Terms & Conditions
Please read the following terms of this agreement carefully. By completing the signup process, you accept and agree to
all of the terms and conditions set forth in this Customer Purchase agreement. You hereby acknowledge that you are 18
years of age or older. This Agreement ("Agreement") is entered into by and between MenuDrive ("Company") and You
1. Internet Ordering Website: Customer hereby agrees to appoint the Company for the creation of a Desktop
and Mobile Ordering Applications ("Website") hosted by Company.
2. Setup: If Customer opted for Company to setup its
Website, Company will setup the online & mobile ordering for first location website menu draft within 15 business days from date
of the enrollment. Customer is responsible for providing Company all information needed for setup within 3 business days from date
of enrollment. Initial setup of first location includes but not limited to setting up Customer's location description, store hours,
photos, 150 menu items of choice, online menu design, payment gateway, and methods of receiving online orders. Setup is
limited to the input of only 150 menu items of choice, and Company has the right to issue a charge of $0.75 for each additional menu
item. Customer must notify Company of any changes within 5 business days from the date when Customer was first notified to review the
Website. Customer will receive two free Menu Revisions. Additional menu revisions will be billed at $30 per hour. After setup is
performed and website is agreed by both parties to be in proper working condition, Customer assumes all responsibilities to
manage its Website. "Manage" is defined as updating menu items and pricing, store description, contact info, hours of operation, photos,
coupon codes, and payment details. Company can perform menu updates based on the rate of $30 per hour.
3. Content on the Website: Customer shall be responsible for content and result of the content on Website. The content
includes but is not limited to menu items, prices, photos, data, links, advertising, trade or service mark, trade name,
and any information included on the Website. Customer shall comply with all applicable rules, laws, and regulations in
connection with the content of Website. Company reserves the right to refuse to display information it believes to be
illegal, false, derogatory, offensive, infringe or misappropriate any proprietary, intellectual property, contract or tort
right of any person. Customer represents that any elements of text, graphics, photos, designs, trademarks, artwork,
and all proprietary or intellectual property rights therein included on the Website are owned by Customer, or that Customer
has express written authorization from the rightful owner to use and display the content, and will hold harmless,
protect and defend Company from any claim or suit occurring from the use of such content.
4. Credit Card Processing:
Customer is responsible for the setup and fees involved with using a third-party payment processing and credit card gateway.
5. Faxing Services: If Customer chooses to receive orders by Fax, Customer can receive 100 Fax orders per month at no
extra charge. If Customer exceeds 100 Fax orders, Customer will be charged $0.10 per additional fax order for the month.
Furthermore, Company provides Faxing Services only to Customers in the U.S., Canada, and Puerto Rico.
6. Website Ownership: Company owns all of the intellectual property rights associated with the MenuDrive software.
Furthermore, Company in no way, shape, or form is responsible for marketing Customer's Website. Customer reserves the
right to use its own personal Website URL in any manner in any and all commercial venues and is solely responsible for marketing
7. Charges and Fees: Customer agrees to pay by credit card or ACH deposit, and Company will automatically charge the
monthly fees each month, and including any extra services and applicable taxes, at the rates in effect
when the fees are incurred. Company will start billing the monthly fee right after launching each store's Website.
Company may change the fees then in effect, or add new fees, by giving Customers 60 days advance notice.
Customer must provide Company with valid credit card or ACH information and must promptly notify Company of changes to
the account holder name, account number expiration date or billing address of Customer's designated card. Customer must
also promptly notify Company if Customer's card is placed on hold by Customer's card issuer or canceled for any reason.
Company reserves the right to suspend or terminate Customer's Website without notice upon rejection of any card charges
or if Customer's card issuer seeks return of payments previously made to Company when Company believes Customer are
liable for the charge(s). If Customer is liable for the charge(s), a $30 reactivation fee per store will apply to
reactivate service. Once service is suspended, Company does not guarantee the same Website url
(i.e. www.orderstart.com/name chosen by Customer) will be available if service is reactivated. In addition, if the
monthly service fee is over 10 days past due, Company has the right to issue Customer a $5 fee for each billing cycle
that each monthly fee remains past due. Company will automatically renew and charge Customer's credit card upon every
expiration date of Customer's subscription, unless Customer provides prior 3 days written notice to
email@example.com that Customer have terminated this authorization or wish to change Customer's designated card.
The renewal charge will be equal to the original subscription price, unless Company notifies Customer otherwise in
8. Cancellation: Customer may cancel use of Service by contacting Company and completing the cancellation form; contacting Company
about cancellation by email and phone call is not acceptable; in addition, the activation and setup fee is nonrefundable. Upon receipt of Customer's cancellation, Company will promptly
terminate Customer's access to the Website. Customer is still responsible for any charges already incurred up until
cancellation, and there is no prorate for partial months. If Customer issues a Chargeback for any fees by Company, then
Company has the right to collect any fees, fines, and penalties brought upon by the Chargeback from Customer as well as the
original fees. Company also reserves the right to terminate Customer's subscription and/or discontinue Services at any time
for any reason. Company shall have no responsibility to notify any third party of any suspension, restriction or cancellation
of Customer's Website. Company shall have no obligation to maintain any orders, reports, data, or other content in Customer's
Website or forward any data to Customer or any third party.
9. Fair Use Policy: Company shall have the absolute and unilateral right in its sole discretion to deny use of and access
to all or any portion of Website to Customers who are deemed by Company to be using the Website in a manner not reasonably
intended by Company or in violation of law, including but not limited to suspending or terminating a Customer's license to
use the Website.
10. Limitation of Liability: Notwithstanding the foregoing, under no circumstance shall Company, its
officers, directors, employees, contractors, sub-contractors, suppliers, agents, affiliates, subsidiaries, successors or
assigns be liable to Customer or any third party for damages in excess of the amounts actually paid by Customer to
Company. The price of the service shall be the rate in effect on the day Customer signed up for the service.
11. Indemnification: Customer agrees to defend, indemnify and hold harmless Company, its parent entities, subsidiaries,
affiliates, officers, and employees, from any and all claims and demands, including attorneys' fees, due to or arising
from your use of the Website and any other conduct related in any way to the Website, including but not limited to
breaching any provision contained in these Terms and Conditions.
12. Termination: If Customer breach these Terms and
Conditions of Use, Customer's right to Use the Website shall automatically terminate if Customer fails to cure the breach
after seven (7) calendar days after notice from Company or any of the Company Affiliates, unless Customer's breach is due
to violations in the sections of Lawful Use, No Transfers or Modifications by Customer, Indemnification, Trademarks, U.S.
Government Restrictions, in which case termination will be without notice and without any right to cure.
13. Modification: Company, in its sole and absolute discretion, may change or modify this Agreement, and the corporate
policies and/or Service Specific Terms which are incorporated herein, at any time, and such changes or modifications shall
be effective immediately upon the earlier of (a) our email notification to you advising you of such changes or modifications
(b) your continued use of the Services after Company posts the amended Agreement to menudrive.com/terms.
14. Billing: Customer must notify Company about any billing problems or discrepancies within thirty (30) days after they
first appear on the statement Customer receives from its bank or credit card company or other billing company. Send such
notification to us to firstname.lastname@example.org or by calling us at 877-787-MENU ext. 3. If Customer does not bring such
problems or discrepancies to our attention within that thirty (30) day period, Customer agrees that it waives the right to
dispute such problems or discrepancies.
15. Prohibited Content: No Customer may utilize the Services to provide, sell or offer to sell the following: controlled
substances; illegal drugs and drug contraband; weapons; pirated materials; instructions on making, assembling or obtaining
illegal goods or weapons to attack others; information used to violate the copyright(s) of, violate the trademark(s) of or
to destroy others' intellectual property or information; information used to illegally harm any people or animals;
pornography, nudity, sexual products, escort services or other content deemed adult related.
16. Data: Company agrees not to sell the Customer's Patrons' contact data to any third parties looking to use it for marketing
purposes. However, Company has the right to assign its obligations to Data to any transferee of its rights in the
Website in connect with a sale or transfer of all or substantially all of such Company business or assets to which this Agreement relates.
Company may also charge fees for various data import and export services, and will notify Customer of those
charges at the time that Company offers the data import and export services.
17. Miscellaneous: These Terms and Conditions (including the items incorporated by reference and modifications that
may be made from time to time), constitute the entire agreement between Company and Customer regarding the Website, and
supersedes all prior agreements between Customer and Company regarding the subject matters hereof.