Terms of Service

NoFee Commission-Free Restaurant Ordering Platform Terms of Service

The master agreement governing all access to and use of the NoFee platform

These Terms of Service govern your access to and use of the NoFee platform. They apply to every user of the platform — including restaurants, customers (diners), and referral partners — and incorporate by reference the role-specific agreements and policies identified in Section 3. By creating an account, connecting a payment method, placing or accepting an order, or otherwise using the platform, you agree to these Terms.

Effective date: [[CONFIRM: insert effective date]]

Version: 1.0

Operator: NoFee LLC, a [[CONFIRM: state of formation, e.g., "Florida limited liability company"]] with its principal place of business at [[CONFIRM: verify full address; platform footer shows 9100 Conroy Road, Suite 200, Windermere, FL 34786, USA]] ("NoFee," "we," "us," or "our"). "Platform" means the NoFee websites (including the marketing site at nofee.restaurant and the application accessed at [[CONFIRM: confirm production domain]]), together with all related web pages, dashboards, ordering pages, APIs, communications, and services we make available.

1. DEFINITIONS AND INTERPRETATION

1.1In these Terms, capitalized terms have the meanings given where they first appear or in this Section 1.1:

Account

A registered profile on the Platform, whether a Customer Account, a Restaurant Account, or a Partner Account.

Customer

A natural person who uses the Platform to discover restaurants and place Orders for food and beverages ("you," where the context is a diner).

Restaurant

A food-service business that subscribes to the Platform to publish a menu and receive Orders directly from Customers.

Partner

An organization or individual (for example, a restaurant association) approved by NoFee to refer Restaurants in exchange for a recurring revenue share under the Partner Agreement.

Order

A request submitted by a Customer through the Platform to purchase items from a Restaurant for pickup or delivery.

Stripe

Stripe, Inc. and its affiliates, the third-party payment processor used to process card payments and, via Stripe Connect, to route funds and pay Partners.

Subscription

A Restaurant's paid monthly plan to access the Platform, as described in the Restaurant Agreement.

Rewards

The points and gift-credit program described in the Rewards Program Terms.

Content

Any text, images, menus, logos, photographs, descriptions, reviews, or other material submitted to or displayed on the Platform.

1.2Headings are for convenience only and do not affect interpretation. Words importing the singular include the plural and vice versa. "Including" and "includes" mean including without limitation. References to a person include legal entities. References to a document mean that document as amended from time to time.

2. ELIGIBILITY AND ACCOUNTS

2.1You must be at least 18 years old, or the age of majority in your jurisdiction if higher, to create an Account or enter into these Terms. The Platform is offered for use in the United States; you are responsible for compliance with local laws if you access it elsewhere.

2.2You agree to provide accurate, current, and complete information when you register and to keep that information up to date. You are responsible for all activity that occurs under your Account.

2.3You are responsible for safeguarding your credentials. The current minimum password length is eight characters; [[CONFIRM: confirm whether multi-factor authentication is offered, and whether it is required for Restaurant and Partner Accounts that control payouts]]. Notify us immediately at the address in Section 18 if you suspect unauthorized use of your Account.

2.4We may refuse registration, or suspend or terminate any Account, in accordance with Section 14.

3. STRUCTURE OF THE AGREEMENT; ROLE-SPECIFIC TERMS

3.1These Terms form the umbrella agreement for the Platform. Depending on how you use the Platform, one or more of the following additional documents also apply to you and are incorporated into these Terms by reference:

(a) Customer Agreement — for Customers placing Orders.

(b) Restaurant Agreement — for Restaurants that subscribe to the Platform.

(c) Partner Agreement — for Partners enrolled in the referral revenue-share program.

(d) Rewards Program Terms — for participants in the Rewards program.

(e) Privacy Policy and Cookie Policy — describing how we handle personal information and use cookies.

3.2If there is a direct conflict between these Terms and a role-specific agreement on a matter the role-specific agreement is meant to govern, the role-specific agreement controls for that matter and that role. Otherwise these Terms control.

4. NATURE OF THE PLATFORM

4.1NoFee provides technology that enables Restaurants to publish menus and accept Orders directly from Customers, and that enables Customers to discover Restaurants and place Orders. NoFee charges Restaurants a flat monthly Subscription and does not charge a per-Order commission.

4.2NoFee is not the seller of any food or beverage and does not prepare, handle, or deliver food. Each Restaurant is the sole seller of its items and is solely responsible for its menu, pricing, food safety, preparation, packaging, fulfillment, and any delivery it provides using its own staff or its own third-party couriers. NoFee does not provide delivery services and does not employ or control delivery personnel.

4.3Any rating, badge, "on-time" indicator, estimated time, or similar signal displayed on the Platform is informational only, is derived from Restaurant-provided settings and, where applicable, Customer confirmations, and is not a guarantee by NoFee of any outcome. NoFee does not warrant the accuracy of menus, prices, availability, or estimated times, which are controlled by Restaurants.

5. ORDERS

5.1When a Customer places an Order, the Customer makes an offer to purchase items directly from the Restaurant. The contract of sale for the items is formed between the Customer and the Restaurant. NoFee facilitates that transaction but is not a party to the contract of sale.

5.2Restaurants set their own prices, menu availability, hours, order-receiving channels (which may include in-app, SMS, WhatsApp, email, or phone), minimum order amounts, delivery fees, and delivery radius. These may change at any time.

5.3Customers are responsible for providing accurate Order, contact, and (where applicable) delivery information, and for reviewing the Order before submitting it.

6. ACCEPTABLE USE

6.1You agree not to, and not to permit any third party to:

(a) use the Platform for any unlawful, fraudulent, or harmful purpose, or in violation of these Terms or any applicable law;

(b) submit false, misleading, or deceptive Content, including fake reviews, fabricated Orders, or impersonation of any person or business;

(c) manipulate, abuse, or attempt to game the Rewards program, referral system, or any promotion, including through self-referrals, fake or duplicate accounts, or automated activity (see the Rewards Program Terms and Partner Agreement for specific anti-fraud rules);

(d) interfere with, disrupt, probe, or attempt to gain unauthorized access to the Platform, its servers, or related systems, or circumvent any security or access control;

(e) use any robot, scraper, or automated means to access or extract data from the Platform except as we expressly permit;

(f) upload any material that infringes intellectual-property or privacy rights, is defamatory, obscene, or otherwise objectionable, or that contains malicious code; or

(g) resell, sublicense, or commercially exploit the Platform except as expressly permitted under your role-specific agreement.

6.2We may investigate suspected violations, remove offending Content, and take the actions described in Section 14. Violations relating to child safety, payment fraud, or threats to platform security may be reported to law enforcement.

7. PAYMENTS, FEES, AND STRIPE

7.1Payment processing on the Platform is provided by Stripe and is subject to Stripe's applicable terms (including the Stripe Connected Account Agreement and Stripe Services Agreement). By using payment features, the relevant user agrees to those Stripe terms. Card payments are processed by Stripe; payments, where offered by a Restaurant, are processed by. NoFee is not a bank and does not provide banking services.

7.2Customer payments. When a Customer pays for an Order, the payment is processed through Stripe and [[CONFIRM: DIRECT-SETTLEMENT MODEL ASSUMED: settles to the Restaurant's own connected Stripe account]]. NoFee does not take a commission on Order value.

7.3Restaurant Subscriptions. Restaurants pay a recurring monthly Subscription fee as described in the Restaurant Agreement. NoFee (or its processor) charges the Subscription fee to the Restaurant's payment method on file. Subscription pricing, trial terms, billing, and cancellation are governed by the Restaurant Agreement.

7.4Partner payouts. Approved Partners receive a recurring revenue share paid through Stripe Connect as described in the Partner Agreement.

7.5Taxes. Prices may be exclusive of applicable taxes. Sales and other transaction taxes on Orders are the responsibility of the selling Restaurant except to the extent a taxing authority requires NoFee to collect or remit such tax as a marketplace facilitator. [[CONFIRM: marketplace-facilitator status depends on the payment-flow model and varies by state — confirm with tax counsel]] Each user is responsible for its own income and business taxes.

7.6Refunds and chargebacks. Because the Restaurant is the seller, refunds for Orders are handled as described in the Customer Agreement and Restaurant Agreement. Subscription and Partner-payout refunds and chargebacks are addressed in the respective role agreements.

8. COMMUNICATIONS AND CONSENT

8.1By creating an Account you agree that we and, where applicable, Restaurants may send you communications related to your Account, Orders, and use of the Platform (transactional messages) by the channels associated with your Account.

8.2During registration and in your settings you may choose how you receive ordering links and updates — for example by email, SMS, or WhatsApp. Marketing messages are sent only with the consent required by law. Message and data rates may apply. You may opt out of marketing emails using the unsubscribe link, and out of text messages by replying STOP (and HELP for help). [[CONFIRM: ensure STOP/HELP handling, sender identification, 10DLC registration, and channel-specific consent language are actually implemented]].

8.3Opting out of marketing does not stop transactional messages necessary to provide the Platform (for example, Order confirmations or billing notices). Detailed practices are described in the Privacy Policy and the role-specific agreements.

9. CONTENT AND INTELLECTUAL PROPERTY

9.1As between you and NoFee, you retain ownership of Content you submit. You grant NoFee a worldwide, non-exclusive, royalty-free license to host, store, reproduce, display, and distribute your Content for the purpose of operating, promoting, and improving the Platform. Restaurants grant the additional license described in the Restaurant Agreement.

9.2You represent that you have the rights necessary to submit your Content and to grant this license, and that your Content does not violate Section 6 or infringe any third-party right.

9.3The Platform, including its software, design, text, graphics, and the NoFee name and logo, is owned by NoFee or its licensors and is protected by intellectual-property laws. Except for the limited rights expressly granted, no rights are granted to you.

9.4We respect intellectual-property rights and will respond to valid notices of claimed infringement. Send notices to the address in Section 18.

10. THIRD-PARTY SERVICES

10.1The Platform integrates third-party services, including Stripe (where offered), mapping and Google Business Profile features, and messaging providers. Your use of those services is subject to their own terms and privacy policies. NoFee is not responsible for third-party services and disclaims liability for their acts or omissions.

11. DISCLAIMERS

11.1The Platform is provided "as is" and "as available." To the maximum extent permitted by law, NoFee disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, title, and non-infringement, and any warranty that the Platform will be uninterrupted, secure, error-free, or that order-notification or alert features will deliver every notification.

11.2NoFee does not warrant the quality, safety, legality, or availability of any food, beverage, or other item offered by a Restaurant, the accuracy of menus or prices, or that any Order will be accepted, fulfilled, or delivered within any estimated time. Those matters are the responsibility of the Restaurant.

12. LIMITATION OF LIABILITY

12.1To the maximum extent permitted by law, NoFee and its officers, members, employees, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, or goodwill, arising out of or relating to the Platform or these Terms, even if advised of the possibility.

12.2To the maximum extent permitted by law, NoFee's total aggregate liability arising out of or relating to the Platform or these Terms will not exceed the greater of (a) the total amounts you paid to NoFee in the [[CONFIRM: choose period, e.g., "six (6) months"]] preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (US$100).

12.3Because NoFee is not the seller of food and does not provide delivery, NoFee is not liable for food quality, food safety, allergens, illness, late or missed Orders, or the conduct of any Restaurant, courier, Customer, or Partner. Disputes over an Order are between the Customer and the Restaurant.

12.4Some jurisdictions do not allow certain limitations; in those jurisdictions the limitations apply to the fullest extent permitted.

13. INDEMNIFICATION

13.1You will indemnify, defend, and hold harmless NoFee and its officers, members, employees, and agents from and against any claims, damages, liabilities, losses, and reasonable expenses (including reasonable attorneys' fees) arising out of or related to (a) your use of the Platform, (b) your Content, (c) your breach of these Terms or any role-specific agreement, (d) your violation of any law or third-party right, and (e) for Restaurants, any Order you sell and any food you prepare or deliver.

14. SUSPENSION AND TERMINATION

14.1You may stop using the Platform at any time. Account closure and Subscription cancellation are addressed in the role-specific agreements.

14.2We may suspend or terminate your access, in whole or in part, with or without notice, if we reasonably believe you have violated these Terms or any role-specific agreement, engaged in fraud or abuse (including Rewards or referral fraud), created risk or legal exposure for NoFee, or if required by law or by a payment provider.

14.3On termination, the licenses you grant survive only to the extent necessary for records, legal, and backup purposes, and Sections that by their nature should survive (including 9, 11, 12, 13, 15, 16, and 17) survive.

15. GOVERNING LAW AND DISPUTES

15.1These Terms are governed by the laws of the State of [[CONFIRM: choose governing-law state, e.g., Florida]], without regard to conflict-of-laws rules, and by applicable U.S. federal law.

15.2Except where prohibited, the parties will first attempt to resolve any dispute informally by contacting each other. If unresolved within thirty (30) days, the dispute will be resolved in the state or federal courts located in [[CONFIRM: choose venue/county and state]], and each party consents to personal jurisdiction there. [[CONFIRM: decide whether to include binding arbitration and a class-action waiver]].

15.3Nothing in this Section prevents either party from seeking injunctive or equitable relief to protect its intellectual property or confidential information.

16. CHANGES TO THE TERMS AND THE PLATFORM

16.1We may modify these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by posting the updated Terms with a new effective date or by notifying you through the Platform). Changes take effect when posted unless stated otherwise. Your continued use after the effective date constitutes acceptance.

16.2We may add, change, suspend, or discontinue features of the Platform at any time. Some features are described as "coming soon" or in development and are not guaranteed.

17. GENERAL

17.1Entire agreement. These Terms, together with the role-specific agreements and policies incorporated by reference, are the entire agreement between you and NoFee regarding the Platform and supersede prior agreements on that subject.

17.2Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions remain in effect.

17.3No waiver. Our failure to enforce any provision is not a waiver of it.

17.4Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

17.5Force majeure. NoFee is not liable for any delay or failure to perform due to causes beyond its reasonable control.

17.6Relationship. The parties are independent contractors. Nothing creates a partnership, agency, joint venture, or employment relationship.

18. CONTACT AND NOTICES

18.1Questions or legal notices regarding these Terms may be sent to NoFee at [[CONFIRM: confirm legal/notice email; footer shows support@nofee.restaurant]] and to the mailing address in the entity block above. We may give you notice through the Platform or to the contact details associated with your Account.