Please review these terms carefully.
By completing your purchase you are agreeing to be bound by the following terms and conditions.
This Virtual Catering Contract (“Contract”) sets forth the agreement between you (the Client) and Dineable (the registered fictitious name of DietaryDNA, LLC, a Delaware limited liability company) (“Provider”) relating to virtual catering services to be provided by the Provider for Client for the event identified in the information submitted by you with the purchase to which this Contract is attached.
1. Services & Menu
Client is hiring Provider to arrange for the provision and/or delivery of food and beverages, and related services, for the event outlined in the proposal which is an attachment to this Contract.
Adjustments to guest counts & menus may be made based on the timelines outlined in the proposal.
Provider sources food and beverage options through third party caterers and other food preparers and suppliers (collectively referred to in this Contract as Food Suppliers).
Provider sources delivery options through third party delivery providers (collectively referred to in this Contract as 3PD Providers).
Provider will make every effort to work with Food Suppliers to accommodate guest dietary restrictions, however Provider cannot make any guarantees that substitutions can be made for every restriction or that those substitutions will fall within the quoted price.
Provider will coordinate distribution of meals via either 3PD Providers or parcel shipping services, or a combination thereof.
Client agrees and understands that quoted pricing in the attached proposal is based on estimated guest geography and is subject to change based on the final addresses of guests and the final packaging / shipping requirements of the menu.
3. Deposit & Payment
In exchange for the services of Provider as specified in this Contract and the attached proposal, Client will pay Provider as per the payment terms specified in the proposal.
Client shall pay a deposit of 50% due on the date of signing this Contract, and the balance will be due within 5 business days after presentation of a final invoice following completion of the event. The exact final amount due will be determined and provided from Provider to Client in writing within 10 business days after completion of the event.
4. Legal Compliance, Liability, Insurance and Indemnification
Provider will work with 3PD Providers and Food Suppliers to ensure compliance with all applicable local health department rules and regulations relating to food preparation, food service, and food delivery / distribution. However, Provider does not prepare any of the food or beverage and as such assumes no liability in the event of regulatory non-compliance or if an individual has a negative reaction as a result of any food provided as part of this Contract.
Provider has, or will obtain, general liability insurance relating to Provider’s services at the Event at its sole cost and expense from a qualified insurance company licensed to do business in the Commonwealth of Pennsylvania.
Except with respect to claims encompassed by the provisions of the first paragraph of this paragraph 4, Provider on the one hand and the Client on the other hand acknowledge to each other responsibility, to the extent permitted under law, for third-party claims, including but not limited to claims by food preparers, service staff, and their employees and contractors, and Client’s guests arising out of the negligent acts and omissions of their respective officers, agents and employees which occur in the performance of the duties contemplated by this Contract. Each Party accordingly agrees to defend, indemnify and hold harmless the other, including their consultants, agents, officers and employees, with respect to any such claims, damages, liability, damage, loss or expense (including reasonable attorneys’ fees) to the extent attributable to the negligent acts and omissions of such party.
Provider is rendering a service and is not engaged in the sale of any goods or products. Provider will provide that service in a commercially reasonable manner consistent with industry practice. NO IMPLIED WARRANTIES OF ANY KIND OR DESCRIPTION ARE APPLICABLE TO THESE SERVICES. PROVIDER HEREBY DISCLAIMS EACH AND EVERY IMPLIED WARRANTY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, THAT MAY BE APPLICABLE.
ANY LIABILITY OF PROVIDER FOR BREACH OF ANY OF ITS OBLIGATIONS UNDER THIS CONTRACT SHALL BE LIMITED TO THE TOTAL FEES PAID BY THE CLIENT TO PROVIDER HEREUNDER, AND IN NO EVENT SHALL PROVIDER BE LIABLE FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION LOST PROFITS OR LOSS OF BUSINESS, EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
5. Cancellation & Refunds
If the Client needs to cancel the event, Client must provide written notice to Provider.
Client understands that upon entering into this Contract, Provider is committing time and resources to this Event and thus cancellation would result in lost income and lost business opportunities in an amount hard to precisely calculate.
Therefore, $250 of the deposit shall be non-refundable. Further refunds shall be assessed based on the time & expenses accrued to date of cancellation by the Provider related to this event. Upon cancellation, Provider shall provide a final invoice detailing time & expenses to date, and the Client’s deposit will be credited against what is owed. Any balance will be payable upon receipt of that final invoice.
This Contract cannot be assigned by either Party without the other’s written consent, with the exception set forth in paragraph 7, below.
7. Limitation of remedies
Provider shall have the option to substitute caterers, food suppliers, delivery services and other vendors within its reasonable discretion at any time for any reason. If Provider cannot fulfill its obligations under this Contract for unforeseen reasons outside of its control, Provider may locate and retain a replacement provider at no additional cost to Client, subject to Client’s approval, which shall not be unreasonably withheld or denied, or refund Client’s money in full. Provider will not be responsible for any additional damages or compensation under these circumstances.
8. Force Majeure
Provider will not be liable for breach or failure to implement any of their obligations under this Agreement, if such breach or failure occurs as a result of force majeure conditions including acts of God, war, aggression, earthquake, natural calamities, public health emergencies, and any other unforeseen circumstances that are beyond the control of the Provider.
9. Resolution of disputes
The Parties agree to not post any negative information about the other arising out of this Contract or Event on any online forum or website without providing advance written notice of the intended content thereof, and providing the other party with an opportunity to resolve any issues between the parties amicably.
10. Jurisdiction and Venue
This Contract will be interpreted according to the laws of the Commonwealth of Pennsylvania and any legal action must be filed in the Courts of Delaware County, Pennsylvania or in the United States District Court for the Eastern District of Pennsylvania.
11. Entire Agreement
This document, along with its exhibits and attachments, constitutes the entire agreement between the Parties, and may only be amended by a writing signed by both parties.