restaurant bypassing your place on the waitlist for other guests or removing you from the waitlist entirely.
Part II – Payment, Gift Card and Other Services
3. Payment, Gift Card and Other Services. WINEMACAU may offer additional Services such as payment services made available by WINEMACAU through the WINEMACAU Sites (the “Payment Services”), electronic and physical gift cards and gift certificates issued by WINEMACAU (each, an “WINEMACAU Gift Card”), electronic gift cards and gift certificates issued by store or restaurant (each, a “Merchant Gift Card”) and other services. The additional terms applicable to such Services are available here, and form a part of this Agreement:
Part III – Terms for All Services
5. Your Account. You may (but are not required to) create an account with WINEMACAU through the WINEMACAU Sites (“Account”) in order to use the Reservation Services, to purchase, gift, or redeem (as applicable) WINEMACAU Gift Cards and Merchant Gift Cards. However, you must have an Account in order to use the Payment Services. When registering for an Account, you must provide true, accurate, current, and complete data about yourself on the WINEMACAU registration form (“Registration Data”). You also agree to promptly update the Registration Data to keep it true, accurate, current, and complete. You are solely responsible for maintaining the confidentiality of your Account and the information in your Account, and, except as otherwise required by applicable law, you are solely responsible for all use of your Account, whether or not authorized by you. You agree to immediately notify WINEMACAU of any unauthorized use of your Account or any other breach of security related to your use of the Services.
8. Modifications to Services. WINEMACAU reserves the right, in its sole discretion, to modify the Services from time to time and without notice, including, without limitation, by removing, adding, or modifying portions of the WINEMACAU Sites, Restaurant, and/or Merchants. WINEMACAU shall have no liability to you for any of the foregoing actions. If you object to any such changes, your sole recourse shall be to cease using the Services. Continued use of the Services following any such changes shall indicate your acknowledgment of such changes and satisfaction with all the Services.
9. Intellectual Property Rights and Grant of Rights to User. The features, information, and materials provided and depicted through the Services are protected by copyright, trademark, patent, and other intellectual property laws. All text, graphical content, video, data, and other content made available through the Services (collectively, the “WINEMACAU Content”) are provided to User by WINEMACAU or its partners or licensors solely to support User’s permitted use of the Services. The WINEMACAU Content may be modified from time to time by WINEMACAU in its sole discretion. Except as expressly set forth herein, no license is granted to User for any other purpose, and any other use of the Services or the WINEMACAU Content by User shall constitute a material breach of this Agreement. WINEMACAU and its partners or licensors retain all rights in the Services and WINEMACAU Content and any associated patents, trademarks, copyrights, mask work rights, trade secrets, or other intellectual property rights. No license, right, or interest in any trademarks of WINEMACAU or any third party is granted under this Agreement.
10. Application License. Subject to the terms and conditions of this Agreement, WINEMACAU grants User a non-exclusive, non-transferable, revocable license to use the WINEMACAU mobile applications, in object code form only, on User’s compatible mobile devices, solely to support User’s permitted use of the Services.
11. Use Restrictions. The Services and WINEMACAU Content are offered solely for User’s personal use for the purposes described in this Agreement. Any and all other uses are prohibited. WINEMACAU expressly reserves all its rights and remedies under applicable laws (including state, federal, and provincial/territorial laws). WINEMACAU reserves the right, in its sole discretion, to refuse service, terminate Accounts, remove or edit content, cancel reservations, or deny access to the Services. You agree not to (and not to allow any third party to): (1) use any deep-link, robot, spider, scraper, or other automatic or manual device, process, or means to access, copy, search, or monitor any portion of the Services or WINEMACAU Content, except as expressly authorized by WINEMACAU; (2) take any action that imposes or may impose (in WINEMACAU’s sole determination) an unreasonable or a disproportionately large load on the Services or WINEMACAU’s infrastructure; (3) utilize any device, software, or routine that will interfere or attempt to interfere with the functionality of the Services; (4) rent, lease, copy, provide access to or sublicense any portion of the Services or WINEMACAU Content to a third party; (5) use any portion of the Services or WINEMACAU Content to provide, or incorporate any portion of the Services or WINEMACAU Content into, any product or service provided to a third party; (6) reverse engineer, decompile, disassemble, or otherwise seek to obtain the source code or non-public APIs to the Services, except to the extent expressly permitted by applicable law (and then only upon advance notice to WINEMACAU); (7) modify any Services or WINEMACAU Content or create any derivative product from any of the foregoing; (8) remove or obscure any proprietary or other notices contained in the Services or WINEMACAU Content; (9) use the Services or WINEMACAU Content for any illegal purpose; or (10) publicly disseminate information regarding the performance of the Services or WINEMACAU Content or access or use the Services or WINEMACAU Content for competitive analysis or benchmarking purposes. Although the WINEMACAU Sites may be accessible worldwide, not all features or services discussed, referenced, provided or offered through or on the WINEMACAU Sites are available to all persons or in all geographic locations, or appropriate or available for use outside Macau. WINEMACAU reserves the right to limit, in its sole discretion, the provision and quantity of any feature or service to any person or geographic area.
12. Termination. WINEMACAU may suspend your ability to use all or any element of the Services or may terminate this Agreement effective immediately, without notice or explanation. Without limiting the foregoing, WINEMACAU may suspend your access to the Services if we believe you to be in violation of any part of this Agreement (including any WINEMACAU Policies). After any suspension or termination, you may or may not be granted permission to use the Services or re-establish an Account, and, where applicable, you may lose access to and be unable to use any accumulated dining points. You agree that WINEMACAU shall not be liable to you for any termination of this Agreement or for any effects of any termination of this Agreement. You are always free to discontinue your use of the Services at any time. You understand that any termination of your Account may involve deletion of any content stored in your Account for which WINEMACAU will have no liability whatsoever.
13. Reviews, Comments, Communications, and Other Content. The Services may permit you to submit, transmit, post or otherwise provide content, including, but not limited to, reviews, comments, ratings, photos, images, videos, sounds, text, data, links and location information; send emails and other communications; and submit suggestions, ideas, comments, questions, or other information (“User Content”). Any such User Content must not be illegal, threatening, obscene, racist, defamatory, libelous, pornographic, infringing of intellectual property rights, promoting of illegal activity or harm to groups and/or individuals, invasive of a third party’s publicity or privacy rights, purposely false or otherwise injurious to third parties, or objectionable and must not consist of or contain software, computer viruses, commercial solicitation, political campaigning, chain letters, mass mailings, any form of “spam” or references to illegal activity, malpractice, purposeful overcharging, false advertising, or health code violations (e.g., foreign objects in food, food poisoning, etc.). Your User Content should be unbiased and objective. You may not submit reviews, comments or ratings for which you are being compensated in any manner, or for your own restaurant or any restaurant of your employer, friend, relative or a competitor. You may not use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of User Content. The name or handle you choose to provide to WINEMACAU may be displayed publicly with such User Content. WINEMACAU reserves the right (but has no obligation) to monitor, remove, or edit User Content in WINEMACAU’s sole discretion, including if User Content violates this Agreement (including any WINEMACAU Policies), but you acknowledge that WINEMACAU may not regularly review submitted User Content. If you do submit User Content, and unless we indicate otherwise, you grant WINEMACAU a nonexclusive, perpetual, royalty-free, irrevocable, and fully sublicensable (through multiple tiers, including to restaurants, partners and other third party websites and feeds) right to use, modify, reproduce, adapt, translate, publish, create derivative works from, distribute, display, and otherwise exploit such User Content throughout the world in any media, and, where applicable, you hereby waive any privacy or publicity rights or any similar rights in an individual’s name or likeness in addition to any moral or other rights you may have in the User Content you submit in favor of WINEMACAU. You represent that you own, or have the necessary permissions to use and authorize the use of User Content as described herein. WINEMACAU takes no responsibility and assumes no liability for any User Content submitted by you or any other User or third party, nor do we guarantee any confidentiality with respect to User Content.
14. Your Representations and Indemnity. You represent and warrant that you own or otherwise control all of the rights to any User Content submitted by you; that all User Content submitted by you is accurate; and that exploitation of such User Content by WINEMACAU and its other Users, partners, and licensees will not violate this Agreement, cause injury to any person or entity, or infringe any third-party rights (including, without limitation, intellectual property rights and rights of privacy or publicity). You will indemnify, hold harmless, and (at WINEMACAU’s request) defend WINEMACAU, its affiliates, and its and their representatives, agents, directors, managers, officers, employees, and shareholders (collectively, the “WINEMACAU Parties”) from and against all claims resulting from (1) any User Content submitted by you, (2) your use of the Services, or (3) any breach or alleged breach by you of this Agreement.
15. Liability Limitations. EXCEPT AS EXPRESSLY SPECIFIED HEREIN, IN NO EVENT SHALL THE WINEMACAU PARTIES BE LIABLE FOR ANY INJURIES, LOSSES, CLAIMS, OR DIRECT DAMAGES OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER BASED IN CONTRACT, TORT, OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHICH ARISE OUT OF OR ARE ANY WAY CONNECTED WITH (1) THIS AGREEMENT (INCLUDING ANY CHANGES THERETO), (2) ANY USE OF THE WINEMACAU SITES, SERVICES, THE WINEMACAU CONTENT, OR THE USER CONTENT, (3) ANY FAILURE OR DELAY (INCLUDING, BUT NOT LIMITED TO, THE USE OR INABILITY TO USE ANY COMPONENT OF ANY OF THE SERVICES), OR (4) YOUR VISIT TO ANY RESTAURANT OR THE PERFORMANCE, NON-PERFORMANCE, CONDUCT, OR POLICIES OF ANY RESTAURANT OR MERCHANT IN CONNECTION WITH THE SERVICES. IN ADDITION, YOU SPECIFICALLY UNDERSTAND AND AGREE THAT ANY THIRD PARTY DIRECTING YOU TO THE WINEMACAU SITE BY REFERRAL, LINK, OR ANY OTHER MEANS IS NOT LIABLE TO USER FOR ANY REASON WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES OR LOSS ASSOCIATED WITH THE USE OF THE SERVICES OR THE WINEMACAU CONTENT.
IF THE DISCLAIMER OF DIRECT DAMAGES ABOVE IS NOT ENFORCEABLE AT LAW, EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THE GIFT CARD TERMS, YOU EXPRESSLY AGREE THAT OUR LIABILITY TO YOU (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION) WILL AT ALL TIMES BE LIMITED TO ONE HUNDRED MACAU DOLLARS ($100).
You and WINEMACAU understand and agree that the disclaimers, exclusions, and limitations in this Section 15 and in Section 16 are essential elements of this Agreement and that they represent a reasonable allocation of risk. In particular, you understand that WINEMACAU would be unable to make the Services available to you except on these terms and agree that this Agreement will survive and apply even if any limited remedy specified in this Agreement is found to have failed of its essential purpose.
16. Disclaimer of Warranties. YOU UNDERSTAND THAT USE OF THE SERVICES IS AT YOUR OWN RISK AND WINEMACAU CANNOT GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. THE SERVICES, ALL WINEMACAU CONTENT, AND ANY OTHER INFORMATION, PRODUCTS, AND MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SERVICES, ARE PROVIDED TO USER ON AN “AS IS” BASIS AND WITHOUT WARRANTY OF ANY KIND. WINEMACAU EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS, OR INDEMNITIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE. WINEMACAU DOES NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT WINEMACAU WILL REVIEW THE INFORMATION OR MATERIALS MADE AVAILABLE THROUGH THE SERVICES FOR ACCURACY OR THAT IT WILL PRESERVE OR MAINTAIN ANY SUCH INFORMATION OR MATERIALS WITHOUT LOSS. WINEMACAU SHALL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES, OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE THE REASONABLE CONTROL OF WINEMACAU.
THE FOREGOING DISCLAIMERS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
17. Third-Party Websites, Applications and Services. The Services may contain hypertext links to websites and applications operated by parties other than WINEMACAU. Such hypertext links are provided for User’s reference only, and WINEMACAU does not control such websites and is not responsible for their content. WINEMACAU’s inclusion of any hypertext links to such websites or applications does not imply any endorsement of the material on such websites or applications or any association with their operators. WINEMACAU assumes no liability whatsoever for any such third-party websites, applications or any content, features, products, or services made available through such third-party websites or applications. Additionally, Apple Inc., Google, Inc., Microsoft Corporation or BlackBerry Limited will be a third-party beneficiary to this contract if you access the Services using applications developed for Apple iOS, Android, Microsoft Windows, or Blackberry-powered mobile devices, respectively. These third party beneficiaries are not parties to this contract and are not responsible for the provision or support of the Services in any manner. Your access to the Services using these devices is subject to terms set forth in the applicable third party beneficiary's terms of service, including any license transferability and other usage rules therein.
18. Release. Restaurant and Merchant are solely responsible for their interactions with you and any and all claims, injuries, illnesses, damages, liabilities, and costs (“Claims”) suffered by you (or, if applicable, any recipient of an WINEMACAU Gift Card or a Merchant Gift Card) as a result of your (or such recipient’s) interaction with or visit to any Restaurant or Merchant or from any promotion, offer, product or service of any Restaurant or Merchant. Users must resolve all disputes directly with Restaurant. To the maximum extent permitted by applicable law, you hereby release the WINEMACAU Parties from any and all such Claims. You hereby expressly waive and relinquish all rights and benefits under that section and any law of any jurisdiction of similar effect with respect to the release of any unknown or unsuspected claims you may have against the WINEMACAU Parties pertaining to the subject matter of this Section 18.
19. Assignment. This Agreement and the rights granted and obligations undertaken hereunder may not be transferred, assigned, or delegated in any manner by User, but may be freely transferred, assigned, or delegated by WINEMACAU.
20. Waiver. Any waiver of any provision of this Agreement, or a delay by any party in the enforcement of any right hereunder, shall neither be construed as a continuing waiver nor create an expectation of non-enforcement of that or any other provision or right.
REVISION DATE: June 2020