This Restaurant Agreement (the "Agreement") constitutes a legally binding agreement made between you, whether personally or on behalf of an entity (the "Restaurant"), and FOODONDEAL , LLC (collectively, " FOODONDEAL "), regarding the Restaurant's use of FOODONDEAL's website and apps (the "Website"), and the Restaurant's inclusion in services, such as online food ordering, provided by FOODONDEAL via the Website (as determined by FOODONDEAL from time to time and in its sole and absolute discretion) and such other media or media channels, devices, software, or technologies as FOODONDEAL may choose from time to time (the " FOODONDEAL Services").
The Restaurant agrees to provide, maintain, and promptly update for so long as this Agreement is effective, accurate, current, and complete information regarding Restaurant as is requested during Restaurant's registration and setup process (the "Registration Process"). Restaurant also agrees to provide FOODONDEAL with Restaurant's current menu, and any updates, changes, or modifications there to, in such format as is requested by FOODONDEAL (collectively, the "Marketing Materials") for FOODONDEAL's inclusion in the Website and the FOODONDEAL Services, and for any marketing activities undertaken by FOODONDEAL, in FOODONDEAL's sole discretion. The license rights granted hereby will apply to any means now known or here after developed.
The Restaurant acknowledges and agrees that the end-user customers of the FOODONDEAL Services (the "Customers") may place orders with the Restaurant, through the FOODONDEAL Website or other media or media channels, devices, software, or technologies as may be included within the FOODONDEAL Services, for the food and beverages, and pick-up and/or delivery services in connection therewith, as is set forth on the Restaurant Menu (the "Customer Orders"). Upon placement of such a Customer Order, FOODONDEAL will send written confirmation by email address currently in the Restaurant's Website account information.
FOODONDEAL Services currently allow a Customer to pay for a Customer Order through FOODONDEAL via credit card, PayPal, Android Pay, Apple Pay, or through payment directly to the Restaurant, and FOODONDEAL may add additional payment methods in the future. If the Customer Order is paid through FOODONDEAL, the full purchase price for such Customer Order, including sales and any other applicable taxes, shall be processed and received by FOODONDEAL and, at least once per calendar month, FOODONDEAL will deliver to the Restaurant the aggregate purchase price of all Customer Orders applicable to the Restaurant that were so processed by FOODONDEAL, less FOODONDEAL's commission percentage (the "Commission Percentage") and the applicable merchant payment processing fee (the "Processing Fee"), via direct bank deposit or check.
The following table sets forth the applicable Processing Fee for all permitted credit card merchants:
|PAYPAL||3% + $0.30|
|PARTNER TRANSACTION||3% + $0.30|
|MASTER CARD||3% + $0.10|
|VISA||3% + $0.10|
|DISCOVER||3% + $0.10|
The Restaurant hereby represents, warranties, and covenants that:
TO THE FULLEST EXTENT PERMITTED BY LAW, AND OTHER THAN AS EXPRESSLY WARRANTED IN THIS AGREEMENT, FOODONDEAL AND ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THIS AGREEMENT, THE WEBSITE AND THE FOODONDEAL SERVICES AND ANY USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FOODONDEAL MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE'S OR THE FOODONDEAL SERVICES' CONTENT OR THE CONTENT OF ANY OTHER WEBSITES LINKED TO THE WEBSITE, AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS. THE RESTAURANT HEREBY AGREES TO DEFEND, INDEMNIFY AND HOLD FOODONDEAL AND ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SERVICES PROVIDERS, AND AGENTS (COLLECTIVELY, THE "FOODONDEAL INDEMNITEES") HARMLESS FROM AND AGAINST, ANY LOSS, DAMAGE, LIABILITY, CLAIM, OR DEMAND, INCLUDING REASONABLE ATTORNEYS' FEES AND EXPENSES, MADE BY ANY PARTY DUE TO OR ARISING OUT OF THE RESTAURANT'S MARKETING MATERIALS, THE WEBSITE, THE FOODONDEAL SERVICES, OR ANY BREACH BY THE RESTAURANT OF THIS AGREEMENT.
FOODONDEAL may modify this Agreement from time to time, and any such changes will (i) be effective 30 calendar days after being posted on the Website or communicated to Restaurant in writing, including via email, by FOODONDEAL, (ii) not apply retroactively, and (iii) not apply to any disputes arising prior to the effective date of such change. The Restaurant agrees to be bound to any such changes and understands the importance of regularly reviewing this Agreement as updated on the Website to keeping the Restaurant's contact information (as indicated in the Restaurant's account details via the Website) current.
Notwithstanding anything to the contrary herein, FOODONDEAL reserves the right to, at any time and from time to time, change, alter, modify, suspend, discontinue, or otherwise amend, temporarily or permanently, the Website and the FOODONDEAL Services (or any part thereof) with or without notice. The Restaurant agrees that FOODONDEAL shall have no liability to the Restaurant or to any third party for any change, alteration, modification, suspension, discontinuance, or amendment of the Website or the FOODONDEAL Services.