TERMS OF SERVICE

Last Updated: August 12, 2026

To make these Terms of Service (the “Terms”) easier to read, we will refer to Food Online Service (including our directors, officers, members, managers, employees, service providers, affiliates, successors and assignees) collectively as, the “we,” “us,” or “our”, and we will refer to individuals who place an order or make a purchase from a Restaurant through the Service (including you) as “you,” “Restaurant Customer,” or “User(s)”.

1. Scope of Service

The "Service" includes our website; mobile applications (the “App”); the software that consolidates information for viewing, printing and tracking orders (the “Software”); and related ordering features. Our platform facilitates connections between a Restaurant (any individual or entity that uses the Service to take and/or deliver an order placed by a Restaurant Customer) and its Restaurant Customers (any individual or entity that uses the Service to place an order for pickup, dine-in, or delivery from a Restaurant). Restaurants and Restaurant Customers are sometimes referred to herein as “you” or “your” when the terms discussed apply to both parties.

1.1 Limited License Grant. Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive license to access and use the Service.

App-Specific License: You agree not to: (i) decompile or reverse engineer the App; (ii) use the Service to create a competitive product; or (iii) utilize proprietary data for training artificial intelligence or machine learning models without express written consent.
Future Features: Any new features, enhancements, or updates we provide are considered part of the "Service" and are subject to these Terms.
Automatic Updates: You acknowledge and agree that the We may, from time to time, develop and provide updates, patches, bug fixes, or new versions of the App or Software. You agree that We have no obligation to provide any particular update or to continue to provide or enable any particular feature. You further consent to the automatic installation of such updates without further notice or additional consent.

1.2 Service Management. We reserve the right, but not the obligation, to:

Monitor: Review the Service for violations of these Terms.
Legal Action: Take appropriate legal action against violators, including reporting to law enforcement.
System Protection: Remove or disable content that is excessive in size or burdensome to our systems, and otherwise manage the Service to protect our property and ensure proper functioning.
Access Control: Refuse, restrict, or disable access to your account or any portion of the Service at our sole discretion, without notice or liability.

1.3 Termination and Survival. We may terminate your right to use the Service at any time, with or without cause. You may terminate these Terms by discontinuing all use of the Service.

Effect of Termination: Upon termination, your account may be canceled, closed, or deleted. You remain obligated to pay any accrued charges or fees.
Survival: All provisions that by their nature should survive termination shall remain in effect, including ownership, warranty disclaimers, indemnity, and limitations of liability.

2. Acceptance of Terms

By accessing or using any part of the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. Clicking “I Accept,” “Sign Up,” “Create Account,” or completing the account setup process constitutes an affirmative electronic signature under the U.S. E-SIGN Act.

Eligibility: You represent that you are of legal age and have the capacity to enter into this agreement.
Entity Authority: If using the Service on behalf of a Restaurant, the user represents that they have the authority to bind the Restaurant to these Terms.
Account Responsibility: You are responsible for all activity occurring under your account whether undertaken by you or a third party.

3. Modifications to Terms

We reserve the right to modify these Terms at any time and for any reason. Changes become effective immediately upon the "Last Updated" date.

Material Changes: For modifications that materially affect a Restaurant’s rights or obligations under these Terms — including changes to pricing, payment terms, liability limitations, arbitration provisions, or data handling practices — we will provide at least thirty (30) days’ advance notice via email to the address associated with your account. Such changes become effective at the end of the notice period.
Non-Material Changes: For non-material modifications (including clarifications, formatting changes, or updates to reflect current practices), changes become effective upon the “Last Updated” date. We may, but are not obligated to, provide notice of non-material changes.
Review: It remains your responsibility to periodically review these Terms. The most current version will always be available here.
Continued Use: Your continued use of the Service after the effective date of any modification constitutes your acceptance of the revised Terms. If you do not agree with any material change, you must discontinue use of the Service before the change takes effect.

IF YOU DO NOT AGREE TO THESE TERMS OR OUR PRIVACY POLICY, YOU MUST IMMEDIATELY CEASE ALL USE OF THE SERVICE.

4. Detailed Service Provisions and Roles

4.1 Nature of the Platform. We are a technology provider, not a restaurant, food preparation entity, delivery company, or common carrier. All Restaurants and Delivery Services available through the Service operate as independent third-party providers.

No Agency: Delivery Services and Restaurants are not employees, actual agents, or apparent agents of Ours.
No Liability for Preparation: We are not responsible for food safety, quality, preparation, or compliance with menu disclosure laws (such as calorie or allergen labeling).
No Liability for Accuracy: We do not independently verify and are not liable for images, descriptors, or pricing provided by Restaurants. As specified in Section 13.2, any AI-generated descriptions or imagery provided through the Service are for illustrative purposes and do not override the Restaurant’s sole responsibility for food safety, quality, and allergen disclosures.

4.2 Account Types & Responsibility.

A. Account Types: The available methods for placing an order are determined on a per-Restaurant basis. Depending on the Restaurant’s configuration, a Restaurant Customer’s checkout options may include:

Required Accounts. To access the administrative features of the Service, personalized accounts with a unique username and password must be created.
Guest Checkout: Where enabled, a Restaurant Customer may place an order without creating a permanent account (i.e., as a guest). By proceeding as a guest the Restaurant Customer remains subject to these Terms and our Privacy Policy.
Account Registration & Single Sign-On (SSO): Restaurant Customers may register via a traditional email/password or via third-party providers (e.g., "Sign in with Google" or "Apple ID").
- Authorization: By using SSO, a Restaurant Customer authorizes us to access and store profile information (such as their name and email) as permitted by the provider.
- Consent: "Continue with Google/Apple" or similar SSO buttons constitutes a Restaurant Customer’s electronic signature and agreement to these Terms. Marketing consent is handled separately; while a Restaurant Customer will receive transactional order updates via their SSO-linked email, they will only receive promotional offers if they affirmatively opt-in via the checkboxes provided at the time of account creation or checkout.

B. Account Responsibility: Restaurants and Restaurant Customers are responsible for maintaining the confidentiality of their account credentials. You must notify us immediately of any unauthorized use or security breach. We are not responsible for any liabilities, losses, or damages arising from the unauthorized use of your username, password, or account.

4.3 Coupons and Promotions. We provide the tools for Restaurants to enable coupons and promotions, but the Restaurant is entirely responsible for their activation, management, and fulfillment. Any disputes regarding coupons and promotions must be taken up directly with the Restaurant.

4.4 Loyalty Program. If a Restaurant enables loyalty features, a Restaurant Customer’s participation is governed by the Loyalty Program Terms & Conditions https://order.esannthaisushi.com/loyalty-program, which are incorporated herein by reference. You as a Restaurant Customer acknowledge that points have no monetary value, and all disputes regarding rewards must be resolved directly with the Restaurant.

5. Relationship Disclaimers

Although we provide and manage the online ordering technology, we are not a party to any transaction between a Restaurant Customer and a Restaurant. Consequently, we are NOT responsible for the following:

Fulfillment & Accuracy: The fulfillment, quality, or correctness of an order.
Product Authenticity: The "brand name" status, origin, or authenticity of any menu items. We do not verify if products listed by any Restaurant are authorized for sale or are "knock-offs." Any claims regarding counterfeit or misrepresented goods must be directed to the Restaurant.
Communications: Order status updates, customer service, or any marketing communications received from the Restaurant.
Data Privacy: The Restaurant’s handling of personal information, which is subject to their own privacy practices.
Refunds: Issuing refunds. We cannot provide a refund unless the Restaurant specifically initiates the process.

5.1 Delivery Services.

By selecting a delivery option, Restaurant Customer acknowledges that deliveries may be fulfilled by independent third-party service providers, which may include a Restaurant’s own staff or an external delivery service ("Delivery Services").

Third-Party Reliance: We are not responsible for the actions, inactions, errors, or omissions of these Delivery Services, their drivers, or their systems.
No Control: Each Restaurant Customer agrees and understands that food quality, delivery timing, and service execution, whether handled by a third-party fleet or the Restaurant directly, are outside of our control.
Independent Contractors: Delivery Services are provided by independent contractors or employees of the Restaurant; they are not agents, or employees of Ours.
Direct Contact Required: If you (as a Restaurant Customer) have any question or issue regarding food preparation, a pricing error, or delivery execution, you must contact the Restaurant directly.

6. Age-Restricted Goods & Compliance

To ensure the legal operation of alcohol or tobacco sales via the Platform, each Restaurant agrees to the following:

Seller of Record: For alcohol and tobacco sales, Restaurant is the sole "Seller of Record" and warrants that it possesses all valid permits and licenses required by law to sell and deliver age-restricted products.
Duty to Verify: Restaurant (or its designated agent/driver) is solely responsible for the physical verification of a valid government-issued ID and the assessment of the recipient’s sobriety at the point of handover.
Indemnification: Restaurant shall indemnify and hold Us harmless against any civil or criminal penalties, fines, or legal actions resulting from Restaurant’s failure to comply with local age-verification laws.
Platform Discretion: We reserve the right to disable the sale of restricted goods on Restaurant’s menu if We receive notice of licensing violations or high rates of undeliverable orders.
Third-Party Delivery: If delivery is fulfilled by a third-party service provider integrated with the Platform, Restaurant acknowledges that We do not employ or control such drivers. Restaurant assumes all risk regarding the driver’s performance of age verification, unless otherwise governed by a separate agreement with the delivery provider.

7. Prohibited Activities

You may only use the Service for its intended purpose as a platform for restaurant ordering. Any unauthorized commercial use, or use inconsistent with these Terms, is strictly prohibited. As a condition of your use, you agree not to:

7.1 Technical Misuse and Interference.

Reverse Engineering: Decipher, decompile, disassemble, or reverse engineer any software comprising the Service.
Malware: Upload or transmit viruses, Trojan horses, or any material that interferes with any party’s uninterrupted use or modifies the Service’s operation.
Infrastructure Burden: Interfere with, disrupt, or create an undue burden on the Service or connected networks.
Security Circumvention: Bypass, disable, or interfere with security-related features, including those that restrict the copying of Content or enforce usage limitations.

7.2 Automated Use and Data Integrity.

Scraping: You may not use automated means to access, collect, copy, extract, or otherwise capture any data, content, or information from the Service without our prior written permission, regardless of the purpose or method. This prohibition applies whether or not the intent is to create a collection, database, or directory, and includes any systematic or automated retrieval of data for any commercial, competitive, research, or other purpose. The absence of technical barriers does not imply permission to scrape.
Bots and Scripts: You may not use bots, scripts, crawlers, spiders, scrapers, automated browsers, data mining tools, robots, or any other automated means to access, navigate, interact with, or extract data from the Service, whether for the purpose of sending messages, harvesting content, monitoring the Service, or any other purpose not expressly authorized by these Terms.
AI and Machine Learning: You may not use any data, content, or information obtained from the Service, whether through authorized or unauthorized access, to train, fine-tune, or otherwise develop artificial intelligence or machine learning models without our express prior written consent. This includes using scraped, exported, or observed data to replicate, approximate, or compete with any feature or functionality of the Service.
API Abuse: While we may not publish specific rate limits for all endpoints, the absence of a limit does not imply unlimited or unrestricted use. You agree not to send requests that negatively impact the performance, stability, or availability of our infrastructure, and not to use the API in any manner inconsistent with its intended purpose. We reserve the right, at our sole discretion, to throttle, limit, block, or terminate any access we deem excessive, burdensome, or contrary to these Terms, and to assess a usage fee for API consumption that exceeds reasonable use thresholds as determined by the Company. Any such fees will be communicated to you prior to or upon assessment, and continued use of the Service following notice constitutes your acceptance of such fees.

7.3 Commercial and Competitive Restrictions.

Unauthorized Exploitation: License, sell, resell, rent, lease, or commercially exploit the Service except as expressly permitted (e.g., authorized Reseller agreements).
Competition: Use the Service or its Content (as defined in Section 13.1) as part of any effort to compete with us or for any unauthorized revenue-generating endeavor.
Third-Party Processing: Use the Service to process data for third parties without their express consent. You agree to indemnify and hold Us harmless from any claims, damages, or legal actions arising from the unauthorized processing of third-party data through the Service.

7.4 User Conduct and Fraud.

Account Misuse: Use another user’s account, or attempt to obtain sensitive account information of other users.
False Pretenses: Create user accounts by automated means or under false pretenses.
Harassment: Use the Service or any information obtained therefrom to harass, abuse, or harm another person.
Spamming: Collect usernames or email addresses for the purpose of sending unsolicited emails.

7.5 Intellectual Property and Legal Compliance.

Trademark and IP Integrity: You may not delete copyrighted or proprietary notices from any Content. Misuse of Our or any third party’s trademarks, logos, or brand assets is prohibited.
Digital Millennium Copyright Act (DMCA): We respect intellectual property rights. If you believe any content on the Service infringes upon your copyright, please notify us at support@springroll.com. We reserve the right to remove infringing content and terminate accounts of repeat infringers.
Geographic Restrictions: The Service is intended for use in jurisdictions where such use is legal. You represent that you are not located in a country subject to U.S. government embargo or designated as a "terrorist supporting" country.

7.6 Ordering and Platform Integrity. To maintain a fair and secure marketplace, the following actions are strictly prohibited:

Fraudulent Activity: Initiating fraudulent orders, engaging in chargeback abuse, or utilizing stolen payment information.
Promotion Exploitation: Exploiting system bugs, "gaming" promotional codes, or creating multiple accounts to circumvent order limits or discounts.
Review Manipulation: Posting fake reviews, offering incentives for positive reviews, or engaging in coordinated "review bombing" of competitors.
Prohibited Content: Uploading or publishing content that is defamatory, obscene, or promotes illegal activities.

8. Third-Party Content and App Distributors

8.1 Third-Party Websites and Content. The Service may contain links to websites, as well as articles, photographs, text, graphics, and other items belonging to or originating from third parties ("Third-Party Content").

No Monitoring: We do not investigate, monitor, or check Third-Party Content for accuracy, appropriateness, or completeness. We are not responsible for any Third-Party Content accessed through or installed from the Service.
No Endorsement: The inclusion of or linking to Third-Party Content does not imply our approval or endorsement. If you leave the Service to access third-party sites, you do so at your own risk, and these Terms no longer govern.
Purchases and Liability: Any purchase you make from third-party providers are exclusively between you and that third party. You agree to hold us harmless from any loss or harm resulting from Third-Party Content or your purchase of third-party products and services.

8.2 Apple and Android Devices. When you access the Service via an App obtained from the Apple Store or Google Play (each an “App Distributor”), the following terms apply:

License Scope: Your license is limited to a non-transferable right to use the App on a device utilizing the iOS or Android operating systems, as applicable, in accordance with the App Distributor’s usage rules.
Maintenance and Support: We are solely responsible for providing maintenance and support for the App. You acknowledge that App Distributors have no obligation whatsoever to furnish any maintenance or support services for the App.
Warranty and Refunds: In the event of a warranty failure, you may notify the App Distributor for a refund of the purchase price (if any). To the maximum extent permitted by law, the App Distributor will have no other warranty obligation whatsoever.
Legal Compliance: You represent and warrant that (i) you are not located in a country subject to a U.S. government embargo or designated as a “terrorist supporting” country, and (ii) you are not listed on any U.S. government list of prohibited or restricted parties.
Third-Party Beneficiaries: You acknowledge that App Distributors are third-party beneficiaries of these Terms and have the right to enforce these provisions against you.

9. Service Modifications, Availability, and Force Majeure

9.1 Right to Modify. We reserve the right to change, modify, revise, update, suspend, discontinue, or remove any Content or portions of the Service at any time, for any reason, at our sole discretion and without notice.

No Liability for Changes: We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Service.
No Obligation to Update: We have no obligation to update any information or features, nor are we obligated to supply any corrections, updates, or releases.

9.2 Service Interruptions and Maintenance. We cannot guarantee that the Service will be available at all times. We may encounter technical problems or perform maintenance, which may result in interruptions, delays, or errors.

Assumption of Risk: You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Service during any downtime or discontinuance.

9.3 Geographic Restrictions. The Service is not intended for distribution to, or use by, any person or entity in any jurisdiction where such distribution or use would be contrary to law or would subject us to any registration requirements.

User Responsibility: If you choose to access the Service from locations outside our primary service area, you do so on your own initiative and are solely responsible for compliance with applicable local laws.

9.4 Force Majeure. Neither Party shall be liable for any failure or delay in performance under these Terms (other than for the payment of money due and payable) for causes beyond that Party’s reasonable control.

Scope of Events: This includes, but is not limited to: acts of God, acts of government, flood, fire, earthquakes, pandemics, epidemics, quarantine restrictions, civil unrest, acts of terror, war, strikes or labor problems, supply chain disruptions, shortage of materials or components, computer attacks, or malicious acts (such as attacks on the Internet, internet service providers, telecommunications carriers, or hosting facilities) occurring without that Party’s fault or negligence.

10. Governing Law

10.1 Jurisdiction. These Terms and your use of the Service are governed by and construed in accordance with the laws of the State of North Carolina, without regard to its conflict of law principles. Any legal action or proceeding arising out of or relating to these Terms or your use of the Service shall be brought exclusively in the state or federal courts located in Wake County, North Carolina. You hereby consent to the personal jurisdiction of such courts and waive any objection to venue or jurisdiction in connection with any such action.

11. Miscellaneous

11.1 Entire Agreement. These Terms, along with our Privacy Policy, Accessibility Statement, and any specific addenda (e.g., Loyalty or Payment Addenda), constitute the entire agreement between you and us.

11.2 No Waiver & Severability. Our failure to exercise or enforce any right in these Terms shall not operate as a waiver of such right. If any provision of these Terms is determined to be unlawful or unenforceable, that specific part is deemed severable and does not affect the validity of the remaining provisions.

11.3 Our Assignment. We may assign any or all of our rights and obligations to others at any time (for example, in the event of a merger or sale). You may not assign your rights without our prior written consent.

11.4 Interpretation. There is no joint venture, partnership, employment, or agency relationship created between you and us. You agree that these Terms will not be construed against us simply because we drafted them.

11.5 Restaurant Assignment and Successors.

A. Restriction on Assignment: The Restaurant may not assign, transfer, or sublicense its rights or obligations under these Terms, including in the event of a sale of the business, merger, or change of control, without the prior written consent of Us. Any attempted assignment without such consent shall be null and void.

B. Successors and Assigns: Subject to the restrictions in subsection (A), this Agreement shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

C. Notice of Sale: Restaurant agrees to provide Us with at least thirty (30) days' prior written notice of any intended sale or transfer of ownership.

D. New Entity Requirements: In the event of a transfer of ownership, We reserve the right to: (i) require the new Restaurant owner to execute a new Service Agreement, Contracts, and Addendums; (ii) perform a fresh "Know Your Customer" (KYC) and credit check on the new entity; and (iii) pause all payouts until new banking and tax documentation (W-9) is verified.

12. Communications and Notifications

12.1 Compliance with Laws. You acknowledge that electronic communications (text messages, phone calls, and emails) are subject to various federal and state regulations, including the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, and FCC Robocall regulations. All parties agree to comply with these laws.

12.2 Restaurant Obligations. Restaurants are strictly prohibited from using the Service or Restaurant Customer data to send "Spam."

Spam Defined: Any communication sent for the principal purpose of unsolicited commercial promotion, advertising, or political objectives without a pre-existing relationship or explicit consent.
Consent Required: Restaurant must obtain legally sufficient consent from Restaurant Customers before contacting them for any reason not strictly required to fulfill a current order.
Indemnification: Restaurant agrees to indemnify and hold the Service Provider harmless from any third-party claims or government-imposed fines (including TCPA and CAN-SPAM violations) arising from the Restaurant's use of the Service to communicate with Restaurant Customers.
Termination: We reserve the right to immediately terminate the account of any Restaurant found to be sending Spam.

12.3 Transactional Communications. By placing an order, a Restaurant Customer expressly authorizes Us, the Restaurant, and/or the Delivery Service to send the Restaurant Customer automated and non-automated communications regarding the transaction.

Scope: These messages may include order confirmations, status updates, delivery notifications, identity verification codes (OTPs), or customer service feedback requests.
Methods: Communications may be sent via email, SMS/MMS text messages, push notifications, or phone calls (including via automated dialers, pre-recorded messages, or AI-generated voices).
Consent & Verification: To ensure order accuracy and security, a Restaurant Customer may be required to provide and verify a valid mobile phone number to complete a purchase. By verifying a phone number, Restaurant Customer consents to receive operational text messages (such as order confirmations, status updates, and delivery alerts) from Us and the Restaurant.

12.4 Marketing Communications.

Communication Authority: By using the Service, each Restaurant Customer agrees that We may send marketing communications e-mails and promotional offer e-mails from Restaurants they have interacted with on our platform.
Email Consent (Soft Opt-in): We utilize a "soft opt-in" model for email marketing. By providing an email address during the checkout process, Restaurant Customer is establishing a business relationship that authorizes us to send relevant updates and offers from that Restaurant and Us. Note: Canadian residents are subject to Canada's Anti-Spam Legislation (CASL). Email marketing to Canadian residents is conducted on the basis of implied consent arising from a commercial transaction, which expires two years from the date of the last transaction. Express consent may be sought prior to expiry.
SMS Marketing (Explicit Opt-In Required): Notwithstanding the above, We will only send marketing text messages (SMS/MMS) where a Restaurant Customer has provided express written consent (e.g., checking an unchecked box at checkout). Providing such consent is not a condition of purchase.
Message Frequency: SMS message frequency varies by Restaurant program and will be disclosed at the point of opt-in. Message and data rates may apply.
Sending Hours: SMS marketing messages are sent only between 8:00am and 9:00pm in the recipient's local time zone (8:00 am - 8:00 pm for Florida & Oklahoma residents), in accordance with applicable federal and state law.
Keyword Commands: All keywords are honored on a case-insensitive basis.
- Assistance: Reply HELP for assistance.
- Unsubscribing:
  - Emails: Use the "unsubscribe" link at the bottom of the email.
  - Text Messages: Restaurant Customers may reply STOP, STOPALL, UNSUBSCRIBE, CANCEL, END, or QUIT, as well as common natural language opt-out expressions, to opt out of SMS marketing at any time. Canadian residents in Quebec may also reply ARRÊT to unsubscribe. A Restaurant Customer may still receive individual texts from a driver or Restaurant to facilitate a specific delivery in progress.
  - Confirmation: Upon opting out, Restaurant Customers will receive a single confirmation message. No further marketing messages will be sent following that confirmation.
Do Not Call Registry: We scrub subscriber lists against the National Do Not Call Registry prior to sending. Restaurant Customers who have provided prior express written consent to receive SMS marketing from a specific Restaurant program are contacted on the basis of that consent, which constitutes a valid exception to DNC registration under applicable law.
Reactivation & Transactional Alerts: Placing a new order may reactivate transactional messaging (e.g., receipts or delivery updates) for that specific order regardless of marketing status. Transactional messages are not marketing communications and are not affected by an SMS or email marketing opt-out.
Personalization & Withdrawal: Marketing communications may be tailored based on a Restaurant Customer’s purchase history and interactions with the Service. A Restaurant Customer may withdraw consent at any time via the "unsubscribe" link in any email or by replying STOP to any SMS. Opting out of marketing does not affect transactional order updates (e.g., receipts or delivery alerts).
Restaurant-Direct Marketing: The Service provides tools that allow Restaurants to communicate with Restaurant Customers directly via SMS. Restaurants using Our SMS marketing tools are contractually required to comply with all applicable federal, state, and provincial telemarketing and anti-spam laws, including the TCPA and, where applicable, CASL. We do not control the content of messages composed by Restaurants, but reserves the right to suspend or terminate any Restaurant's access to SMS marketing tools for non-compliance with applicable law or Our Acceptable Use Policy. Any consent provided directly to a Restaurant outside of Our platform is a direct agreement between the Restaurant Customer and that Restaurant. Restaurant Customers who believe they have received a non-compliant message from a Restaurant should contact us at support@foodonlineservice.com .
Canadian Residents: SMS marketing to Canadian residents is conducted in accordance with CASL. Canadian residents who have provided express written consent to receive SMS marketing may withdraw that consent at any time by replying STOP or ARRÊT. Express consent does not expire and remains valid until withdrawn.
Rates: Standard message and data rates applied by a Restaurant Customer’s carriers (e.g., T-Mobile, AT&T, Verizon) are solely Restaurant Customer's responsibility.
Consent Records and Retention: Records of SMS marketing consent, including opt-in method, timestamp, and consent language version, are retained in accordance with our Privacy Policy and applicable law. For complete information on how SMS marketing data is collected, used, and retained, see Section 2.3 of our Privacy Policy.
Limitation of Liability: Our liability in connection with marketing communications is subject to the limitations set forth in Section 17 of these Terms.

12.5 Electronic Signatures and Records. By using the Service, you consent to receive all agreements, notices, and disclosures electronically. You agree that electronic signatures, contracts, and records of transactions initiated through the Service satisfy any legal requirement that such communications be in writing. You waive any rights under statutes that require an original, non-electronic signature or retention of physical records.

12.6 Feedback. Any questions, suggestions, or ideas regarding the Service ("Feedback") provided by you to Us are non-confidential and shall become our sole property. We shall own all intellectual property rights to such Feedback and may use or disseminate it for any lawful purpose without acknowledgment or compensation to you.

13. Intellectual Property Rights

13.1 Ownership. The Service is our proprietary property. All source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Service (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us. They are protected by copyright, trademark, and unfair competition laws.

Authorized Use: The Content and Marks are provided “AS IS” for your information and authorized use in connection with the Service. No part of the Service may be reproduced, aggregated, republished, or exploited for any purpose outside the scope of these Terms without our express prior written permission.

13.2 AI-Generated Content and Enhancements

We reserve the right to utilize artificial intelligence (“AI”) to generate imagery, menu descriptions, search results, and other features to enhance the Service.

Illustrative Purposes Only: All AI-generated content is provided for illustrative and descriptive purposes only. We do not warrant or guarantee that AI-generated descriptions or images accurately reflect the actual product’s appearance, portion size, or specific ingredients.
Critical Allergen Warning: AI-generated content must not be relied upon to determine the presence or absence of allergens or specific ingredients. Restaurant Customers are solely responsible for verifying all ingredient and allergen information directly with the Restaurant before placing or consuming an order.
Disclaimer of Liability: To the maximum extent permitted by law, we disclaim all liability for any discrepancies, errors, or omissions in AI-generated content.
Proprietary Rights: All such content, including the prompts and outputs generated by our systems, is protected by applicable intellectual property and unfair competition laws.

13.3 Restaurant Intellectual Property

A. Ownership and License. A Restaurant’s trademarks, logos, menu data, and any specific photographs or text provided by a Restaurant (collectively, “Restaurant IP”) are owned by the Restaurant.

Grant of License: Each Restaurant hereby grants Us a non-exclusive, royalty-free right and license to use, copy, reproduce, upload, post, publicly display, translate, transmit, and distribute Restaurant IP to facilitate online ordering and otherwise in connection with providing the Service.
Usage Rights: We may use Restaurant IP as permitted under this section without further express written permission from the Restaurant.

B. Restaurant Representations and Warranties. As a Restaurant, you are solely responsible for ensuring that all content you provide—including menu data, images, customer data, and payment information—is accurate, authorized for use, and compliant with all applicable laws. Each Restaurant represents and warrants that:

Authorization: It is the sole and exclusive owner of the content or have all necessary rights, licenses, and releases to grant us the license described above.
Non-Infringement: Neither their content nor our use of that content will infringe, misappropriate, or violate a third party’s intellectual property rights, rights of publicity, or result in the violation of any law or regulation.

C. Disclaimer of Liability. You acknowledge and agree that We shall not be responsible to you or any third party for any claims, liabilities, or damages arising from the actual or alleged infringement or violation of intellectual property rights, laws, or regulations by any user in connection with the Service; including any claims arising from the Restaurant's failure to secure proper licenses for menu photography or trademarked items.

D. Reservation of Rights. The Service and its Content are provided "AS IS". No part of the Service may be copied, reproduced, aggregated, republished, or exploited for any commercial purpose without our express prior written permission. We reserve all rights not expressly granted to you under these Terms.

13.4 User Contributions. By posting reviews, ratings, or other content ("User Contributions"), a Restaurant Customer grants us an irrevocable, perpetual, non-exclusive, royalty-free, and fully sublicensable worldwide license to use, copy, modify, adapt, publish, and display such content in any media for the purpose of operating and promoting the Service. This includes using their username or profile information to attribute their contribution.

Notwithstanding the foregoing license, upon deletion of an account, we will remove User Contributions from public display within a commercially reasonable time, except where retention is required for legal compliance, dispute resolution, or the enforcement of these Terms. Rights under applicable data protection laws (including the right to deletion under the CCPA or similar state privacy statutes) are not affected by this license.

13.5 DMCA Notice and Takedown Procedure. We respect the intellectual property rights of others. If you believe any material on the Service infringes upon your copyright, please notify our Copyright Agent at support@foodonlineservice.com with the following:

A physical or electronic signature of the copyright owner or authorized agent.
Identification of the copyrighted work claimed to have been infringed.
Identification of the material that is claimed to be infringing and its location on the Service.
Your contact information (address, telephone number, and email).
A statement of good faith belief that the use is unauthorized.
A statement that the information in the notification is accurate, under penalty of perjury.

13.6 Third-Party and Operating Terms. For disclaimers regarding Third-Party Content, please see Section 8. For our rights to modify or discontinue the Service and its Content, please see Section 9.

13.7 Product Authenticity & Prohibited Items.

Warranty of Authenticity: Restaurant represents and warrants that all items listed on its menu are authentic and do not infringe upon the trademarks, copyrights, or patents of any third party. The sale of "knock-offs," counterfeit goods, or unauthorized replicas is strictly prohibited.
Compliance with Law: Restaurant is solely responsible for ensuring that its menu offerings (including ingredients, descriptions, and packaging) comply with all applicable consumer protection, health, and safety laws.
Platform Content Rights: We do not pre-screen Restaurant menus for trademark or patent compliance. However, we reserve the right to remove any product listing immediately if we receive a "Notice of Infringement" or have a good-faith belief that the product is illegal or unauthorized.
Indemnification: Restaurant shall indemnify Us for any costs, legal fees, or damages resulting from Restaurant’s sale of counterfeit or infringing products.

13.8 Domain Names and Managed Website Service.

Scope. Any domain name registered by the Company on behalf of a Restaurant is registered as an integral component of the Company's fully managed website service. The domain is not a standalone product and is not sold, leased, or licensed separately from the Service.
Ownership. All domains registered by the Company in connection with the Service are registered under the Company's registrar account, at the Company's expense, and remain the sole and exclusive property of the Company during and after the term of service. Restaurant receives no ownership interest, title, or rights in or to any such domain by virtue of its inclusion in the Service or the incorporation of the Restaurant's business name within the domain.
No Registrar or DNS Access. The Company does not provide Restaurant with access to the domain registrar account, DNS management controls, or any backend hosting infrastructure associated with the managed website. Centralized management of these systems is necessary to maintain the security, stability, and continuity of the Service.
Domain Disposition Upon Cancellation. Domains registered by the Company are not transferable to the Restaurant as a matter of right, and the Restaurant has no entitlement to require a transfer upon cancellation or termination of service. Upon cancellation, the Company retains sole discretion over the disposition of the domain, including allowing it to expire. Any alternative disposition requires the Restaurant's confirmed intent to cancel and must be expressly approved by the Company in a separate written agreement executed prior to or concurrent with the effective date of cancellation. The Company makes no representations regarding the future availability of the domain.
Business Name in Domain. The inclusion of a Restaurant's business name, trade name, or brand identifiers within a Company-registered domain does not create or imply any ownership claim by the Restaurant over that domain. Restaurant's rights to its own business name under trademark, common law, or otherwise do not extend to any domain registered and maintained by the Company as part of the Service.

14. Proprietary Software (Order Monitor & Manager App)

14.1 Order Monitor Software (Windows).

Authorization & OS Requirements: By using the Software, Restaurant authorizes us to integrate with its supported ordering systems. This Software is designed exclusively for Windows OS. We are not responsible for issues arising from use on non-supported systems. Restaurants must ensure devices are fully patched, have active antivirus protection, and meet our hardware requirements.
Purpose & Responsibility: The Software is a consolidation tool for viewing, printing, and tracking orders. Each Restaurant is solely responsible for ensuring orders are reviewed and processed in a timely manner. We do not control any Restaurant’s operational decisions or fulfillment practices.
Third-Party Integrations: We are not responsible for outages, API changes, or incorrect data originating from third-party platforms (delivery apps, POS systems, etc.). Our role is limited to displaying data as it is provided to us.
Performance Disclaimer: We strive for continuous access but cannot guarantee uninterrupted service, error-free operation, or complete data accuracy from integrated platforms.

14.2 Manager App.

Functionality: The App provides tools for managing orders, menus, account settings, and business analytics. It is intended strictly as a management tool; and Restaurant retains full responsibility for all business outcomes and staffing decisions.
Data Use: We only process data required for the App to function or provided via authorized integrations. All data is handled per our Privacy Policy and is never sold or redistributed.

14.3 Client Responsibilities (General). Restaurant agrees to: (i) use the Software and App solely for lawful business purposes; (ii) maintain secure account credentials; (iii) ensure staff are properly trained; and (iv) verify all business information and settings entered into the App. Restaurant remains solely responsible for order preparation, delivery, refunds, and customer service.

14.4 Termination and Revocation of Access.

Termination: Either party may terminate access to the Software or App via written notice. We reserve the right to terminate access immediately in cases of misuse, security concerns, or policy violations.
Revocation: Restaurant may revoke our access to third-party integrations at any time. Upon termination or revocation, all integrations will be disabled and access to the Software/App will cease.

14.5 Limitation of Liability. We are not liable for:

Financial Losses: Lost revenue, missed orders, or staffing issues caused by third-party platforms, device failure, or user error.
Connectivity Issues: Notification failures resulting from local network outages, ISP issues, or hardware disconnection.
Operational Outcomes: Decisions made by Restaurant staff based on analytics, recommendations, or data within the App.
External Factors: Downtime caused by maintenance or factors beyond our reasonable control.
Operational Monitoring: The Software is a tool to facilitate order visibility; however, the Restaurant remains solely responsible for the active monitoring of the device.
User Configuration: We are not liable for missed orders resulting from: (i) staff failure to maintain audible volume levels; (ii) improper "always-on" power settings; or (iii) failure to visually check the Order Monitor during peak hours. Any business decisions made based on App analytics (Section 14.2) are made at the Restaurant’s sole risk.

15. Payments and Financial Terms

15.1 Payment Processing. The Service acts as a technology gateway for payment processing. In this model, we securely transmit tokenized payment data to the Restaurant's independent third-party processor (e.g., Stripe, PayPal, Square). We may or may not receive, hold, or settle funds on behalf of the Restaurant. Settlement may be handled directly between the third-party processor or Us and the Restaurant.

15.2 Pricing and "Honest Pricing" Compliance

Honest Pricing (SB 478). The Restaurant represents and warrants that all menu prices and mandatory "Restaurant Fees" or "Surcharges" comply with "Honest Pricing" or "All-In Pricing" laws. All mandatory charges must be clearly titled and disclosed to Restaurant Customers at the earliest point of display.
Estimated Totals. Subtotals shown at checkout are estimates. We reserve the right to charge the final adjusted price, including applicable taxes and surcharges, after checkout.

15.3 Refunds, Chargebacks, and Fraud.

Default Liability. The Restaurant is solely and fully responsible for 100% of all customer chargebacks, disputed transactions, and related bank, processor, network, card network penalties, and administrative fees arising from transactions processed through the Service. All chargeback amounts and associated fees become immediately due upon assessment.

Recovery. The Company reserves the right to recover chargeback amounts and associated fees through any or all of the following without prior notice to the Restaurant: deduction from the Restaurant's account balance, offset against current or future payouts, or ACH debit from the bank account on file.

No Pre-Approval Required. The Company may recover chargeback amounts without prior notice to the Restaurant. The Restaurant's obligation to cover chargebacks is not contingent upon the outcome of any dispute resolution process initiated by the Restaurant.

Discretionary Relief. The Company may, in its sole and absolute discretion, elect to absorb, waive, or reimburse all or any portion of a chargeback or associated fees in a particular instance. Any such accommodation is voluntary, does not create any obligation, precedent, or waiver, and shall not modify the Restaurant's default responsibility under this Section.

Dispute Cooperation. Restaurant agrees to cooperate fully with the Company and its payment processors in the investigation and response to any chargeback or disputed transaction, including providing transaction records, order confirmations, delivery documentation, and any other information reasonably requested within the timeframe required by the applicable card network or processor.

Fraudulent Activity. If the Company determines that a Restaurant's account reflects a higher-than-average rate of chargebacks or fraudulent transactions, the Company reserves the right to increase processing fees, establish payment reserves, adjust payout schedules, or suspend payment processing services at its sole discretion.

15.4 Ordering and Payment.

Responsibility for Accuracy: Restaurant Customer is solely responsible for the accuracy of order information and payment data. Once an order is finalized, it may not be possible to cancel or modify it.
Service and Convenience Fees: Restaurant Customer may be charged fees for using the Service, including but not limited to: ordering convenience fees, processing fees, delivery/handling fees, and regulatory fees. All mandatory fees will be displayed prior to checkout.
Return Fees: In the event an order cannot be delivered for any reason including but not limited to a Restaurant Customer’s failure to be present, failure to provide necessary identification for age-restricted goods, or the provision of an incorrect address the items may be returned to the Restaurant.
- Assessment: In such cases, Restaurant Customer may be assessed a product return fee to cover the costs of the attempted delivery and return.
- Refund Adjustments: Any refund provided for undeliverable items will be net of this return fee.
Refunds and Disputes: All Restaurant Customer fees are final and non-refundable unless determined otherwise by Us. For questions or disputes regarding food quality or order fulfillment, Restaurant Customer must contact the Restaurant directly.
Pricing Errors and Order Cancellations: In the event that a product is listed at an incorrect price or with incorrect information due to a typographical error, an error in pricing provided by the Restaurant, or a technical system glitch, We and the Restaurant reserve the right to refuse or cancel any order placed for that product. We reserve the right to cancel and refund any such order at our sole discretion, even if the order has been confirmed and the Restaurant Customer’s payment method is charged. If the Restaurant Customer’s payment has already been processed, we will issue a credit or refund in the amount of the incorrect price.

15.5 Payment Processing and Price Transparency.

A. Third-Party Processors. We use third-party intermediaries (e.g., Stripe, PayPal) to manage credit card processing. By using these features, Customer agrees to be bound by the terms of these third-party processors.

Data Storage: You acknowledge that we do not process or store your full credit card information; this is handled by intermediaries who may retain billing info to process future orders.
Security Disclaimer: We make reasonable efforts to maintain confidentiality, but we cannot prevent all breaches. We are not liable for errors, service interruptions, or security breaches caused by these third-party providers or the illegal actions of hackers or for financial losses resulting from a Restaurant's failure to maintain secure local hardware or network environments.

15.6 Taxes. Unless otherwise required by law, the Restaurant is the "Seller of Record" responsible for all applicable sales, use, and excise taxes on transactions processed through the Service. Restaurant agrees to indemnify Us for any liabilities, interest, or penalties arising from incorrect tax configurations or failure to collect and remit applicable taxes.

16. Restaurant Conduct & Data Use

16.1 Restricted Use of Customer Information. Restaurants receive Restaurant Customer contact information (e.g., phone numbers and email addresses) solely for the purpose of fulfilling a specific transaction and providing order updates.

Prohibited Marketing: A Restaurant may not use a Restaurant Customer’s phone number or contact information for marketing, solicitation, or any communication unrelated to the specific order unless the Restaurant has obtained independent, legally sufficient consent directly from the Restaurant Customer.
Data Protection: Restaurant agrees to handle all Restaurant Customer data in compliance with Our Privacy Policy and all applicable data protection laws.
Third-Party Sharing by Restaurant. Restaurant acknowledges that any personal data of Restaurant Customers shared by Restaurant with third-party platforms, applications, point-of-sale systems, delivery services, or marketing vendors, whether through direct export, API integration, or manual transfer, is shared solely at Restaurant's direction and risk. We are not a party to any such sharing arrangement and bears no liability for how third parties collect, use, store, or disclose that data. Restaurant represents and warrants that any such sharing complies with applicable data protection laws and that Restaurant has obtained all necessary consents from Restaurant Customers prior to sharing their data with third parties.

16.2 Compliance Warranty. Each Restaurant is solely responsible for ensuring its use of the Service, including the methods used to contact Restaurant Customers, complies with the laws of their jurisdiction. This includes, but is not limited to, strict adherence to the "Honest Pricing" and "All-In Pricing" mandates (e.g., California SB 478) detailed in Section 15.2. We provide the technical infrastructure but does not provide legal advice. Restaurants should consult with qualified counsel regarding their specific obligations under the TCPA, CAN-SPAM, and local regulations.

16.3 Zero Tolerance for Abuse. We reserve the right to immediately suspend or terminate any Restaurant account that uses the Service to harass, spam, or misappropriate Restaurant Customer data. This includes, but is not limited to, the prohibited use of automated dialers or AI-generated voices for marketing purposes without the explicit consent required under Section 12.2. We may cooperate with law enforcement in the prosecution of any party found to be in violation of these communication or privacy laws.

16.4 Data Breach Notification. Restaurants are independently responsible for complying with all applicable data breach notification laws with respect to personal information they collect, store, or process through their own systems. The Restaurant shall promptly notify Us if it becomes aware of any breach involving data obtained through or related to the Service.

16.5 Data Retention, Export, and Deletion.

During Active Use: While the Restaurant account remains active, the Restaurant may export order history, customer data, menu configurations, and analytics through the tools made available within the Service. We encourage regular data exports as part of business continuity practices.
Upon Termination: Following termination or expiration of a Restaurant’s account, we will retain its account data (order history, customer records, and menu data) for ninety (90) days to allow for data export requests. After this retention period, data will be permanently deleted from our active systems, except where a longer retention period is required by applicable law, regulatory obligation, or ongoing dispute.
Data Export Requests: During the 90-day post-termination retention period, the Restaurant may request a machine-readable export of data by contacting us at keerati@foodonlineservice.com . We will fulfill such requests within fifteen (15) business days, subject to verification of identity and account ownership.
Customer Personal Data: All personal data belonging to a Restaurant Customer will be handled in accordance with our Privacy Policy and applicable data protection laws (including CCPA and state privacy statutes) upon termination. We will not transfer Restaurant Customer personal data to Restaurant in bulk except as necessary to fulfill active orders or as otherwise required by law.

18.6 Downstream Vendor Responsibility. Where Restaurant shares Restaurant Customer personal data with third-party vendors, platforms, or service providers, Restaurant is solely responsible for ensuring such vendors maintain data protection standards consistent with applicable law and these Terms. Restaurant agrees to maintain written data processing agreements with any third party that receives Restaurant Customer personal data originating from the Service, where required by applicable law. Restaurant shall promptly notify Us of any third-party vendor breach involving data obtained through the Service.

17. Disclaimers and Limitation of Liability

17.1 Warranty Disclaimer. The Service is provided on an “as-is” and “as-available” basis. You agree that your use of the Service will be at your sole risk. To the fullest extent permitted by law, we disclaim all warranties, express or implied, in connection with the Service and your use thereof, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Content Accuracy: We make no warranties or representations about the accuracy or completeness of the Service’s content or the content of any websites linked to the Service, including menu pricing, allergen information, or marketing assets managed under Sections 14 and 15 or AI-generated content (as defined in Section 13.2).
Service Reliability: We further disclaim any warranty that (i) the Service will meet your specific requirements, (ii) the Service will be uninterrupted, timely, secure, or error-free, or (iii) the results obtained from the Service will be accurate or reliable.

17.2 Specific Liability Exclusions. To the fullest extent permitted by applicable law, we assume no liability or responsibility for any:

Errors, mistakes, or inaccuracies of content and materials;
Personal injury or property damage resulting from your access to and use of the Service;
Unauthorized access to or use of our secure servers and/or any personal or financial information stored therein;
Any interruption or cessation of transmission to or from the Service;
Any bugs, viruses, trojan horses, or the like which may be transmitted through the Service by any third party; and/or
Any loss or damage of any kind incurred as a result of the use of any content posted or transmitted via the Service.

17.3 Indemnification. You agree to defend, indemnify, and hold Us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, and employees, from and against any loss, damage, liability, action, claim, or demand, including reasonable attorneys’ fees and expenses, due to or arising out of:

Use of the Service or breach of these Terms;
Any breach of your representations and warranties;
Your violation of the rights of a third party, including intellectual property rights;
Providing us any inaccurate information;
Your negligence or willful misconduct;
The sharing or misuse of log-in information;
Any dispute or action between you and any third party (e.g., between Restaurants and Customers);
Any Tax miscalculations or audit penalties resulting from inaccurate Restaurant data (Section 15.6);
Any regulatory fines related to non-transparent pricing or mandatory fees configured by the Restaurant (Section 15.2);
Any claim that Restaurant IP provided under Section 13.3 infringes upon the intellectual property rights of a third party;
Any reliance by a user on AI-generated content for health or safety purposes despite the warnings in Section 13.2; and
Any violation of the TCPA, CAN-SPAM Act, or local communication laws resulting from a Restaurant’s unauthorized use of Customer contact data (Section 12.2) and (Section 16.2).
Any claims, regulatory fines, or legal actions arising from Restaurant's sharing of Restaurant Customer personal data with third parties, including but not limited to violations of the CCPA, GDPR, state privacy statutes, or applicable data protection laws resulting from such sharing (Section 16.1).

17.4 Operational Hold Harmless: Restaurant also specifically agrees to hold Us harmless for any operational changes, data loss, configuration errors, or lost revenue that occur during or as a result of a remote support session, except to the extent directly caused by Our gross negligence or willful misconduct. Restaurant acknowledges that remote support inherently carries operational risk and that Our support staff act in good faith to resolve reported issues.

17.5 Defense Control: We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

17.6 Independent of Restaurants. We are independent of all restaurants. We do not represent any Restaurant and make no warranty regarding any transaction between users, Restaurants, and Restaurant Customers.

18. Regulatory and Contact Information

18.1 California Users. Complaints may be sent to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834 or by telephone at (800) 952-5210.

18.2 Accessibility. If you have a disability and need to access this policy in an alternative format, please contact us at keerati@foodonlineservice.com or . .

18.3 Contact Us.

Legal Entity: Food Online Service .

Email: keerati@foodonlineservice.com

Address: .

Phone: (360) 504-6363

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