Effective date: September 28, 2021
Terms and Conditions
About Accel Services
Accel Services combine hardware, software, and conventional brick-and-mortar retail components to enable you to quickly and easily purchase food and beverage items in addition to aids for daily living. We provide two methods to you to access these Services. First, you can physically enter a Store by using the App to gain entry to conduct your own, in-person shopping. A second option is available only to those who reside in buildings which contain a Market (“Shopping Session”). If you are such a Customer, you may order through the App and designate “delivery” as your chosen fulfillment method. For customers electing that option, we will deliver those ordered items directly to the verified in-building address associated with the account.
About Accel Stores
As we noted above, Accel Stores are entirely automated. This means that, instead of using human cashiers, we deploy a novel array of cameras and sensors in coordination with machine learning and Artificial Intelligence (“Accel System”) to dramatically reduce traditional hassles and time spent shopping. For in-person shoppers, the Accel System monitors your pathways, movements, and shopping choices within the Store and registers which items you purchase when you leave the Store.
For those shoppers who choose delivery, you choose the items sought and the quantities desired through the App. You agree to review any such order prior to submission to ensure accuracy. Upon submission of your order, the credit card associated with your Shopper Account (see below) is immediately charged and your order submitted to fulfilling Store’s staff to prepare and deliver your order.
Your Account and Accuracy of Information
Before you can access Accel Services, you must first register an account (“Shopper Account”) with us. During this registration, you will be asked to provide personal information about yourself including, but not limited to: your name, valid credit card information, and address. You certify that you are providing accurate and honest information. Moreover, you agree that, throughout the existence of your account, you will ensure that the information you provide is current. Failure to do so may result in suspension of your account or other adverse actions.
Maintaining Account Confidentiality
It is your responsibility to ensure that your account access information (including passwords) are kept confidential from all third-parties. In the event that you believe this information has been compromised, it is your responsibility to take affirmative steps in order to re-establish the security of, and control over, your account. Accel Robotics is not responsible for any activities that occur under your account.
You agree to pay all fees associated with your use of Accel Services. These fees include, but are not limited to: purchase price, delivery fees, restocking fees, and sales taxes (or other government assessed apportionments). Moreover, you also agree to pay for any and all purchases and other charges associated with Guests admitted to a Store under your Shopper Account (see below at Shopping Activity Within a Store).
If, at any time, we are unable to process payment for purchases you have made through the App due to your failure to maintain current and accurate information, Accel Robotics is permitted to take, among other actions, any or all of the following steps: suspend your account, terminate your account, seek reimbursement from you (including with interest and other financial penalties), or assess financial penalties that will be automatically charged to your account. We also reserve the right to refer any debt owed to us by you to third-party debt recovery providers (“Debt Collections”).
Children’s Shopper Accounts and Shopping Activities
Accel Robotics offers its services exclusively for the use of adults (those who are 18 years of age and older). Accel Robotics does not knowingly permit children (those under the age of 18) to create or maintain Shopper Accounts. In the event that we discover that such an account exists, we will take immediate steps to terminate it and, subsequently, remove any data associated with said account from all electronic and physical records in our possession and in the possession of our third-party service providers.
Adults may permit children (as defined above) to use their accounts provided they are under the supervision of their parent(s) or legal guardian.
In the event any third-party merchant accessible through the App offers for sale to shoppers any alcoholic beverages, such products may only be purchased by an adult of legal age (21-years-old and older). Both Valet Market and third-party merchants reserve the right, under applicable laws and regulations in addition to the terms contained herein, to refuse to grant possession of alcohol to any Shopper, regardless of whether Shopper has paid for said products. In the event Shopper has remitted payment for any such product and subsequently been refused service under these terms, reimbursement of the purchase funds shall be made less any fees associated with delivery.
Upon creation of your account and continued compliance with these terms and conditions, we grant to you a limited, non-exclusive, revocable, non-transferrable, non-sublicensable license to use the Accel Services. As noted above, continuing compliance includes payment of all applicable and assessed fees (including required payment for items you purchase through the App) and ongoing acceptance of any amendments to these terms.
Shopping Activity Within a Store
The Accel System registers which items you physically remove from a Store. The cost of those items will be charged to the credit card that you have provided to us through your Shopper Account. An itemized receipt will be delivered to you in the App.
Shopping Activity for Delivery
For Shoppers who have access to Delivery, your orders will be charged upon submission through the App and a confirmation will be in the form of a receipt. Receipts will be processed and sent to you via the App. Please note that, while most receipts will be delivered within minutes, there are circumstances in which your receipt may be delayed due to the need to verify the accuracy of any submitted order.
Duty to Verify Receipts/Orders
As noted above, each Shopping Session is confirmed through a receipt. Please bear in mind that, due to the advanced Accel Systems that operate the store, we cannot guarantee that receipts will be error-free. Accordingly, you agree that you will review these receipts as soon as practically possible in order to verify their accuracy and ensure that you are not over-or-under charged for items you purchased.
In the event you discover that there is an error in your receipt for any Shopping Session, you agree to report that error through the appropriate mechanism within the App or to contact us immediately at email@example.com with the subject line: “Billing Error”. For any such direct reporting of such an error outside of the App, you must include the following information in your correspondence for it to be valid: your name, the store location, your user id, and the order number. Furthermore, such notices of error must be submitted within three (3) days of your Shopping Session. Accel Robotics is not responsible for processing any such error report if it fails to include the above information or to be submitted to us within the required time period.
Alternatively, you may report the error to the Store associate at the same store at which the purchase was made. To do so, you must have the App receipt to show the Store associate and must initiate the error correction within three (3) days.
Revisions and Electronic Communications
These terms may be updated and otherwise amended from time-to-time at the sole discretion of Accel. We will inform you of any material changes to these terms and provide you with an opportunity to review them at the time or before they go into effect. The amended terms will go into effect at the time of their posting. If, at any moment after creating your account, you should decide you no longer accept these terms, you are to suspend your use of Accel Services.
You also agree that Accel may send you notices and disclosures about your account, account activity, market materials, or other notices and disclosures as required by law or to otherwise provide Accel Services to the email address or phone number provided by you at the time of account creation. When you use Accel Services or otherwise send us communications in any form including, but not limited to, emails, text messages, or a third-party chat interface from your desktop or mobile device, you may be communicating directly with us and you consent to receive messages in the same or similar format directly from us. Moreover, you agree that any and all agreements, notices, and/or disclosures received by you from us in electronic format satisfy all legal notice requirements.
You may opt-out of receiving any direct marketing materials or communications from us through the “unsubscribe” link included in any such email that you receive from us.
Restrictions on your Use of Accel Services
Your use of the App or any other Accel Services are not unrestricted. Accordingly, in creating and maintaining a Shopper Account, you agree that you shall not nor shall you assist any third-party, directly or indirectly to do any of the following:
- Distribute or make Accel Services available over a network where it could be used by multiple devices at the same time.
- Rent, lease, lend, sell, redistribute or sublicense Accel Services or transfer any right granted to you under these Terms.
- Copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative work of Accel Services, any updates, or any part thereof (except as and only to the extent any foregoing restrictions are prohibited by applicable law).
- Modify, alter or create any derivative works of Accel Services.
- Access Accel Services for the purposes of obtaining any information for use in building, informing, refining, preparing, or modifying a product in any way that will be in direct or indirect competition with Accel.
- Attempt to trick, deceive, or otherwise intentionally avoid Accel Systems in an attempt to avoid being charged for products you and/or any of your Guests take from the Store or otherwise consume.
- Remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the Service.
- Use Accel Services in any manner that causes you to be in violation of any applicable criminal or civil law.
Moreover, you may not use Accel Services or otherwise export or re-export Accel Services except as authorized by United States law and the laws of the jurisdiction in which the Service was obtained. In particular, but without limitation, Accel Services may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Persons List or Entity List. By using Accel Services, you represent and warrant that you are not located in any such country or on any such list.
Termination, and Effect of Termination
Accel Robotics reserves the right to terminate or otherwise cancel these Terms at any moment, with or without notice and with or without cause, with respect to your account. In the event we take such an action against your account, you are still responsible for all payments due to Accel Robotics and its third-party partners under these terms.
If you choose to terminate your account, you may do so at any time, with or without notice to us. To effectuate such an action, you are required to send an email to firstname.lastname@example.org with the subject line: “Terminate My Account.” In that email you must include: your name, phone number for your account, and physical address associated with your account. Accel Robotics is only responsible for termination requests that include this information.
In either of the above circumstances resulting in your account termination, you are still bound by these terms. Additionally, we will rescind your license to access and use Accel Services and you must cease such use immediately. We reserve all discretion as to whether to permit you access at a future time.
All content available to you through your use of Accel Services including, but not limited to, our logos, trademarks, products designs, descriptions, graphics, user interface designs, and text, is the exclusive property of Accel Robotics and is protected by United States and international intellectual property protection laws.
Trademarks and Restrictions on Use
Accel intellectual property is not to be used in connection with any product, service, or any combination thereof by any party other than Accel and its applicable licensors. Moreover, the intellectual property that is owned by Accel is not to be used by any party in a manner that could cause confusion by any customers, regardless of whether they are Accel shoppers.
All other trademarks that may be accessed or otherwise viewed or perceived through use of Accel Services are the property of their respective owners. These include, but are not limited to, those trademarks associated with Apple, Inc. (through its ownership and administration of the “App Store”) and Alphabet, Inc. (through its ownership and administration of “Google Play”).
Accel reserves all rights, including without limitation, all intellectual property rights or other proprietary rights, in connection with the Accel Services. You agree not to use Accel Services except in its intended manner in accordance with these Terms. Moreover, we reserve all rights not explicitly granted to you under these Terms. You agree that any feedback you provide to us on the Accel Services (“Feedback”) shall be the sole and exclusive property of Accel and you hereby grant a perpetual, worldwide, irrevocable license. Submitting ideas to us is completely voluntary and we are free to integrate, use, or modify such ideas without any obligation or notice to you.
App Permission; Third Party Device Manufacturers/Carriers
When you download the App onto your smartphone in order to avail yourself of Accel Services, you agree to extend to us certain permissions to access information and functionality contained within and available on that device in order to deliver our Services to you.
While we strive to accommodate as many devices and operating system versions as possible, we do not warrant that the App will be compatible with your device or that Accel Services will be available to you at all times through your internet service or cellular network provider.
When you access Accel Services, you may be using the services of third-party providers including internet service providers and cellular service providers. When you do so, you assume responsibility for those third-party policies including terms and conditions, privacy policies, fees and other costs.
DISCLAIMER OF WARRANTIES
ALL PRODUCTS, CONTENT, INFORMATION, AND SERVICES PROVIDED BY ACCEL AND ITS THIRD-PARTY MERCHANTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED.
ACCEL ROBOTICS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF ACCEL SERVICES OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS, SOFTWARE, OR ANY OTHER SERVICES MADE AVAILABLE TO YOU THROUGH ACCEL SERVICES. YOU USE ACCEL SERVICES AT YOUR OWN RISK.
ACCEL DOES NOT WARRANT, REPRESENT OR GUARANTEE THAT ITS SERVICES ARE ACCURATE, RELIABLE OR CORRECT; THAT ACCEL SERVICES WILL MEET YOUR REQUIREMENTS; THAT ACCEL SERVICES WILL BE AVAILABLE TO YOU AT ALL TIMES OR LOCATIONS, WITHOUT ERROR, OR UNINTERRUPTED, WITHOUT DEFECT OR SECURE.
TO THE FULL EXTENT PERMISSIBLE BY LAW, ACCEL DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
LIMITATION OF LIABILITY
TO THE FULL EXTENT PERMITTED BY LAW, ACCEL WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND WHETHER THEY ARE DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE OR ANY ACTIONS YOU TAKE OR FAIL TO TAKE IN CONNECTION THEREWITH, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF ACCEL ROBOTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL ACCEL’S’ TOTAL LIABILITY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICE OR ANY ACTIONS TAKEN IN CONNECTION THEREWITH EXCEED THE AMOUNT, IF ANY, THAT YOU PAID FOR THE SERVICE DURING THE MONTH IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY.
Mandatory Dispute Resolution
Any dispute or claim in any way arising from your use of Accel Services, or from any products obtained through Accel Services, shall be submitted to binding arbitration rather than through a court. However, if your claim qualifies for local small claims court, you may assert said claims in that venue only if the proceeding remains in small claims court and proceeds on an individual basis.
Any arbitration proceeding may only proceed on an individual basis. Arbitration proceedings will be administered by Judicial Arbitration and Mediation Services (“JAMS”), applying its rules and procedures relevant to consumer-related disputes. The comprehensive rules applied by JAMS can be found here: https://www.jamsadr.com/rules-comprehensive-arbitration/. The arbitration proceeding shall take place at the JAMS location in San Diego, California located at 401 “B” Street, Suite 2100 and shall be conducted by a single, neutral arbitrator. You shall be given the opportunity to have a convenient time, place, and manner for the arbitration proceeding to take place, whether telephonically, virtually, or in-person, subject to JAMS’ policies then in effect. The arbitrator will have the authority to determine all threshold claims subject to arbitration. Moreover, the arbitrator will have the power to decide any motions brought by either you or Accel. The standards applied to those motions will be the California Code of Civil Procedure and the arbitrator shall apply all relevant California substantive law to any claims. Any judgment of the arbitrator shall be in writing, containing findings of fact and conclusions of law, and said judgment shall be binding on both parties and upon any court of competent jurisdiction.
The Federal Arbitration Act applies to these Terms.
Nothing in this arbitration provision shall prohibit either you or us from seeking injunctive relief from a court of competent jurisdiction to protect against reputational damage or infringement against intellectual property rights.
If any provision of these Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms constitute the entire agreement between the parties with respect to its subject matter, and there are no agreements or understandings between the parties, express or implied, except as are expressly set forth herein.
US Government Users
The Service and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.
Governing Law and Choice of Venue
These Terms shall be governed by the Federal Arbitration Act, California substantive and procedural law, without regard to its choice of law or conflicts of law principles. To the extent any litigation commences under these Terms, the Superior Court for the County of San Diego shall have exclusive jurisdiction of all parties and matters and you consent to such.
Accel Robotics will not be considered to have waived any of its rights or remedies described in these Terms unless the waiver is in writing and signed by the appropriate corporate representative or agent. No delay or omission by Accel Robotics in exercising its rights or remedies will impair or be construed as a waiver.