RESTAURANT & HOSPITALITY GIGS

Terms of Use

Last Updated: JUNE 2, 2018


Welcome to SpinGig™!

SpinGig, Inc. (“SpinGig,” “we,” or “us”) owns and operates one or more websites, web pages, mobile applications and mobile websites (collectively, the “Site”) under the name and mark SpinGig.comTM and provides a job notification service (the “Service”) that utilizes an online network to connect businesses in the hospitality industry (each, a “Hospitality Business”, and collectively, “Hospitality Businesses”) to individuals seeking opportunities (each, a “SpinGig Candidate”, and collectively, “SpinGig Candidates”) based on business needs and individual skills (Spin Gig Candidates and Hospitality Business are sometimes referred to as “Users” in these Terms & Conditions).


By using the site, USERS Acknowledge and Accept these Terms & Conditions

These terms & conditions (“Terms & Conditions”) set forth the contractual terms and conditions that govern use of the Site and/or the Services by Users. Please read these Terms & Conditions and the Privacy Policy, which is incorporated into these Terms & Conditions before using the Site or Services.

Please note that by accessing the Site or utilizing the Services, Users agree to be bound by these Terms & Conditions, whether or not they create a SpinGig profile (“Profile”). If a User is using the Site or any of the Services on behalf of an organization, company or other legal entity, the User agrees to be individually bound by these Terms & Conditions regardless of any agreement the applicable legal entity may have with us. Should a User have any objections to any provisions contained in these Terms & Conditions, the User should not use the Site or any of the Services offered through the Site, and should delete the User’s Profile. These Terms & Conditions are subject to change at any time and all changes are effective when they are posted on the Site. Any User’s use of the Site after changes are posted will constitute acceptance of the revised Terms & Conditions. Use of the Site is void where prohibited.


USERS must meet certain eligibility criteria to use the site

To be eligible to access the Site, use our Services, and/or create a Profile, Users must meet the following criteria:

  • Our Services are available only to Hospitality Businesses and SpinGig Candidates who are eighteen (18) years of age or older
  • The Site and the Services are currently available only to SpinGig Candidates who are legally in the jurisdiction of the United States or the territory of Puerto Rico.
  • If a SpinGig Candidate creates a SpinGig Profile, the SpinGig Candidate must be permitted to legally work within the United States.
  • If a Hospitality Business creates a SpinGig Profile, the Hospitality Business must be legally qualified and/or authorized to operate a hospitality business in the geographic area in which Alerts are published.
  • Users may not be competitors of SpinGig.com or using our Services for reasons that are in competition with SpinGig.com.
  • Users must have the right, authority and capacity to enter into these Terms & Conditions
  • Users must commit to abide by all of the terms and conditions in these Terms & Conditions
  • Users must not be subject to any contract or duty that would be breached by entering into or performing any obligations under these Terms & Conditions, or any SpinGig Engagement, or that would otherwise be inconsistent with these Terms & Conditions or any SpinGig Engagement.

By accessing the Site or using the Service, Users represent and warrant that they meet the eligibility criteria set forth in these Terms & Conditions. We are not responsible for any misrepresentations related to a User’s age or legal qualifications and reserve the right to terminate the Profile of any User whom we believe has provided false information to us or any other Users.


IF USERS USE THE SITE, USERS MAY INCUR DATA CHARGES AND/OR MESSAGE RATES FROM MOBILE SERVICE CARRIERS.

A User’s mobile service provider’s standard messaging rates may apply to SMS correspondence and/or transmissions used in connection with accessing the Site and/or using the Service.


USERS ARE RESPONSIBLE FOR ANY CONTENT USERS POST ON THE SITE. BY POSTING CONTENT ON THE SITE, USERS GRANT US AN UNLIMITED LICENSE TO USE OR DISTRIBUTE THE CONTENT FOR ANY REASON.

The following terms and conditions pertain to any communications, videos, and all the material, images, sounds, data, and information (collectively, "Content") that a User uploads or transmits through the Site or Services, including without limitation any content, messages, photos, audios, videos, or reviews that Users publish or display on a Profile (in each case, a "post"). By transmitting and submitting any Content while using our Service, Users agree, represent and warrant as follows:


  • Unless otherwise permitted by SpinGig, all Content must be posted in English.
  • Any Content a User uploads or transmits in connection with the creation of a Profile or the use of the Site or Services must be accurate, current and complete.
  • User’s must use their legal name for their Profile.
  • Each User assumes responsibility for any Content posted on the Site, or transmitted to other Users of the Site. Users may not use the Site and/or Services to post or transmit any defamatory, abusive, inaccurate, obscene, offensive, sexually oriented, profane, harassing, threatening, or illegal material, or any material that infringes or violates another party's intellectual property rights.
  • For Content that is covered by intellectual property rights, each User grants SpinGig an irrevocable, perpetual, non-exclusive, fully paid-up, transferable, worldwide license to use, copy, perform, display, reproduce, adapt, modify and distribute the Content and to prepare derivative works of, or incorporate into other works, such Content, and to grant and authorize sublicenses of the foregoing. Each User further represents and warrants that public posting and use of their Content by SpinGig will not infringe or violate the rights of any third party.
  • A User’s use of the Services, including but not limited to any Content posted on the Site, must be in accordance with any and all applicable laws and regulations.
  • Each User acknowledges and agrees that SpinGig may, in its sole discretion, review and delete any Content, in each case in whole or in part, that, in its sole judgment, violates these Terms & Conditions or for any other reason or no reason at all.
  • SpinGig is not responsible for any claims relating to any inaccurate, untimely or incomplete information provided by users of the Site.
  • SpinGig welcomes feedback, comments, ideas, messages, questions, suggestions, or other communications (collectively, “Feedback Content”) from Users concerning their experiences with the Site and Services. If a User provides any Feedback Content, through the Site, email, telephone, surveys, social media accounts, or any other medium), the Feedback Content will be the exclusive property of SpinGig and we may use the Feedback Content, all without notice to, consent from, or compensation to the applicable User.
  • Opinions, advice, statements, offers, or other information or content made available on the Site or through the Site, but not directly by SpinGig, are those of their respective authors. Such authors are solely responsible for such content. SpinGig does not: (i) guarantee the accuracy, completeness, or usefulness of any information on the Site or available through the Service, or (ii) adopt, endorse or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by any party that appears on the Site or through the Service. Under no circumstances will SpinGig be responsible for any loss or damage resulting from: a) any reliance on information or other content posted on the Site or transmitted to or by any User of the Site or Service; or b) reviews or comments made about a User on the Site by other Users.
  • Each User represents and warrants that the User has the right and authority to post all information the User posts about the User or others.

To the maximum extent permitted by law, SpinGig disclaims any liability whatsoever for any misstatements and/or misrepresentations made by any Users of the site. Users hereby represent, understand and agree to hold SpinGig harmless for any misstatements and/or misrepresentations made by or on behalf of them on this site or in any other venue.

HOSPITALITY BUSINESSES WILL ISSUE ALERTS WHEN NEW OPPORTUNITIES EMERGE.

{we need to have some discussion on how this process works; for example, can job seekers and businesses communicate through this system without sharing contact information?}
When a Hospitality Business desires to engage a SpinGig Candidate to render services, the Hospitality Business will utilize the Site and Services to issue an alert to advertise the available opportunity (“Opportunity Alert”). Each Opportunity Alert will include (i) a job title, (ii) description of the services to be provided by the SpinGig Candidates and/or any applicable experience requirements, (iii) the applicable location(s), (iv) the applicable date(s) and time(s) associated with the Opportunity Alert, and (v) the rate of payment associated with the Opportunity Alert, and (vi) whether the Opportunity Alert contemplates a full-time or part time arrangement. SpinGig Candidates can use the Site to review Alerts and respond to Alerts to indicate their availability and to review the Profiles of Hospitality Businesses that have issued Alerts. If a Hospitality Business elects to engage a SpinGig Candidate to render services (a “SpinGig Engagement”), the SpinGig Candidate will receive an additional alert to confirm the engagement (“Engagement Alert”) (Engagement Alerts and Opportunity Alerts are sometimes collectively referred to as “Alerts” in these Terms & Conditions).

By creating a Profile and accepting to receive Alerts, SpinGig Candidates agree to use their best efforts to perform each SpinGig Engagement such that the Services are satisfactory to the Hospitality Business that first initiated the Opportunity Alert. SpinGig Candidates should not respond to an Opportunity Alert unless they are sure that they understand what they are being asked to deliver, can get to and from the Hospitality Business location and can render the requested services in the requested time period(s).


HOSPITALITY BUSINESSES ARE SOLELY RESPONSIBLE FOR DETERMINING WHICH SPINGIG CANDIDATE WILL BE SELECTED TO RENDER SERVICES

Each Hospitality Business acknowledges and agrees that the Hospitality Business will select a SpinGig Candidate to render services based upon the sole determination of the Hospitality Business based on the Profile created by the SpinGig Candidate and any subsequent communications between the applicable SpinGig Candidate and the Hospitality Business. SpinGig makes no representations or warranties as to the skills, experience, background or education of any SpinGig Candidate.


SPINGIG CANDIDATES ACKNOWLEDGE AND AGREE THAT SpinGig MAY COLLECT INFORMATION FROM A HOSPITALITY BUSINESS REGARDING PERFORMANCE AND AGREE THAT THE SpinGig IS UNDER NO OBLIGATION TO SHARE SUCH INFORMATION

Although SpinGig does not make any representations or warranties as to the skills, experience, background or education of any SpinGig Candidate, SpinGig encourages Hospitality Businesses to fill out a brief survey at the conclusion of each SpinGig Engagement to address the following criteria (collectively, the “Performance Criteria Information”):

  • The likelihood of hiring the selected SpinGig Provider again in the future
  • Punctuality
  • Professionalism
  • Work Product/Performance
  • Accuracy of Profile


EACH SPINGGIG CANDIDATE acknowledges and agreeS that: (i) SpinGig may collect Performance Criteria Information from Hospitality Businesses; (ii) SpinGig DOES NOT HAVE TO SHARE PERFORMANCE CRITERIA INFORMATION WITH THE SPINGIG CANDIDATE; (III) THE SPINGIG CANDIDATE WILL NOT HAVE A RIGHT TO RESPOND TO A HOSPITALITY BUSINESS REGARDING PERFORMANCE CRITERIA INFORMATION FURNISHED BY THE HOSPITALITY BUSINESS OR OTHERWISE REBUT PERFORMANCE CRITERIA INFORMATION FURNISHED BY THE HOSPITALITY BUSINESS.


SPINGIG CANDIDATES ARE RESPONSIBLE FOR SELECTING A HOSPITALITY BUSINESSES THAT PROVIDES ACCEPTABLE WORKING CONDITIONS

Each SpinGig Candidate acknowledges and agrees that the SpinGig Candidate’s willingness to render services for a particular Hospitality Business is based on the SpinGig Candidate’s own determination that the Hospitality Business offers work acceptable and appropriate for the applicable SpinGig Candidate on terms that are acceptable to the SpinGig Candidate. 


USERS ACKNOWLEDGE AND AGREE THAT WE DO NOT EMPLOY SPINGIG CANDIDATES

Each SpinGig Candidate shall be solely responsible for the professional performance of the SpinGig Candidate’s work, and each SpinGig Candidate shall be solely liable for their acts, omissions and negligence.


Each SpingGig Candidate and Hospitality Business acknowledges and agrees that

  • SpinGig assumes no responsibility for, and exerts no control over, any projects and/or work assigned to a SpinGig Candidate by a Hospitality Business.
  • SpinGig plays no role in a Hospitality Business’s decision to engage a SpinGig Candidate.
  • SpinGig does not direct the work of or supervise (to any degree, directly or indirectly) any SpinGig Candidate, nor shall SpinGig determine any terms and conditions of SpinGig Candidate’s employment relationship or independent contractor relationship with any Hospitality Business (including but not limited to rate of pay, performance evaluation, discipline and/or termination).
  • SpinGig merely provides on online network for SpinGig Candidates to create Profiles and for Hospitality Businesses to issue Alerts to encourage SpinGig Candidates to accept certain work assignments. 

There is no partnership, joint venture, or employer-employee relationship between SpinGig and Users. Users are not the agent of SpinGig and Users are not authorized, and must not represent to any third party that they are authorized, to make any commitment or otherwise act on behalf of SpinGig.


THE EMPLOYER OF RECORD FOR ALL SPINGIG ENGAGEMENTS WILL BE A HOSPITALITY BUSINESS, NOT SPINGIG.

If a Hospitality Business elects to establish an employment relationship, the selected SpinGig Candidate will become an employee of the Hospitality Business and not SpinGig. At all times, the Hospitality Business will maintain the exclusive supervision, direction and control of the day-to-day activities of each SpinGig Candidate rendering services.  The Hospitality Business shall be responsible for the implementation and enforcement of any and all workplace laws, rules, regulations and for any procedures that exist for the purpose of preventing the misappropriation, theft or embezzlement of the Hospitality Business’ property, including without limitation intellectual property.


Each Hospitality Business acknowledges and agrees that SpinGig Candidates are not employees or consultants of SpinGig and that SpinGig maintains no control over any SpinGig Engagement.


SPINGIG CANDIDATES Will Not Receive Benefits and/or Contributions

SpinGig Candidates are not entitled to or eligible for any benefits that SpinGig, its parents, subsidiaries, affiliates or other related entities may make available to its employees, such as group insurance, profit-sharing or retirement benefits. SpinGig will not withhold or make payments for social security, make unemployment insurance or disability insurance contributions, or obtain workers’ compensation insurance for any SpinGig Candidates. If, notwithstanding the foregoing, a SpinGig Candidate is reclassified as an employee of SpinGig, or any affiliate of SpinGig (“Affiliate”), by the U.S. Internal Revenue Service (“IRS”), the U.S. Department of Labor (“DOL”), or any other federal, state or foreign court or agency, the affected SpinGig Candidate agrees that he/she will not, as the result of such reclassification, be entitled to or eligible for, on either a prospective or retrospective basis, any employee benefits under any plans or programs established or maintained by either the Hospitality Business and its parents, subsidiaries, affiliates or related entities or by SpinGig, its parents, subsidiaries, affiliates or other related entities.


WE DO NOT WITHOLD ANY TAXES FROM SPINGIG ENGAGEMENTS

SpinGig Candidates and Hospitality Businesses are solely responsible for filing all tax returns and submitting all payments as required by any federal, state, local, or foreign tax authority arising from any SpinGig Engagement-related payments. SpinGig Candidates and Hospitality Businesses must comply with all applicable federal, state, local, and foreign laws requiring the payment of taxes, such as income and employment taxes, and social security, disability and other contributions.


SPINGIG CANDIDATES ARE NOT COVERED BY ANY INSURANCE MAINTAINED BY SpinGig

SpinGig Candidates are not covered by any insurance that may be provided by SpinGig to its employees, including, without limitation, health insurance, workers compensation insurance, general liability insurance, and automobile liability insurance. Specifically, in the event that a SpinGig Candidates is injured while working in the course and scope of SpinGig Engagement, the applicable SpinGig Candidate acknowledges and understands that he/she will not be covered by any workers compensation insurance coverage that SpinGig may provide to its employees.  Further, in the event that a SpinGig Candidate causes an injury to a third party while working in the course and scope of SpinGig Engagement, the SpinGig Candidate acknowledges and understands that he/she will not be covered by any general liability or automobile liability insurance coverage that SpinGig may have, and that SpinGig is not making any commitment to defend and/or indemnify the SpinGig Candidate in such circumstances, and specifically denies such obligation.


ALL SPINGIG CANDIDATES AND HOSPITALITY BUSINESSES MUST COMPLY WITH APPLICABLE LAW, RULES, AND REGULATIONS

Hospitality Businesses shall comply with all state, federal and local laws, rules and regulations that govern or relate to its Hospitality Business, workplace, employees, safety and government contracting. Hospitality Businesses shall comply with all reasonable directives regarding health and safety.


USERS MUST NOT DISCLOSE ANY CONFIDENTIAL MATERIALS RECEIVED DURING A SPINGIG ENGAGEMENT

From time to time, Users may be given access to confidential information in the course of performing SpinGig Engagements. Users must (a) hold all Confidential Information in strict trust and confidence, (b) refrain from using or permitting others to use Confidential Information in any manner or for any purpose not expressly permitted or required by these Terms & Conditions, and (c) refrain from disclosing or permitting others to disclose any Confidential Information to any third party without obtaining SpinGig’ express prior written consent on a case-by-case basis. “Confidential Information” means any and all information related to SpinGig’ or any Hospitality Business’s business (including trade secrets, technical information, business forecasts and strategies, marketing plans, customer and supplier lists, personnel information, financial data, and proprietary information of third parties including a Hospitality Business) that SpinGig and/or the Hospitality Business considers to be confidential or proprietary or SpinGig has a duty to treat as confidential.

User’s obligations under these Terms & Conditions will terminate with respect to any particular information that the User can prove, by clear and convincing evidence, (a) was lawfully known prior to SpinGig’ or the applicable Hospitality Business’s first disclosure, (b) that a third party rightfully disclosed the information free of any confidentiality duties or obligations, or (c) that is, or through no fault of a User has become, generally available to the public. Additionally, User’s will be permitted to disclose Confidential Information to the extent that such disclosure is expressly approved in writing by SpinGig, or is required by law or court order, provided that the User immediately notifies SpinGig in writing of such required disclosure and cooperates with SpinGig, at SpinGig’ reasonable request and expense, in any lawful action to contest or limit the scope of such required disclosure, including filing motions and otherwise making appearances before a court.


USERS MAY NOT USE OR COPY ANY SITE-RELATED PROPRIETARY MATERIAL WITHOUT SpinGig PRIOR WRITTEN CONSENT

SpinGig owns and retains all proprietary rights in the Site and the Services. All software, text, typefaces, graphics, layouts, content, data, formatting, designs, HTML, graphs, photographs, videos, designs, sounds, images, look and feel, and other content (“Proprietary Material”) on the Site or through the Services, and the coordination, selection, arrangement and enhancement of such Proprietary Materials as a Collective Work under the United States Copyright Act, as amended, is owned by or licensed to SpinGig. All Proprietary Rights are protected in all forms and through all media and technologies now known or hereinafter developed. Users are prohibited from copying, downloading, using, redesigning, reconfiguring, or retransmitting any of the Proprietary Rights without SpinGig’s prior express written permission, unless such use falls under an exception. Users are prohibited from posting, sending, sharing, or distributing any materials or content that they do not own or have permission to use. Violation of this policy may result in copyright, trademark or other intellectual property rights violations and liability, and civil or criminal penalties. The Site and Services contain materials protected by the domestic and international laws of copyright, patents, and other proprietary rights and laws and any use of such Proprietary Material is expressly prohibited without the prior permission of SpinGig or the relevant right holder or as otherwise permitted therein.

THE SpinGig™ TRADEMARKS AND SERVICE MARKS ARE OWNED BY SpinGig

SpinGig owns the SPINGIG service marks and trademarks, and all other trademarks, service marks, logos or trade names appearing on the Site or through the Services are the property of their respective owners. Users may not copy or use any of the marks, logos or trade names without the prior express written notice of the owner. Users acknowledge SpinGig’s rights and the rights of third parties with respect to those rights.


IF A USER BREACHES THESE TERMS & CONDITIONS, THE USER MUST INDEMNIFY SpinGig.

Each User will indemnify, defend, and hold harmless SpinGig and its parents, affiliates, employees, and agents from and against any and all liabilities, losses, damages, costs, and other expenses (including attorney fees and costs associated with litigation) arising from or relating to a breach by the User of any representation, warranty, covenant, or obligation in the agreement contemplated in these Terms & Conditions, or arising from or relating to any negligent or intentional act or omission committed by the User, in connection with the performance of any SpinGig Engagement, which act or omission gives rise to any claim for damages against the User, SpinGig and/or its parents, affiliates, employees or agents.  SpinGig specifically denies any obligation to defend and/or indemnify Users from and against any third party claims made against Users arising from any negligent or intentional act or omission committed by Users in connection with the performance of any SpinGig Engagement. 


THE SITE IS PROVIDED ON A “AS-IS” BASIS AND WE DISCLAIM ANY AND ALL WARRANTIES

The Site is provided “as is,” as available and without any warranties or conditions (express or implied, including the implied warranties of merchantability, accuracy, fitness for a particular purpose, title and non-infringement, arising by statute or otherwise in law or from a course of dealing or usage or trade). We disclaim all and make no representations or warranties, of any kind, either express or implied, as to the quality, identity or reliability of any third party, or as to the accuracy of the postings made on the Site by any third party. Some states and jurisdictions do not allow for all the foregoing limitations on implied warranties, so to that extent, if any, some or all of the above limitations may not apply to Users.

Users agree that SpinGig is not responsible for any incorrect or inaccurate content or information posted on the Site or in connection with the Services and no user should rely on SpinGig, any information therein, or the continuation of the Site or Services. We provide the platform for the Site and all information and Services on an “as is” and “as available” basis. We have no obligation to verify the identity of the individuals subscribing to our Services, nor do we have any obligation to monitor the use of Services by other users. Therefore, we disclaim all liability for identity theft or other misuse of User’s identity or information. We are not responsible for the conduct, whether online or offline, of any User of the Site or Services. We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operations or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, User communications, nor are we responsible for any problems or technical malfunctions whatsoever including, but not limited to, malfunctions of telephone networks or lines, computer online systems, servers or providers, computer equipment, software, failure of email, traffic congestion on the internet or at any website. Such malfunctions further include damage or injury to a User’s or any other person’s computer or device relating to or resulting from participation or use of our Site or Services. SpinGig and its affiliates, advertisers, promoters, or distribution partners will in no way and under no circumstances be responsible for any loss or damage, including personal injury or death, resulting from anyone’s use of the Site or Services, whether online or offline. We do not control or review user generated content for accuracy. We do not provide any express warranties or representations. We disclaim any and all implied warranties and representations to the fullest extent permissible under applicable law, including, without limitation, all warranties of merchantability, fitness for a particular purpose, title, accuracy of data, and non-infringement. Should a User become dissatisfied or harmed by the Site or Services, the User’s sole and exclusive remedy is to terminate and remove the User’s Profile. We are not responsible for any communications occurring on the Site or as a result of any of the Services and make no representations or warranties as to the delivery of any messages. Further, we do not represent or warrant that a User’s use of the Site or Services will not infringe on the rights of third parties. Any material, service or technology described or used on the Site may be subject to intellectual property rights owned by third parties who have licensed such material, service or technology to SpinGig.


OUR LIABILITY UNDER THESE TERMS & CONDITIONS IS LIMITED

IN NO EVENT WILL SpinGig BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS & CONDITIONS, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SpinGig’ TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THESE TERMS & CONDITIONS, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED THE PRICE PAID BY A USER FOR CREATING A PROFILE OR ISSUING ALERTS, OR, IF A USER HAS NOT PAID SPINGIG FOR THE USE OF ANY SERVICES, THE AMOUNT OF $25.00 OR ITS EQUIVALENT.

SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL THE FOREGOING EXCLUSIONS AND LIMITATIONS OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO TO THAT EXTENT, IF ANY, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO A USER.


IF A SPINGIG CANDIDATE DOES NOT RESPOND TO ANY ALERTS FOR A 12 MONTH PERIOD, WE MAY TERMINATE ACCESS TO THE SITE AND REMOVE A PROFILE

SpinGig reserves the right to terminate access to the Site, and remove User profiles, if a SpinGig Candidate has not accepted a SpinGig Engagement in the previous twelve calendar months or if a User is in material breach of these Terms of Service. Termination or expiration of the agreement contemplated in these Terms & Conditions, however, will not affect either party’s liability for any breach of these Terms & Conditions such party may have committed before such expiration or termination. By using the Site and or Services, SpinGig Candidates acknowledge and agree that the provisions in these Terms & Conditions relating to confidentiality, representations and warranties, limitation of liability, and arbitration survive any termination or expiration of these Terms & Conditions.


USERS MAY NOT INVOLVE SpinGig IN DISPUTES WITH OTHER USERS

In the event that a User become involved in a dispute with one or more other Users, the affected Users hereby release SpinGig from all claims, demands, or damages of every kind, whether known or unknown, suspected and unsuspected, disclosed and undisclosed, in any way connected with such disputes.


THESE TERMS & CONDITIONS ARE GOVERNED BY MASSACHUSETTS LAW

These Terms & Conditions or any claim, cause of action or dispute (“Claim”) arising out of or related to these Terms & Conditions shall be governed by the laws of the Commonwealth of Massachusetts regardless of a User’s country of origin or where a User accesses the Site, and notwithstanding any conflicts of law principles. [WE NEED TO DISCUSS WHETHER WE WANT A VENUE PROVISION]


BY ACCESSING THE SITE OR USING THE SERVICES, USERS ACKNOWLEDGE AND AGREE TO THE MANDATORY BINDING ARBITRATION PROVISIONS OUTLINED IN THESE TERMS & CONDITIONS

SpinGig and each User mutually agree to resolve any justiciable disputes between them exclusively through final and binding arbitration instead of filing a lawsuit in court.  The arbitration agreement contemplated in these Terms & Conditions is governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16) and shall apply to any and all claims arising out of or relating to these Terms & Conditions, the SpinGig Candidate’s provision of services to any Hospitality Business, the payments received by SpinGig Candidate for providing services to any Hospitality Businesses, the termination of these Terms & Conditions, and all other aspects of the SpinGig Candidate’s relationship with SpinGig, past, present or future, whether arising under federal, state or local statutory and/or common law, including without limitation harassment, discrimination or retaliation claims and claims arising under or related to the Civil Rights Act of 1964, Americans With Disabilities Act, Age Discrimination in Employment Act, Family Medical Leave Act, or Fair Labor Standards Act, state statutes or regulations addressing the same or similar subject matters, and all other federal or state legal claims arising out of or relating to SpinGig Candidate’s relationship or the termination of that relationship with SpinGig.    However, these Terms & Conditions do not apply to litigation between Users and SpinGig pending in a state or federal court as of the date the applicable User began using the Site, nor does it apply to any claim that may not be arbitrated as provided by an Act of Congress or lawful, enforceable Executive Order.

If any party wishes to initiate arbitration, the initiating party must notify the other party in writing via certified mail, return receipt requested, or hand delivery within the applicable statute of limitations period.  This demand for arbitration must include (1) the name and address of the party seeking arbitration, (2) a statement of the legal and factual basis of the claim, and (3) a description of the remedy sought.  Any demand for arbitration by SpinGig Candidate must be delivered to [Dan Mori at _______________]


ANY ARBITRATION WILL BE GOVERNED BY THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION

Any arbitration shall be governed by the American Arbitration Association Commercial Arbitration Rules (“AAA Rules”), except as follows:


  • The arbitration shall be heard by one arbitrator selected in accordance with the AAA Rules.  The arbitrator shall be an attorney with experience in the law underlying the dispute.
  •  If the parties cannot otherwise agree on a location for the arbitration, the arbitration shall take place in the county in which the SpinGig Candidate performed his contractual duties for SpinGig. 
  • Unless applicable law provides otherwise, as determined by the Arbitrator, the parties agree that SpinGig shall pay all of the Arbitrator’s fees and costs.
  • The Arbitrator may issue orders (including subpoenas to third parties) allowing the parties to conduct discovery sufficient to allow each party to prepare that party’s claims and/or defenses, taking into consideration that arbitration is designed to be a speedy and efficient method for resolving disputes.
  • Except as provided in the Class Action Waiver, the Arbitrator may award all remedies to which a party is entitled under applicable law and which would otherwise be available in a court of law, but shall not be empowered to award any remedies that would not have been available in a court of law for the claims presented in arbitration. The Arbitrator shall apply the state or federal substantive law, or both, as is applicable.
  • The Arbitrator may hear motions to dismiss and/or motions for summary judgment and will apply the standards of the Federal Rules of Civil Procedure governing such motions.
  • The Arbitrator’s decision or award shall be in writing with findings of fact and conclusions of law.
  • Either SpinGig or SpinGig Candidate may apply to a court of competent jurisdiction for temporary or preliminary injunctive relief on the ground that without such relief the arbitration provided in these Terms & Conditions may be rendered ineffectual.
  • Claims may be brought before and remedies awarded by an administrative agency (such as the National Labor Relations Board, Equal Employment Opportunity Commission, or U.S. Department of Labor) if applicable law permits access to such an agency notwithstanding the existence of an agreement to arbitrate.
  • The AAA Rules may be found at www.adr.org or by searching for “AAA Commercial Arbitration Rules” using a service such as www.Google.com or www.Bing.com or by asking Dan@SpinGig to provide a copy.

The arbitration agreement contemplated in these Terms & Conditions constitutes the full and complete agreement relating to the formal resolution of disputes covered by this arbitration agreement. Except as stated with regard to the Class Action Waiver, below, in the event any portion of this arbitration agreement is deemed unenforceable, the remainder of this arbitration agreement will be enforceable


USERS AGREE TO WAIVE ANY RIGHT TO BRING OR JOIN A CLASS ACTION LAWSUIT

SpinGig and each User mutually agrees that by entering into this agreement to arbitrate, both waive their right to have any dispute or claim brought, heard or arbitrated as a class action, collective action and/or representative action, and an arbitrator shall not have any authority to hear or arbitrate any class, collective or representative action (“Class Action Waiver”).  Notwithstanding any other clause contained in these Terms & Conditions or the AAA Rules, as defined below, any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. In any case in which (1) the dispute is filed as a class, collective, representative or private attorney general action and (2) there is a final judicial determination that all or part of the Class Action Waiver is unenforceable, the class, collective, representative and/or private attorney general action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that is enforceable shall be enforced in arbitration.


WE MAY DISCONTINUE THE SITE WITHOUT NOTICE TO USERS

SpinGig reserves the right at any time to modify or discontinue, temporarily or permanently, the Site or the Service (or any part thereof) with or without notice. Users agree that SpinGig shall not be liable to Users or to any third party for any modification, suspension or discontinuance of the Site or the Services.


THESE TERMS & CONDITIONS WILL REMAIN ENFORCEABLE EVEN IF ONE PROVISION IS DETERMINED TO BE INVALID OR UNENFOCEABLE.

If any provision of these Terms of Use is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms of Use will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.


USERS MAY NOT ASSIGN ANY RIGHTS UNDER THESE TERMS & CONDITIONS TO A THIRD PARTY.

Users may not assign, subcontract, delegate, or otherwise transfer any rights or obligations under these Terms & Conditions without the prior written consent of SpinGig. Users acknowledge and agree that SpinGig may assign its rights an obligations under these Terms & Conditions in the event of an acquisition, consolidation, merger, or other change of control. These Terms & Conditions will be then be binding upon the assignee(s).


SpinGig WILL NOT WAIVE ANY RIGHTS BY FAILING TO ENFORCE A PROVISION ON A SINGLE OCCASSION

Any waiver or failure to enforce any provision of these Terms & Conditions on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.