Terms and Conditions
Digital Menu Board Solutions is a value added reseller of Gauddi digital signage software. All terms and conditions related to the use of the Gauddi digital signage software and CMS can be found at https://gauddi.com/terms-and-conditions/.
For additional information regarding their general terms and conditions please contact Gauddi directly:
2841 MC Moordrecht
Digital Menu Board Solutions Terms and Conditions
The Terms and Conditions (“Terms”) below indicate your use of Digital Menu Board Solutions’ services including your use and access to all related web sites, mobile applications and other services provided by Digital Menu Board Solutions (“Service”). The Service is operated by Emmvia Consulting llc. d/b/a Digital Menu Board Solutions (“DMBS”). These Terms apply to all business users, visitors, or any others who use and access the Service (collectively, “Users”).
Please review all of the Terms carefully. By using any of the Service provided or operated by DMBS you signify that you have read, understood and agreed to be bound by these Terms, including all policies that apply to your use of the Service. If you are agreeing to these Terms for use by an organization or company, you are agreeing to these terms on behalf of that organization (in such a case, the terms “you” and “your”, as used in these Terms, shall apply to both you and your organization).
- Service. DMBS provides value added services as stipulated below that are covered under the terms and conditions of these Terms.
- Software set-up services;
- Account management services;
- First line support related to hardware and software;
- Integrated software-based services;
- Design Services;
- Consulting Services;
- Hardware related sales services;
- Eligibility. You must be at least thirteen (13) years of age to use the Service. By agreeing to these Terms, you represent and warrant to us: (i) that you are at least thirteen (13) years of age; (ii) that you have not previously been suspended or removed from the Service; and (iii) that your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are using the Service on behalf of an organization or company, you represent and warrant that you have the authority to bind such organization to these Terms and you agree to be bound by these Terms on behalf of such organization.
- Accounts and Registration. To access the features of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself (such as your e-mail address or other contact information). You agree that the information you provide is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be provided a password. You are solely responsible for maintaining the confidentiality of your account and password. You agree to accept responsibility for all activities that occur under your account.
- Payment. Our Service is a paid service. We may on our sole discretion allow the users to have a free trial for evaluation purposes, for a specified time period (“Trial period”). By entering into a Trial period or accessing the paid service, you authorize DMBS to direct its third party payment processor to charge the credit card identified by you (which you represent and warrant that you are authorized to use) for all applicable fees for that Paid Service in U.S. dollars, including all applicable taxes.
If DMBS does not receive payment from your credit card provider, you agree to pay all amounts due upon demand and we may suspend your access to the Service until you have paid all outstanding amounts. You agree to reimburse any costs or expenses (including, but not limited to, reasonable attorneys’ fees) incurred by DMBS to collect any amounts that are not paid when due. You may cancel your use of a Paid Service or your account at any time. All sales are final and DMBS will not refund any amounts paid, except as expressly provided in these Terms. You acknowledge that DMBS reserves the right to change its fees at any time upon prior notice to you.You agree to provide and keep up to date a valid credit card with complete and accurate billing, and contact information. If any credit card, billing or contact information provided by any User is false or fraudulent, we reserve the right to immediately terminate your access to the Service.
- Content. You retain all copyrights and any other proprietary rights that you may hold in the Content that is posted on or through the Service. You are solely responsible for your Content and the consequences of posting or publishing Content.
- Prohibited Conduct. BY USING THE SERVICE, YOU AGREE NOT TO:
- 6.1 use the Service for any illegal purpose, or in violation of any local, state, national, or international law;
- 6.2 violate, or encourage others to violate, the rights of third parties, including by infringing or misappropriating third party intellectual property rights;
- 6.3 post, upload, or distribute any Content or other material that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
- 6.4 interfere with security-related features of the Service, including without limitation by (i) disabling or circumventing features that prevent or limit use or copying of any Content, or (ii) reverse engineering or otherwise attempting to discover the source code of the software related to the Service or any part thereof except to the extent that such activity is expressly permitted by applicable law;
- 6.5 interfere with the operation of the Service or any User’s enjoyment of the Service, including without limitation by (i) uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code, (ii) making unsolicited offers or advertisements to other Users of the Service, (iii) attempting to collect, personal information about Users or third parties without their consent; or (iv) interfering with or disrupting any networks, equipment, or servers connected to or used to provide the Service, or violating the regulations, policies, or procedures of such networks, equipment, or servers;
- 6.6 perform any fraudulent activity including impersonating any person or entity, claiming false affiliations, accessing the Service accounts of others without permission, or falsifying your age or date of birth;
- 6.7 sell or otherwise transfer the access granted herein or any Materials (as defined in Section 10 below) or any right or ability to view, access, or use any Materials; or
- 6.8 attempt to do any of the foregoing in this Section 6, or assist or permit any persons in engaging or attempting to engage in any of the activities described in this Section 6.
- Termination of Use; Discontinuation and Modification of the Service. The use of Service is granted for a certain time period (“Service Period”). This agreement automatically renews at the end of each Service Period and on the end of each Service Period thereafter subject to terminations as provided for in these Terms.If you violate any provision of these Terms, your permission to use the Service will terminate automatically. Additionally, DMBS may, without notice, terminate your account on the Service or suspend or terminate your access to the Service at any time when, in DMBS’s discretion, it believes it is necessary to do so for its provision of the Service. DMBS also reserves the right to modify or discontinue the Service at any time (including, without limitation, by limiting or discontinuing certain features of the Service) without notice to you. You may terminate your account at any time by contacting customer service at firstname.lastname@example.org. If you terminate your account, you will remain obligated to pay all outstanding fees, if any, relating to your use of the Service incurred prior to termination. If you do not have any DMBS devices connected to your account, access to your account may be terminated. Accounts may be permanently removed due to prolonged non-payment.
- Changes to the Terms. DMBS reserves the right, at its discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. In the event that a change to these Terms materially modifies your rights or obligations, DMBS will make reasonable efforts to notify you of such change.
- Indemnity. You agree that you will be responsible for your use of the Service, and you agree to defend, indemnify, and hold harmless DMBS and its officers, directors, employees, consultants, affiliates, subsidiaries and agents from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with (i) your access to, use of, or alleged use of the Service; (ii) your violation of these Terms or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party. DMBS reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (and without limiting your indemnification obligations with respect to such matter), and in such case, you agree to cooperate with DMBS’s defense of such claim.
- Disclaimers; No Warranties
THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. DMBS DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING BUT NOT LIMITED TO (i) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (ii) ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. THE DMBS ENTITIES DO NOT WARRANT THAT THE SERVICE OR ANY PART THEREOF, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR ANY MATERIALS OR CONTENT AVAILABLE ON OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE DMBS ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ALL DAMAGES THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE, YOUR DEALINGS WITH OTHER SERVICE USERS, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM USED IN CONNECTION WITH THE SERVICE) OR LOSS OF CONTENT OR DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF SUCH MATERIALS OR CONTENT.SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
- Limitation of liability
- 11.1 DMBS SHALL NOT BE LIABLE FOR ANY LOST PROFITS, LOST SAVINGS, LOSS OF REPUTATION, LOSS OF GOODWILL, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR THE SALE OF ANY PRODUCTS OR SERVICES BY DMBS OR THE USE THEREOF WHETHER OR NOT SUCH DAMAGES ARE BASED ON TORT, WARRANTY, CONTRACT OR ANY OTHER LEGAL THEORY – EVEN IF DMBS HAS BEEN ADVISED, OR IS AWARE, OF THE POSSIBILITY OF SUCH DAMAGES.DMBS’S AGGREGATE AND CUMULATIVE LIABILITY TOWARDS BUYER UNDER ANY AGREEMENT SHALL NOT EXCEED AN AMOUNT OF TEN PERCENT (10%) OF THE RELATED AGREEMENT.
- 11.2 Any Buyer’s claim for damages must be brought by Buyer within ten (10) days of the date of the event giving rise to any such claim, and any lawsuit relative to any such claim must be filed within one (1) year of the date of the claim. Any claims that have been brought or filed not in accordance with the preceding sentence are null and void.
- 11.3 The limitations and exclusions set forth above in this Section 11 shall apply only to the extent permitted by applicable mandatory law.
- Governing law and forum
All offers, confirmations and Agreements are governed by and construed in accordance with the laws of The United States of America. All disputes arising out of or in connection with any Agreement shall first be attempted by Users and DMBS to be settled through consultation and negotiation in good faith in a spirit of mutual cooperation. All disputes which cannot be resolved amicably shall be submitted to the exclusive jurisdiction of the courts of Maryland, USA provided that DMBS shall always be permitted to bring any action or proceedings against Buyer in any other court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to any offer, confirmation or Agreement. Nothing in this Section 12 shall be construed or interpreted as a limitation on either DMBS’s or Users’ right under applicable law for injunctive or other equitable relief or to take any action to safeguard its possibility to have recourse on the other party.
- 13.1 In the event that any provision(s) of these Terms and Conditions shall be held invalid or unenforceable by a court of competent jurisdiction or by any future legislative or administrative action, such holding or action shall not negate the validity or enforceability of any other provisions thereof. In the event that any provision of these Terms and Conditions shall finally be determined to be unlawful or unenforceable, such provision shall be deemed severed from these Terms and Conditions, but every other provision shall remain in full force and effect, and in substitution for any such provision held unlawful or unenforceable, there shall be substituted a provision of similar import reflecting the original intent of the clause to the extent permissible under applicable law.
- 13.2 The failure on the part of either party to exercise, or any delay in exercising, any right or remedy arising from the Agreement shall not operate as a waiver thereof; nor shall any single or partial exercise of any right or remedy arising there from preclude any other or future exercise thereof or the exercise of any other right or remedy arising from the Agreement or from any related document or by law.