END-USER LICENSE AGREEMENT (“EULA”): Touch of SAGE™ FOR iOS This EULA is a legal agreement between you (“You”) and SAGE Dining Services, Inc. (“SAGE”) and governs your use of the Touch of SAGE™ mobile application (“Software”). You acknowledge and agree that (i) Apple, Inc. (“Apple”) is not a party to this EULA; (ii) SAGE is solely responsible for the Software and any content shipped with the Software; and (iii) to the extent not in conflict with this EULA, your use of the Software will be subject to 1) any terms of use that accompany the Software and 2) the SAGE Privacy Policy accessible through the Software. 1. License. Subject to the Usage Rules set forth in the App Store Terms of Service, SAGE grants You a limited, non-exclusive, non-transferable (without right of sublicense) and revocable license to use the Software on an iOS product that You own or control. 2. Restrictions. You may not, and may not authorize or assist any other party to (i) duplicate the Software for any purpose other than as necessary to use it on your mobile device, (ii) publish the Software or use it other than for the purposes described in Section 1 of this EULA, (iii) reverse engineer, disassemble, decompile or translate the Software, (iv) change, modify or otherwise alter the Software, (v) transfer, pledge, rent, share or sublicense the Software, or (vi) use or abuse the Software to (A) store or transmit content that is unlawful, threatening, abusive, harassing, defamatory, obscene or indecent, libelous, hurtful or otherwise objectionable, (B) impersonate another individual or misrepresent your identity or your affiliations, or (C) knowingly or recklessly transmit false information. 3. Maintenance & Support. You acknowledge that any maintenance and support services for the Software, if any, will be provided by SAGE and that Apple has no obligation whatsoever to furnish any such services for the Software. 4. Ownership. SAGE, as between SAGE and you, owns all rights, titles, and interests in the Software, including without limitation all error corrections, updates, upgrades and custom features and functions, and all patents, copyrights and other intellectual property rights, and any changes or improvements to the Software that you might suggest to SAGE. You may not remove or modify any program markings or any notice of proprietary rights. You shall reproduce such markings and notices on all copies of the Software you make. 5. No Warranty. YOU AGREE THAT YOUR USE OF THE SOFTWARE IS AT YOUR SOLE RISK, AND THE SOFTWARE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SAGE, ITS SUPPLIERS AND THEIR RESPECTIVE AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND THE STATUTORY WARRANTY OF NON-INFRINGEMENT. Notwithstanding the foregoing, in the event the Software does not conform to any applicable warranty, You may notify Apple, and Apple will refund the purchase price You paid for the Software, if any. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be SAGE’s sole responsibility. 6. Product Claims. You acknowledge that SAGE, not Apple, is responsible for addressing any claims from You or any third party relating to the Software or your possession and/or use of the Software, including, but not limited to (i) product liability claims; (ii) any claim that the Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. 7. Limitation of Liability. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE EXCLUSIONS OR LIMITATIONS SET FORTH BELOW MAY NOT APPLY TO YOU. YOU SPECIFICALLY AGREE THAT SAGE, ITS SUPPLIERS AND THEIR RESPECTIVE AFFILIATES WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES , INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF THE PARTY YOU ARE SEEKING DAMAGES AGAINST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE USE OR INABILITY TO USE THE SOFTWARE OR IN ANY WAY RELATING TO THE SOFTWARE. YOU AGREE THAT THE AGGREGATE LIABILITY OF SAGE, ITS SUPPLIERS AND THEIR RESPECTIVE AFFILIATES FOR ANY AND ALL CLAIMS IN CONNECTION WITH THE SOFTWARE IS LIMITED TO TWENTY US DOLLARS ($20). YOU SPECIFICALLY AGREE THAT THIS DAMAGES LIMITATION IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND SAGE. 8. Intellectual Property Rights & Protection. You acknowledge that in the event of any third-party claim that the Software, or your possession and use of the Software, infringes that third party’s intellectual property rights, SAGE, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. SAGE respects the intellectual property of others and requires that users of the Software do the same. When You use the Software, You may not upload, store, share, display, post, e-mail, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. SAGE has the right to terminate Your account if you engage in or are suspected of engaging in infringing activity. 9. Legal Compliance & Acceptable Use. You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) You are not listed on any U.S. Government list of prohibited or restricted parties. You specifically agree that You will not use the Software to (i) violate any laws or regulations; (ii) infringe the intellectual property or other rights of third parties; or (iii) transmit any materials that contain viruses or other harmful computer code or files such as Trojan Horses, worms or time bombs. 10. Third Party Agreements. You must comply with any applicable third-party terms of agreement when using the Software. In particular, You acknowledge that use of the Software may result in increased charges from your wireless carrier and that You are solely responsible for paying such charges. 11. Third Party Beneficiary. You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this EULA, and, on your acceptance of the terms and conditions of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce this EULA against You as a third-party beneficiary thereof. 12. General. This EULA and the relationship between You and SAGE will be governed by the laws of the State of Maryland, excluding its conflicts of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located in Baltimore, Maryland to resolve any dispute or claim arising from this EULA. As to intellectual property rights, You specifically agree that SAGE may file an action in any jurisdiction to protect or enforce its rights. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this EULA. You agree that any claim or cause of action related to this EULA or the use of the Software must be filed within one (1) year after the cause of action arose or be forever barred. You may not assign or transfer any of your rights or obligations under this EULA to a third party without the prior written consent of SAGE. SAGE may freely assign this EULA. 13. Binding Arbitration. This EULA provides that all disputes between you and us will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under this EULA (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action.
a. We and you agree that all disputes arising from or relating to the Software or any relationship or dispute between you and us or you and any company or person employed by us, this Software and any policies or practices of any of the above-mentioned companies or persons (a “Dispute”) will only be resolved subject to FINAL AND BINDING ARBITRATION as set forth in this section, and may only be resolved through an individual arbitration governed by the Federal Arbitration Act to the maximum extent permitted by applicable law. You further agree that we shall not have a legal obligation to mitigate any of our potential or actual losses sustained hereunder.
b. WE AND YOU GIVE UP OUR RESPECTIVE RIGHTS TO GO TO COURT in connection with any Dispute and such rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. NEITHER WE NOR YOU SHALL BRING OR PARTICIPATE IN ANY CLASS ACTION OR OTHER CLASS PROCEEDING IN CONNECTION WITH ANY DISPUTE. Neither we nor you agree to class arbitration or any other arbitration proceedings where a person brings a dispute as a representative of other persons.
c. If we and you are unable to resolve a Dispute by informal means, the arbitration of that Dispute shall be settled by arbitration administered by the American Arbitration Association (AAA) in Baltimore, Maryland in accordance with the Commercial Arbitration Rules. Any proceeding to enforce this arbitration agreement must be brought in the District Court or in any state court of competent jurisdiction with venue lying in Baltimore, Maryland to the exclusion of all other forums.
d. Notwithstanding the foregoing, SAGE reserves the right to seek injunctive relief in a court of law to protect its rights and interests.
14. Sole Agreement; Amendment; Waiver. This EULA constitutes the sole and complete agreement between the parties regarding the Software. This EULA may not be explained or supplemented by a prior performance, trade usage, or course of dealing between the parties, or by any prior performance between the parties under this Agreement or otherwise. No amendment to this EULA shall be effective unless it is in writing signed by duly authorized representatives of both parties, except that SAGE may amend this EULA from time to time, and your continued use of the Software after receiving notification of such amendments constitutes your agreement to be bound by such amendments. No waiver of any breach of any provision by either party or the failure of either party to insist on the exact performance of any provision of this Agreement shall constitute a waiver of any prior, concurrent, or subsequent breach of performance of the same or any other provisions, and no waiver shall be effective unless made in writing.
15. Severability. If any of the provisions of this EULA shall be or become invalid or unenforceable, such invalidity or unenforceability shall not invalidate or render unenforceable the remaining provisions of this EULA. Instead, this entire EULA shall be construed as though not containing the particular invalid or unenforceable provision or provisions, and the rights and obligations of the parties shall be construed and enforced accordingly.
16. Termination. This EULA is effective until terminated by you or SAGE. Your rights under this EULA will terminate automatically if you fail to comply with any of its terms.
17. Contacting SAGE. If You have any questions, complaints or claims with respect to the Software, please contact TouchofSAGE@sagedining.com.
Phone: (410) 339-3950 ext. 601
Last revised: 03/26/2025
About Us
At SAGE Dining Services®, our unparalleled expertise in nutrition, sustainability, and culinary trends produces exceptional dining experiences that delight the senses, inspire minds, and foster community.
