1.1 Services. Depending on the Business’s selected plan and available integrations, the Services may include online ordering, business website hosting, menu or product catalog setup, loyalty functionality, branded mobile applications, analytics and reporting, point-of-sale integrations, payment-processing integrations, delivery integrations, QR-code or table ordering, catering ordering, consent-record collection, and gift-card integrations. Features vary by plan and market and may not be available in all countries, languages, devices, app stores, or integrations.

1.2 Gift Cards. Restolabs does not issue gift cards. Any gift-card functionality is provided through a third-party integration. The Business is responsible for the gift-card program, all associated liabilities, support for End Customers, unclaimed-property obligations, and compliance with applicable law and the third party’s terms.

1.3 No Hardware. Restolabs does not sell, lease, loan, or provide tablets, printers, card readers, or other hardware. The Business is responsible for obtaining and maintaining compatible devices, internet connectivity, printers, point-of-sale equipment, and other systems required to use the Services.

1.4 Future Marketing and AI Features. Restolabs may introduce additional marketing and artificial-intelligence-enabled services, including email marketing, SMS marketing, social-media publishing, and review-management features. Such features may be subject to additional terms, fees, usage limits, consent requirements, and third-party provider requirements that the Business must accept before using them.

2.1 Account Information. The Business must provide accurate, complete, and current account, business, location, billing, and contact information and keep it updated.

2.2 Account Security. The Business is responsible for its users, passwords, permissions, and all activity conducted through its account. The Business must promptly notify Restolabs of suspected unauthorized access or a security incident involving the account.

2.3 Authorized Use. The Services may be used only for the Business’s lawful operations and only by personnel or contractors whom the Business authorizes. The Business is responsible for their compliance with these Terms.

3.1 Trial Offers. Restolabs may offer a free trial, including a 30-day free trial, as stated during signup. When a trial does not require a payment method, the Business will not be automatically charged at the end of the trial. To continue using paid Services after the trial, the Business must affirmatively select a paid plan and provide a valid payment method. If the Business does not do so, the Services may stop at the end of the trial.

3.2 Immediate Paid Signup. Some offers do not include a free trial. In that case, billing begins on the signup date or other date shown in the Subscription Details.

3.3 Automatic Renewal. Paid subscriptions are offered on monthly or annual billing cycles and automatically renew for successive periods of the same length until canceled. The Business authorizes Restolabs and its billing provider to charge the applicable subscription fees and taxes to the payment method on file on each renewal date.

3.4 Cancellation. The Business may cancel at any time. Cancellation prevents the next renewal and becomes effective at the end of the then-current paid subscription period. The Business will continue to have access through that period, subject to these Terms. Fees already paid are non-refundable and will not be prorated. For example, if a monthly subscription renews on July 5 and is canceled on July 10, access continues through August 4 and no further monthly renewal will be charged.

3.5 Fees and Taxes. Fees are stated in the Subscription Details and are exclusive of applicable sales, use, value-added, withholding, and similar taxes, which are the Business’s responsibility, other than taxes based on Restolabs’ net income.

3.6 Price Changes. Restolabs may change subscription pricing by providing at least 30 days’ notice. For monthly subscriptions, the new price may apply to a renewal occurring after the notice period. For annual subscriptions, the new price will apply at the next annual renewal unless otherwise agreed by the Business.

3.7 Failed Payments. The Business must maintain a valid payment method. Restolabs may suspend or terminate paid Services for failed, overdue, reversed, or disputed payments and may recover reasonable collection costs and chargeback fees.

4.1 Business Materials. The Business is responsible for providing, reviewing, and approving all menu items, product listings, descriptions, prices, taxes, fees, photographs, logos, business hours, preparation or fulfillment times, delivery areas, allergen information, dietary claims, policies, and other information displayed through the Services (“Business Content”).

4.2 Accuracy and Updates. The Business must keep Business Content accurate and current and promptly correct unavailable items, changed prices, closed hours, delivery limitations, and other material information. Restolabs is not responsible for losses or End Customer claims arising from inaccurate or outdated Business Content supplied or approved by the Business.

4.3 Licenses and Compliance. The Business is solely responsible for all licenses, permits, registrations, tax obligations, consumer disclosures, accessibility requirements, and other laws applicable to its business, products, services, websites, promotions, orders, and use of the Services. Where applicable, this includes food-safety, labeling, allergen, age-verification, and regulated-product requirements. Restolabs does not provide legal, tax, or regulatory advice.

5.1 Seller and Merchant of Record. The Business, and not Restolabs, is the seller and merchant of record for all food, beverages, groceries, gift cards, and other products or services sold through the Services. The Business determines its products and services, prices, taxes, fees, refund policies, fulfillment methods, and End Customer-facing terms, subject to applicable law and enabled platform settings.

5.2 Order Modes. The Services may support automatic acceptance or manual acceptance and rejection of orders. The Business selects and manages its operating mode and remains responsible for monitoring incoming orders, pausing ordering when necessary, and fulfilling accepted orders.

5.3 Fulfillment. The Business is solely responsible for preparing, picking, packing, packaging, handling, and providing each order safely, accurately, and on time. This includes product or food quality, substitutions, allergens and labeling where applicable, missing or incorrect items, availability, End Customer communications, cancellations, complaints, refunds, and regulatory compliance.

5.4 Refunds, Fraud, and Chargebacks. The Business is responsible for refunds, partial refunds, chargebacks, fraudulent orders, End Customer disputes, payment-processing fees, and related losses associated with End Customer orders.

6.1 Third-Party Processors. Payment processing is provided by independent third-party processors selected or enabled by the Business. The Business must maintain an approved processor account and comply with the processor’s terms, underwriting, identity-verification, reserve, chargeback, and acceptable-use requirements.

6.2 Direct Settlement. End Customer order proceeds are transmitted by the applicable payment processor directly to the Business’s processor or bank account. Restolabs does not receive or hold the Business’s End Customer order funds as merchant of record.

6.3 Processor Actions. Restolabs is not responsible for processor approval decisions, settlement timing, reserves, holds, account suspensions, declines, fees, security procedures, or other acts or omissions of a payment processor.

7.1 Delivery Options. The Business may fulfill deliveries using its own personnel or fleet or may enable an independent third-party delivery provider. Restolabs does not own or operate a delivery fleet and is not a carrier, courier, or delivery provider.

7.2 Business Fleet. When the Business uses its own fleet, the Business is solely responsible for drivers, insurance, licensing, wages, safety, delivery performance, End Customer claims, and compliance with applicable law.

7.3 Third-Party Delivery. Third-party delivery services are governed by the provider’s terms and availability. Restolabs does not guarantee driver availability, pickup times, delivery times, geographic coverage, delivery condition, or the conduct of drivers or End Customers.

7.4 Integrations. The Services may connect with third-party point-of-sale systems, payment processors, delivery providers, gift-card providers, analytics tools, app stores, and other services. By enabling an integration, the Business authorizes Restolabs to exchange the data reasonably necessary to operate that integration. Restolabs is not responsible for the availability, accuracy, security, practices, fees, or performance of any third-party service, and an integration may be modified or discontinued if the third party changes or terminates access.

8.1 Website Hosting. If included in the Business’s plan, Restolabs may host a business website or ordering storefront. Hosting does not transfer ownership of the Restolabs platform, templates, code, or underlying technology.

8.2 Domains. The Business owns and is responsible for registering, renewing, paying for, and managing its domain name and DNS configuration. Restolabs does not own or directly manage the Business’s domain. The Business must provide the access or DNS records reasonably needed to connect the domain to the Services.

8.3 Branded Mobile Apps. If included in the Business’s plan, a branded mobile application may be published through Restolabs-controlled Apple or Google developer accounts. Publication, review, updates, and continued availability are subject to app-store policies and approval. Restolabs does not guarantee approval or continued listing.

8.4 Removal After Cancellation. Restolabs may disable, unpublish, or remove a branded mobile application 30 days after the effective date of cancellation, expiration, or termination of the applicable subscription.

9.1 Loyalty and Promotions. The Business determines and is responsible for all loyalty rules, rewards, points, discounts, coupons, promotions, eligibility requirements, expiration rules, and disclosures. The Business must honor offers made to End Customers and bear their cost.

9.2 Catering, QR, and Table Ordering. The Business is responsible for configurations, minimums, deposits, service fees, fulfillment commitments, table identifiers, order routing, and End Customer disclosures associated with catering, QR-code, or table-ordering features.

9.3 Marketing Consent Records. The Services may allow the Business to collect and store an End Customer’s indicated consent or preference regarding email or SMS marketing. Restolabs does not currently send marketing emails or SMS messages on the Business’s behalf under these Terms. The Business is solely responsible for determining whether consent is legally sufficient, maintaining required records, honoring opt-outs, and ensuring that any marketing conducted through another platform complies with applicable law.

10.1 Ownership. As between the parties, the Business retains ownership of its Business Content, including its name, trademarks, logos, menus, product catalogs, photographs, and other materials it provides.

10.2 License to Restolabs. The Business grants Restolabs and its service providers a worldwide, non-exclusive, royalty-free license during the subscription term to host, reproduce, format, resize, crop, modify, display, transmit, and otherwise use Business Content as reasonably necessary to provide, support, and improve the Services.

10.3 Publicity. The Business authorizes Restolabs to identify the Business as a Restolabs customer and to use its name, trademarks, and logo in customer lists, case studies, sales materials, websites, presentations, and other marketing materials. The Business may opt out of future publicity uses at any time by providing written notice to legal@restolabs.com. Restolabs will apply the opt-out prospectively within a commercially reasonable period, but is not required to recall or modify materials already published or distributed.

10.4 Business Warranty. The Business represents that it owns or has obtained all rights, permissions, licenses, and releases required for Business Content and for Restolabs’ permitted use of it. Restolabs may remove content that it reasonably believes is unlawful, misleading, harmful, or infringing.

11.1 Ownership of Business Data. As between Restolabs and the Business, the Business owns its menus, product catalogs, order data, and End Customer data submitted to or generated through the Business’s use of the Services (“Business Data”).

11.2 Permitted Processing. Restolabs may access, process, host, store, transmit, and use Business Data only as reasonably necessary to provide, operate, maintain, secure, support, troubleshoot, and improve the Services; comply with law; prevent fraud and abuse; and operate integrations enabled by the Business.

11.3 No Independent Marketing or Sale. Restolabs will not sell Business Data or independently market to End Customers using Business Data. Restolabs may disclose Business Data to service providers and integrations as necessary to provide the Services, or as required by law.

11.4 Aggregated Data. Restolabs may create and use aggregated or anonymized information that does not identify the Business, an End Customer, or any identifiable person for analytics, benchmarking, security, reliability, and product improvement.

11.5 Business Privacy Responsibilities. The Business is responsible for providing legally required privacy notices, obtaining required consents, responding to End Customer requests, and ensuring that its collection and use of End Customer information through the Services or third-party platforms complies with applicable law. Restolabs’ handling of personal information is also described in the Restolabs Privacy Policy at https://www.restolabs.com/privacy-policy.

12.1 Restolabs Technology. Restolabs and its licensors own all rights in the Services, software, mobile applications, templates, interfaces, documentation, designs, know-how, and related technology, including all improvements and derivatives. Except for the limited right to use the Services during an active subscription, no rights are transferred to the Business.

12.2 Restrictions. The Business must not, and must not permit others to: reverse engineer, decompile, copy, scrape, frame, resell, sublicense, benchmark for competitive purposes, circumvent security or usage limits, introduce malicious code, interfere with the Services, access another Restolabs customer’s data, or use the Services to violate law or third-party rights.

12.3 Feedback. Any suggestions or feedback provided to Restolabs may be used without restriction or compensation, provided Restolabs does not publicly identify the Business as the source without permission.

13.1 Approval Required. Alcohol and other regulated or age-restricted products may not be offered through the Services unless Restolabs separately approves the use in writing and the Business satisfies any additional requirements or third-party terms.

13.2 Prohibited Use. Without separate written approval, the Business may not use the Services to sell or facilitate tobacco or nicotine products, cannabis or controlled substances, weapons, unlawful products, or any item whose sale or delivery through the Services would violate applicable law or third-party provider rules. Restolabs may remove such items or suspend related functionality without notice when reasonably necessary.

14.1 Standard Support. Restolabs provides standard support through the channels it makes available from time to time. Unless separately agreed in writing, no guaranteed response time, resolution time, uptime level, or service credit applies.

14.2 Availability. The Services may be interrupted or unavailable because of maintenance, updates, internet or telecommunications failures, third-party services, app stores, security events, force majeure, or other circumstances. Restolabs does not guarantee uninterrupted or error-free operation.

14.3 Changes to Services. Restolabs may add, modify, replace, suspend, or discontinue features, integrations, plans, and technical requirements. Restolabs may also provide beta or preview features, which may be changed or discontinued at any time and are provided without additional warranties.

14.4 No Business-Result Guarantee. Restolabs does not guarantee order volume, revenue, profitability, End Customer retention, search ranking, marketing performance, delivery performance, payment acceptance, or any other business result.

15.1 Suspension or Termination by Restolabs. Restolabs may immediately suspend or terminate access if the Business fails to pay, violates these Terms or applicable law, creates a security or fraud risk, misuses the Services, sells prohibited products, threatens the integrity or reputation of the Services, or causes material harm to Restolabs, another Restolabs customer, or a third party. When reasonably practicable, Restolabs may provide an opportunity to cure a remediable breach.

15.2 Termination Without Cause. Restolabs may terminate a paid subscription without cause by providing at least 30 days’ notice. If Restolabs terminates without cause before the end of a prepaid period, Restolabs will refund the unused prorated portion of prepaid subscription fees, excluding setup fees, third-party fees, and usage-based charges.

15.3 Effect of Termination. When a subscription ends, online ordering, hosted websites, mobile applications, integrations, loyalty, analytics, and other Services may be disabled. The Business remains responsible for outstanding fees, orders, refunds, chargebacks, taxes, and obligations incurred before termination.

15.4 Data Export. For 30 days after the effective date of termination or expiration, the Business may request a standard export of available Business Data in a commonly used format. The Business is responsible for requesting and downloading the export within that period. After the 30-day period, Restolabs may delete Business Data and has no obligation to retain or recover it. Residual copies may remain in routine backups until overwritten in the ordinary course.

Each party agrees to maintain the confidentiality of the other party’s non-public information disclosed in connection with these Terms and to use that information only to perform or receive the Services. A receiving party may disclose confidential information only to personnel, contractors, professional advisers, and service providers who need to know it and are subject to confidentiality obligations, or as required by law. These obligations do not apply to information that is publicly available without breach, already lawfully known, lawfully received from another source without restriction, or independently developed without use of the other party’s confidential information.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” RESTOLABS DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, SECURITY, AND UNINTERRUPTED OR ERROR-FREE OPERATION. THE BUSINESS IS RESPONSIBLE FOR DETERMINING WHETHER THE SERVICES, CONFIGURATION, AND THIRD-PARTY INTEGRATIONS MEET ITS BUSINESS AND LEGAL REQUIREMENTS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RESTOLABS AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOST PROFITS, REVENUE, ORDERS, END CUSTOMERS, GOODWILL, OR BUSINESS OPPORTUNITIES; LOSS OR CORRUPTION OF DATA; BUSINESS INTERRUPTION; OR THE COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RESTOLABS’ TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE SUBSCRIPTION FEES ACTUALLY PAID BY THE BUSINESS TO RESTOLABS FOR THE AFFECTED SERVICES DURING THE SIX MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM.

NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY TO THE EXTENT IT CANNOT LAWFULLY BE EXCLUDED OR LIMITED. THE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

19.1 Mutual Indemnification. Each party (the “Indemnifying Party”) will defend, indemnify, and hold harmless the other party, its affiliates, and their respective officers, directors, employees, contractors, and agents from and against third-party claims, losses, damages, liabilities, penalties, judgments, costs, and reasonable attorneys’ fees to the extent arising from: (a) the Indemnifying Party’s material breach of these Terms; (b) a claim that content, data, software, materials, or other intellectual property supplied by the Indemnifying Party infringes or misappropriates a third party’s rights; or (c) the Indemnifying Party’s gross negligence or willful misconduct.

19.2 Additional Business Indemnification. Without limiting Section 19.1, the Business will defend, indemnify, and hold harmless Restolabs, its affiliates, and their respective officers, directors, employees, contractors, and agents from and against third-party claims arising out of or related to: (a) the Business’s products or services, product quality, food preparation or food safety where applicable, labeling, allergens, packaging, fulfillment, delivery, employees, contractors, or fleet; (b) Business Content or any allegation that it infringes or violates third-party rights; (c) menu or product catalog accuracy, product descriptions, prices, taxes, fees, promotions, loyalty programs, gift cards, End Customer communications, or consent records; (d) refunds, chargebacks, End Customer disputes, or the Business’s failure to fulfill an order; (e) the Business’s use or configuration of the Services or any enabled integration; (f) the Business’s sale of regulated or prohibited products; or (g) the Business’s violation of law or third-party terms.

19.3 Indemnification Procedure. A party seeking indemnification must promptly notify the Indemnifying Party of the claim, provide reasonable cooperation at the Indemnifying Party’s expense, and permit the Indemnifying Party to control the defense and settlement. The Indemnifying Party may not settle a claim in a manner that admits fault by, imposes non-monetary obligations on, or otherwise materially affects the indemnified party without that party’s prior written consent. A delay in notice relieves the Indemnifying Party only to the extent it is materially prejudiced by the delay. Restolabs’ obligations and liability under this Section 19 remain subject to Section 18.

Restolabs may update these Terms from time to time. Restolabs will notify the Business of material changes by email, through the Business’s account, on the next login, or by another reasonable electronic method. Restolabs may require the Business to accept the updated Terms before continuing to use the Services. Unless an earlier date is required by law or necessary for security, fraud prevention, or third-party compliance, material changes will take effect on the date stated in the notice. Continued use after the effective date constitutes acceptance. If the Business does not agree, it must cancel and stop using the Services before the updated Terms take effect.

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law principles. To the extent a dispute is permitted to be brought in court, each party submits to the exclusive jurisdiction of the state and federal courts located in Delaware and waives objections based on venue or inconvenient forum. Any mandatory rights available under applicable law remain unaffected to the extent they cannot be waived by contract.

22.1 Independent Contractors. Restolabs and the Business are independent contractors. These Terms do not create an employment, agency, franchise, partnership, fiduciary, or joint-venture relationship.

22.2 Assignment. The Business may not assign or transfer these Terms without Restolabs’ prior written consent. Restolabs may assign these Terms to an affiliate or in connection with a merger, financing, reorganization, sale of assets, or change of control.

22.3 Force Majeure. Restolabs is not responsible for delay or failure caused by events beyond its reasonable control, including internet or cloud outages, third-party service failures, labor disputes, natural disasters, war, civil unrest, government action, epidemics, cyberattacks, and utility failures.

22.4 Notices. Restolabs may send notices to the email address associated with the Business’s account or through the Services. The Business must send legal notices to legal@restolabs.com and Restolabs, 800 Third Avenue, FRNT A #1166, New York, NY 10022, USA.

22.5 Entire Agreement; Order of Precedence. These Terms, the Subscription Details, the Privacy Policy, and any additional terms accepted for a specific feature constitute the entire agreement concerning the Services and supersede prior discussions and understandings. The Subscription Details control only as to plan, price, billing cycle, and expressly stated commercial terms; otherwise, these Terms control.

22.6 Waiver and Severability. A failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will continue in effect.

22.7 Electronic Acceptance. Electronic acceptance, records, and signatures have the same effect as originals. Restolabs may retain records showing the accepting user, account, timestamp, IP address, Subscription Details, and version of the Terms accepted.

22.8 Survival. Sections that by their nature should survive termination, including payment obligations, data export limitations, confidentiality, intellectual property, disclaimers, liability limitations, indemnification, and general legal terms, will survive.

Questions about these Terms may be sent to legal@restolabs.com. Restolabs may also be contacted at 800 Third Avenue, FRNT A #1166, New York, NY 10022, USA.