EATSBEE RESTAURANT AGREEMENT

Version 2-A

This Agreement (the “Agreement”) is a legal agreement between the restaurant or partner set forth as above (“Restaurant”) and WAZI, LLC. / SHARKPENNY, LLC. (Known as “EatsBee”). This Agreement specifies the terms that the Restaurant may access and use the Platform and order Additional Products and Services. Please read this Agreement carefully before Signing and/or accessing the Platform or ordering any Additional Products and Services because by accessing the Platform, ordering any Additional Products and Services, clicking “I Agree,” or otherwise manifesting Restaurant’s consent to this Agreement, Restaurant agrees to be bound by the terms of this Agreement. If the Restaurant does not agree to (or cannot comply with) all of this Agreement's terms, do not sign this agreement and do not access or use the Platform or order any Additional Products or Services. The person executing this Agreement on behalf of Restaurant represents that he or she is an authorized representative of Restaurant capable of binding it to this Agreement.

The definitions for some of the defined terms used in this Agreement are set forth in Section 13. The definitions for other defined terms are set forth elsewhere in this Agreement.

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Restaurant and EatsBee (collectively, the “Parties” and each, a “Party”) hereby agree as follows:

1. SUBSCRIPTION TO THE PLATFORM; LICENSES; TABLET COMPUTER AND WIRELESS PRINTERS; RESTRICTIONS ON USE; ADDITIONAL PRODUCTS AND SERVICES; INCORPORATED TERMS.

1.1. Access to the Platform. Subject to the terms and conditions, EatsBee hereby grants to the Restaurant during the Term a limited, non-exclusive, non-transferable (except as permitted under Section 11 below) right to authorize Users to access and use the Direct Platform and the Discover Platform. Restaurant shall be responsible to EatsBee for any and all acts or omissions of the Users. EatsBee reserves the right to change the availability of any feature, function, or content relating to the Platform at any time without notice or liability. References to the “Platform” in this Agreement shall refer to the Direct Platform "get.eatsbee.com" and the Discover Platform "chowbee.com," both of which may be amended by EatsBee from time to time.

1.2. License Grants to Restaurant Content and Restaurant Marks.

Subject to the terms of this Agreement, Restaurant hereby grants to EatsBee and Partners during the Term:

(i) a non-exclusive, worldwide, fully paid-up, royalty-free right and license to use, copy, encode, store, archive, distribute, transmit, modify, translate, render into an audible and/or visual format, publicly display, and publicly perform the Restaurant Content, in whole or in part, through the Platform and in connection with any services EatsBee performs for Restaurant pursuant to the Additional Terms (as defined below), but solely to the extent necessary for EatsBee to perform such services. EatsBee’s license to modify the Restaurant Content is limited to modifying it to fit the Platform format and in connection with its provision of services to the Restaurant. In the event the restaurant does not approve of any modifications

made by EatsBee to the Restaurant Content, Restaurant may notify EatsBee, and EatsBee will cooperate with Restaurant to format the Restaurant Content in a manner that is appropriate for the Platform and acceptable to Restaurant; and (ii) a non-exclusive, worldwide, fully paid-up, royalty-free right and license to use, copy, encode, store, archive, distribute, transmit, render into an audible and/or visual format, publicly-display, and publicly-perform the Restaurant Marks in any and all media now known or hereafter devised:

(1) in connection with the presentation, marketing, advertising, and/or promotion of the Restaurant; (2) in connection with EatsBee’s performance of any services pursuant to the Additional Terms; and (3) with the prior consent of Restaurant, in connection with the marketing, advertising, and promotion of EatsBee and the Platform; provided, however, that pursuant to Section 10, EatsBee may list Restaurant as a client of EatsBee and a user of the Platform without having to obtain Restaurant’s consent. All goodwill generated by EatsBee’s use of the Restaurant Marks as set forth herein shall inure to Restaurant's benefit.

EatsBee shall have the right to sublicense the rights and licenses set forth in Section 1.2(a) (i) to any subcontractors performing services on EatsBee’s behalf; and (ii) in connection with any derivative site or distribution arrangement concerning the Platform, including, without limitation, co-branded versions of the Platform and/or EatsBee badges or widgets embeddable on third-party sites. All sublicenses granted pursuant to this Section will be subject to the same restrictions that apply to EatsBee with respect to the use of the Restaurant Content and the Restaurant Marks.

2. Tablet Computer and Wireless Printers.

2.1. EatsBee shall deliver to the address indicated by Restaurant or shall have delivered on its behalf a tablet computer fully configured for the Platform, along with certain additional equipment, such as a stand, charger, and other peripherals (collectively, the “Tablet”). A restaurant may opt for an LTE Tablet if the restaurant is located in the United States, which will have full LTE functionality, use of which shall not be limited to the Platform via the EatsBee mobile application (the “LTE Tablets”). In addition, as an optional feature, if the Restaurant is located in the United States, the Restaurant may purchase or lease wireless receipt printers through EatsBee (the “Wireless Printers”). LTE Tablets and Wireless Printers are Additional Products hereunder and are subject to Additional Terms. Restaurant shall promptly, and in no event more than five (5) business days after EatsBee’s delivery of the Tablet and, if applicable, any Wireless Printers, inspect them and make sure that Restaurant is satisfied with and have accepted them. If Restaurant discovers a defect with the Tablet and/or any Wireless Printer, Restaurant shall promptly, and in no event, more than five (5) business days of discovering such defect, notify EatsBee in writing of such defect. If Restaurant fails to provide EatsBee with the notification described in this Section with respect to the Tablet and/or any Wireless Printer, Restaurant shall be deemed to have accepted them. In the event that Restaurant timely and properly rejects the Tablet and/or any Wireless Printer in accordance with this Section, EatsBee shall be responsible for replacing the Tablet.

2.2. EATSBEE, NOT BEING THE SUPPLIER OR MANUFACTURER OF THE TABLET OR THE WIRELESS PRINTERS NOR THE SUPPLIERS’ OR MANUFACTURERS’ AGENT, MAKES NO EXPRESS OR IMPLIED WARRANTY OF ANY KIND WHATSOEVER WITH RESPECT TO THE TABLET OR THE WIRELESS PRINTERS AND DISCLAIMS ANY SUCH WARRANTIES THAT MIGHT OTHERWISE EXIST.

2.3. Restaurant acknowledges and agrees that the Tablet is being leased to Restaurant, at no cost, for use solely in connection with the Platform pursuant to this Agreement. In addition, if Restaurant is leasing any Wireless Printers, Restaurant acknowledges and agrees that they are being leased to Restaurant, at the prices provided to Restaurant by EatsBee, for use solely in connection with the Platform pursuant to this Agreement. For the avoidance of doubt, Restaurant shall not (and shall not permit any third party to) use

2.4. the Tablet and/or any leased Wireless Printers for any purpose other than to connect to the Platform. Such prohibited activities include, without limitation, using the Tablet and/or any leased Wireless Printers to (i) process in-house orders not processed through the Platform; (ii) play games; (iii) use mobile applications; (iv) access the Internet; (v) print anything other than Orders; (vi) stream music or video content; (vii) as a hotspot; (vii) tethering internet to other devices including, but not limited to, credit card processing. Restaurant shall use the Tablet and/or any leased Wireless Printers in a careful and proper manner in conformity with their instructions and manuals and all applicable laws. If Restaurant returns any Wireless Printer (whether leased or purchased from EatsBee) within thirty (30) days of such lease or purchase, EatsBee reserves the right to charge Restaurant a restocking fee EatsBee’s then-current restocking price as provided to Restaurant.

2.5. Title to the Tablet and any leased Wireless Printers shall at all times remain in EatsBee or one of EatsBee’s financial vendors. Restaurant shall have no right, title, or interest in or to the Tablet or any leased Wireless Printers except the right to possession and use thereof during the Term and pursuant to the conditions in this Agreement. The Tablet and any leased Wireless Printers shall remain personal property, regardless of whether or not they are affixed to any real property at Restaurant’s location. Restaurant shall at all times protect and defend, at Restaurant’s own cost and expense, the title, and interest of EatsBee from and against all claims, liens, and legal processes of any trustee in bankruptcy, receiver, creditor, or other successors of Restaurant and keep the Tablet and any leased Wireless Printers free and clear from all such claims, liens, processes, and any other encumbrance. Restaurant shall not sublease, transfer, or dispose of the Tablet or any leased Wireless Printers or grant or permit any lien on them. Restaurant agrees that it will not mortgage or otherwise encumber the Tablet or any leased Wireless Printers.

2.6. EatsBee shall have the right to mark the Tablet and any leased Wireless Printers in a distinct and conspicuous manner with the name of EatsBee followed by the words “Property of EatsBee” or other appropriate words designated by EatsBee. Restaurant shall not alter, deface, or remove any of EatsBee’s ownership identification plates or markings and, upon EatsBee’s request, Restaurant shall affix or re-affix such identification.

2.7. The Tablet and any leased Wireless Printers shall be located in the Restaurant, and Restaurant, nor shall its employees not remove, or permit (by act or omission) them to be removed from the Restaurant without the prior written consent of EatsBee.

2.8. Restaurant shall immediately notify EatsBee of any problems with the Tablet and/or any leased Wireless Printers, and shall use Restaurant’s best efforts to work with EatsBee to pursue any warranty claims that EatsBee may have in relation to them. As between the Parties: (i) EatsBee shall be responsible for all repair and maintenance of the Tablet and any leased Wireless Printers; provided, however, that Restaurant shall be solely responsible for the costs of any repairs and maintenance necessitated by Restaurant our its employees’ negligence or misuse of them, including theft; and (ii) Restaurant shall be responsible for all repair and maintenance of any Wireless Printers that Restaurant purchase.

2.9. Upon EatsBee’s receipt or issuance of a termination notice, Restaurant shall return the Tablet and any leased equipment to EatsBee within thirty (30) days of Restaurant’s final day of service, by delivering them in a manner consistent with the manufacturers’ recommendations and practices to such place or onboard such carrier (packed properly and in accordance with the manufacturers’ instructions) as EatsBee shall specify, or, at EatsBee’s option, Restaurant shall cooperate with EatsBee in the disposition of the Tablet and any leased equipment. Provided EatsBee has not instructed Restaurant to dispose of the items, if Tablet and any leased equipment is not in EatsBee’s possession within thirty (30) days of Restaurant’s final day of service, EatsBee may, in its sole discretion, automatically authorize Restaurant’s or Partner’s credit card, bank account, or other approved facility provided during the registration process in the amounts set forth in the price list provided to Restaurant by EatsBee. EatsBee may charge an additional fee as set forth in such a price list if the screen is cracked. EatsBee reserves the right to retain such sums as a deposit (the “Deposit”) until such items are returned to EatsBee in good working order pursuant to and in accordance with this Section. Upon such return, EatsBee shall promptly credit Restaurant or Partner the amount of the Deposit. If one or more of the items are not returned, or if any of the items are returned damaged, EatsBee reserves the right to retain the Deposit or a portion thereof at EatsBee’s reasonable discretion. Restaurant shall ensure that the Tablet and any leased Wireless Printers will be returned to EatsBee free and clear of all claims, liens, processes, and any other encumbrances.

2.10. Restrictions on Use. The restaurant will not (and will not permit any third party to) make any use or disclosure of the Platform, the Data, or the Tablet that is not expressly permitted under this Agreement. Without limiting the foregoing, Restaurant will not (and will not permit any third party to): (i) reverse engineer, decompile, disassemble, or otherwise attempt to discern the source code or interface protocols of the Platform; (ii) modify, adapt, translate, or reproduce the Platform; (iii) resell, distribute, or sublicense the Platform, the Tablet, or any leased Wireless Printers; make the Platform, the Tablet, or any leased Wireless Printers available on a “service bureau” basis, or otherwise allow any third party to use or access the Platform, the Tablet, or any leased Wireless Printers; (iv) remove or modify any proprietary marking or restrictive legends placed on the Platform, the Tablet, or any leased Wireless Printers; (v) use the Platform, the Data, the Tablet, or any leased Wireless Printers in violation of any applicable law or regulation or for any purpose not specifically permitted in this Agreement; (vi) introduce into the Platform, the Tablet, or any leased Wireless Printers any software, virus, worm, “back door,” Trojan Horse, or similar harmful code; or (vii) provide Restaurant’s login credentials to any third party for their access to Restaurant’s use of the Platform. The restaurant is expressly prohibited from selling or offering for sale any tobacco or nicotine products including, but not limited to, cigarettes and e-cigarettes.

2.11. Additional Products and Services. The restaurant may order Additional Products and Services at any time during the Term on notice to EatsBee, including through the Platform, via e-mail, or by phone. All such orders shall be governed by this Agreement and the additional terms (the “Additional Terms“), as EatsBee may amend the same from time to time.

2.12. Incorporated Terms. Restaurant’s use of Google Wallet, Android Pay, Google Maps, Apple Pay, and, if Restaurant is located in qualified regions of the United States, the On-Demand Delivery option (collectively, the “Third-Party Services”), is subject to the following additional terms and conditions, which are hereby incorporated by reference and binding upon Restaurant and which may be updated by the applicable third-party service provider from time to time without notice to Restaurant (the “Incorporated Terms”). In the event of any inconsistency or conflict between the Incorporated Terms and the terms of this Agreement, such Incorporated Terms shall govern with respect to Restaurant’s use of the Third-Party Services. Google and Apple are not parties to any Order and will not be responsible for any disputes between Restaurant and any Customer.

a) For Google Maps: Certain functions of the Platform permit or require Restaurant to use Google Maps implementation. Google Maps implementation is provided solely as a convenience to restaurants and not as an endorsement by EatsBee of the content on Google Maps. EatsBee is not responsible for the content of Google Maps and does not make any representations or warranties of any kind regarding the functionality, reliability or accuracy of Google Maps. A link to Google Maps' additional terms is

found at https://maps.google.com/help/terms_maps.html. In addition to such additional terms, by using Google Maps Restaurant is also bound by the Google privacy policy found at https://www.google.com/intl/ALL/policies/privacy/index.html.

b) For Apple Pay: The current version of the iOS Developer Program License Agreement, available at Apple’s Member Center at https://developer.apple.com/app-store/review/, which EatsBee can provide Restaurant upon request.

c) For the EatsBee Integrated Delivery Option: A list of each EatsBee Integrated Delivery service provider (each, an “Integrated Provider”), along with each of such Integrated Provider’s Incorporated Terms. If Restaurant has opted into EatsBee Integrated Delivery then the Incorporated Terms of each of the Integrated Providers that serve Restaurant’s region are applicable to Restaurant and incorporated into this Agreement. EatsBee periodically adds new Integrated Providers to its network, and EatsBee reserves the right to update the list of Integrated Providers from time to time, with or without notice to Restaurant. The restaurant is responsible for checking the link to the Integrated Providers’ Incorporated Terms periodically for updates. Restaurant acknowledges and agrees that by opting into the EatsBee Integrated Delivery option, all transactions through such EatsBee Integrated Delivery option shall be facilitated by EatsBee but shall ultimately be made directly between Restaurant and the Integrated Provider, and EatsBee shall not be a party to such transactions. Accordingly, EatsBee shall have no liability to any party in connection with any transactions between Restaurant and Integrated Provider.

d) For Ordering via Facebook and Yelp: EatsBee permits diners to place orders through Facebook, Instagram, Google, and Yelp (“Social Media Ordering”). Restaurant’s participation in Social Media Ordering shall at all times be subject to the applicable terms of service of each social media platform (the “Social Media Terms”). A link to the Facebook Social Media Terms is found here: https://www.facebook.com/legal/terms; a link to the Yelp Social Media Terms is found here: https://www.yelp.com/static?p=tos. The Social Media Terms are deemed Incorporated Terms hereunder.

3. ACCOUNT SET UP, MAINTENANCE OF ACCOUNT, AND EATSBEE WIDGET.

3.1. Account Set Up. Upon executing this Agreement, the Restaurant shall provide a certain location and payment data. Thereafter, upon setting up Restaurant’s account on the Platform, Restaurant will be assigned a unique sign-in name (“Sign-In Name”) and password (“Password”). When creating the account, the Restaurant must provide true, accurate, current, and complete information. The restaurant is solely responsible for the confidentiality and use of the Restaurant’s Sign-In Name, Password, and any use, misuse, or communications entered through the Platform using one or more of them. The restaurant will promptly inform EatsBee of any need to deactivate a Password or Sign-In Name. EatsBee will not be liable for any loss or damage caused by any unauthorized use of Restaurant’s account.

3.2. Maintenance of Account. As EatsBee’s business evolves, it may require additional information, authorizations, and permissions from Restaurant from time to time in order to provide Restaurant access to and usage of the Platform and perform its other obligations under this Agreement. When requested by EatsBee, Restaurant shall promptly provide all such information, authorizations, and permissions in accordance with EatsBee’s request. When doing so, the Restaurant shall provide true, accurate, current, and complete information. Failure to provide the same may result in the loss of the Platform's features to Restaurant or immediate termination of Restaurant’s account. To the extent Restaurant is required to provide any personal information in connection with such requests, EatsBee shall protect such information, in the same manner, it protects its other sensitive information and shall use such information only to service Restaurant’s account. To clarify, the personal information that Restaurant may be required to provide so that EatsBee can comply with its Know Your Customer obligations as permitted under the USA Patriot Act (https://www.justice.gov/archive/ll/highlights.htm, is as follows: Restaurant’s full legal name and tax identification number, plus either (i) Restaurant’s principal’s first and last name, last four digits of his/her social security number, and date of birth, or (ii) a color copy of Restaurant’s principal’s driver’s license.

3.3. EatsBee Widget. In order to integrate Restaurant’s website with the Direct Platform, Restaurant hereby grants EatsBee the right, during the Term, to embed the EatsBee widget in Restaurant’s website. To the extent that Restaurant has a web developer capable of integrating the EatsBee Widget, Restaurant may authorize that person. To the extent permission to do so is required from a third party acting on Restaurant’s behalf (e.g., Restaurant’s hosting provider, webmaster, etc.), Restaurant will assist us in promptly obtaining such permission and any necessary access credentials. Restaurant shall promptly, and within no more than three (3) business days, inspect the EatsBee widget's installation on Restaurant’s website and notify EatsBee in writing if Restaurant is not satisfied with the installation.

4. PRIVACY; CANADA’S ANTI-SPAM LEGISLATION.

4.1. Privacy. During the Term, EatsBee shall publish to Customers via a pop-up located on Restaurant’s website and in the Branded Apps a link to EatsBee’s privacy policy that describes the ways in which EatsBee collects, uses, discloses, and protects Customer PII and non-PII.

4.2. Canada’s Anti-Spam Legislation. If the Restaurant is located in Canada, the Restaurant is responsible for ensuring that all electronic communications between Restaurant and its Customers comply with Canada’s Anti-Spam Legislation (“CASL”), including, but not limited to, any electronic messages sent to Customer email addresses accessed through Restaurant’s dashboard. EatsBee does not represent that it has obtained the consent of any Customer to receive marketing and promotional messages, and Restaurant is solely responsible for ensuring compliance with CASL for any electronic messages Restaurant sends to Customers. If the Restaurant is not located in Canada, please note that Section 3.2 shall not apply

5. FEES; PAYMENT; TAXES; AND SUBSCRIPTION PLANS.

5.1. Fees. As consideration for the rights to use the Direct Platform granted in Section 1, Restaurant shall pay EatsBee its then-current fee (the “Subscription Fee”) for the applicable subscription period selected by Restaurant and any of its then-current set-up fees (“Set-Up Fees”). Additionally, if the Restaurant orders any Additional Products and Services through the functionality of the Direct Platform, it shall pay EatsBee’s then-current add-on fees (the “Add-On Fees” and collectively with the Subscription Fees and the Set-Up Fees, the “Direct Fees”). As consideration for the rights to use the Discover Platform granted in Section 1, Restaurant shall pay EatsBee a fee (the “Discover Fee”) equal to thirty percent (10%) of each First Time Order through EatsBee’s Discover Platform in accordance. EatsBee may modify the Direct Fees and the Discover Fees at any time on written notice to Restaurant (including via Restaurant’s individual account in its chowbee.com dashboard), and any such modification shall go into effect thirty (30) days after such notice. The Direct Subscription Fee shall be locked for the first year or the first two years of any annual or two-year subscription, as the parties agree.

5.2. Refunds. (the “Refund Policy”), which is hereby incorporated into and made part of this Agreement. Notwithstanding anything to the contrary contained in the Refund Policy, EatsBee may, at its sole, reasonable discretion, agree to refund Restaurant certain fees paid in the event EatsBee cancels Restaurant subscription; provided, however, that EatsBee reserves the right to withhold from any refund, and retain, an amount up to its then-current Set-Up Fees, whether or not such Set-Up Fees were charged to Restaurant at registration. 

5.3. Taxes. In connection with: (i) any orders for Additional Products and Services and (ii) any subscriptions, Restaurant shall also pay EatsBee any applicable taxes due and owing to any governmental authority, such as sales, VAT, and use taxes, but excluding any taxes imposed or based on EatsBee’s income (collectively, “Taxes”).

5.4. Payments to EatsBee. EatsBee shall authorize Restaurant’s or Partner’s credit card, bank account, or other approved facility provided during the registration process for the full payment of the Fees and Taxes, and Restaurant hereby consents to the same. If the Restaurant is in the United States, all payments will be charged and made in U.S. dollars. If the Restaurant is outside the United States or any of its possessions or territories, all payments will be charged and made in Restaurant’s local currency. Fees shall begin to accrue and be charged the sooner of: (i) the date Restaurant can begin taking Orders; or (ii) thirty (30) days after the Effective Date. Within thirty (30) days after this Agreement's termination, EatsBee reserves the right to charge Restaurant’s credit card, bank account, or other approved facility for any outstanding Fees and Taxes. Fees and Taxes for any Additional Products and Services shall be charged upon execution of the applicable order.

5.5. Taxes on Orders. In connection with all Orders, Restaurant represents, warrant, and covenant to EatsBee that Restaurant shall: (i) ensure that the tax rates set forth in Restaurant’s EatsBee dashboard are accurate, complete, and up-to-date; (ii) update and change such tax rates in the dashboard if the tax rates change; and (iii) pay all applicable sales, use, and other such taxes related to all Orders and the processing of such Orders for Customers (excluding any taxes imposed or based on EatsBee’s income).

5.6. Subscription Plans. At any time during the Term, Restaurant, if it originally selected a month-to-month subscription, may convert to an annual or two-year subscription plan on thirty (30) days’ notice to EatsBee. After the first or second year of the Term, if the Restaurant originally selected an annual or two-year subscription, such subscription shall be automatically converted to a month-to-month plan for the remainder of the Term. A restaurant may add new locations at any time during the Term on notice to EatsBee, including through the Platform, via e-mail, or by phone.

5.7. PCI Compliance. EatsBee is responsible for the security of cardholder data received from Restaurant and/or Customers, including, without limitation, when EatsBee uses third-party payment processors to process Orders. EatsBee stores, processes, or transmits cardholder data to the extent that EatsBee complies with the most current version of the Payment Card Industry Data Security Standard (PCI-DSS) and other applicable laws, rules, and regulations.

6. TERM, TERMINATION, AND SUSPENSION.

6.1. Term. This Agreement shall commence on the Effective Date and continue until terminated by either Party.

6.2. Termination and Suspension. Either Party may terminate this Agreement for a material breach by the other Party where such breach is not cured within five (5) days of written notice of such breach. EatsBee may terminate this Agreement at any time, for any or no reason, upon thirty (30) days’ prior written notice to Restaurant (without penalty or liability). Further, EatsBee may terminate this Agreement immediately, upon notice to Restaurant, if EatsBee determines in its sole, reasonable discretion, that Restaurant has acted in a manner that disparages EatsBee or otherwise exhibits behavior toward EatsBee or its staff that is contrary to EatsBee’s code of ethics and business conduct, or if EatsBee discovers that Restaurant has sold, offered for sale, or attempted to sell cigarettes or other tobacco or nicotine products, which are expressly prohibited on the Platform. If Restaurant desires to terminate this Agreement for convenience and without cause, it shall: (i) submit a cancellation request form (available upon request from EatsBee’s Support Team or Restaurant Success Team); or (ii) complete a cancellation consultation call with its Restaurant Success Manager. The purpose of this process is for EatsBee to review account details and provide the return process for any leased hardware. Upon completion of this cancellation process, this Agreement shall automatically terminate in thirty (30) days. EatsBee may suspend access to the Platform or remove some or all Restaurant Content in EatsBee’s sole discretion if EatsBee reasonably believes that Restaurant, Restaurant’s patrons, or any third party is engaged in: (x) any activity that may harm EatsBee, its systems, or any third-party systems; or (y) fraudulent or illegal activity or any other activity that could result in legal liability to EatsBee or any third party. Further, EatsBee may suspend access to the Platform if the Restaurant fails to make a payment on time until all overdue amounts are paid. Any such suspension may continue until the activity causing the suspension has been cured and EatsBee has received satisfactory assurances that it will not recur.

6.3. Hibernation Period. At any time during the Term, Restaurant may, upon email written notice to EatsBee, temporarily pause its subscription to the Platform for a period of up to six (6) months (the “Hibernation Period”). Restaurant shall be responsible for certain de-activation and re-activation fees associated with the Hibernation Period, including, without limitation, the cost of shipping leased equipment (including Tablets and Wireless Printers) to EatsBee during the Hibernation Period and back to Restaurant upon expiration of the Hibernation Period.

6.4. Effect of Termination. Upon termination of this Agreement:

EatsBee shall charge Restaurant’s or Partner’s credit card, bank account, or other approved facility for any outstanding Fees and Taxes and any other amounts due under this Agreement; and All rights and licenses granted hereunder will immediately cease, and Restaurant will immediately cease all access to and use the Platform and return the Tablet and any leased Wireless Printers. EatsBee may draw against the Deposit.

Restaurant shall remove the EatsBee widget from Restaurant’s website if EatsBee has the credentials to do so; otherwise, EatsBee’s web developer shall do so.

7. OWNERSHIP.

7.1. Intellectual Property. WAZI, EatsBee, and Shark Penny owns and shall own all right, title, and interest in and to the Platform and the Android Branded Apps, including all source code, object code, operating instructions, and interfaces developed for or relating to the Platform and/or the Android Branded Apps, together with all modifications, enhancements, revisions, changes, copies, partial copies, translations, compilations, and derivative works thereto, including all copyrights and other intellectual property rights relating thereto (the “EatsBee Intellectual Property”). The restaurant will have no rights with respect to the EatsBee Intellectual Property other than those expressly granted hereunder. The restaurant owns and shall own all right, title, and interest in and to the Restaurant Content, the IOS Branded Apps, and the Restaurant Marks, including all copyrights and other intellectual property rights relating thereto (the “Restaurant Intellectual Property”). EatsBee will have no rights with respect to the Restaurant Intellectual Property other than those expressly granted hereunder.

7.2. Data. EatsBee and Restaurant shall jointly own all Data. During the Term and indefinitely thereafter, the Data may be used by either Party for internal business purposes, for purposes of performing under this Agreement, and for other lawful purposes in accordance with all applicable laws, rules, and regulations, including, without limitation, privacy and data protection laws and regulations. In addition, EatsBee may disclose Data to third parties with whom EatsBee contracts, provided that such third parties are required by contract to treat such data as confidential information and at all times maintain the confidentiality of such Data. Notwithstanding the foregoing, each Party hereby represents, warrants, and covenants that it shall not sell, license, or commercialize the Data in any respects, in whole or in part.

8. REPRESENTATIONS AND WARRANTIES; DISCLAIMER.

8.1. Mutual Representations and Warranties. Each Party represents and warrants that: (i) it has the full right, power, and authority to enter into this Agreement, to discharge its obligations hereunder, and to grant the licenses granted hereunder; (ii) it shall comply with all applicable federal, state, and local laws, rules, and regulations in the conduct of its business and in the performance of its obligations under this Agreement, including, without limitation, laws relating to advertising, the Internet, privacy, promotions, and unfair business practices; and (iii) the execution and delivery of this Agreement by it and the performance of its obligations hereunder are not in violation or breach of, and will not conflict with or constitute a default under, any contract, agreement, or commitment binding upon it, including, with respect to Restaurant, any franchise agreement.

8.2. Additional Representations, Warranties, and Covenants of Restaurant. In addition to the representations and warranties set forth in Section 7.1, Restaurant represents, warrants, and covenants that: (i) the prices it charges Customers through the Platform shall be the same prices (or lower) that it charges customers not using the Platform (with the exception of prices under the Profit Protection program, if applicable); (ii) it shall periodically update the prices on the Platform to ensure that it is in compliance with the representation; (iii) it shall timely and properly process all Orders (including Social Media Ordering) and make them available to Customers, and the timeliness, quality, and other characteristics of the Orders shall be as favorable as those extended to its other customers not using the Platform; (iv) for any Orders that are scheduled to be delivered to a Customer by a third-party delivery service, Restaurant shall package the Order appropriately for delivery (including any protection necessary in the event of inclement weather) and use commercially reasonable efforts to ensure that such Order is available for pickup upon the third-party delivery service’s arrival; (v) if it has signed up for On-Demand Delivery, it shall not offer alcohol on its online menu through the Platform, and if it attempts to do so, EatsBee may, in its sole discretion, terminate Restaurant’s participation on the On-Demand Delivery program; (vi) it understands the applicable alcohol control laws in its jurisdiction, and when a Customer places an Order that includes alcohol, Restaurant shall abide by such laws, including, without limitation, checking Customer’s ID at the time of delivery to confirm that Customer is permitted to purchase and receive the alcohol; (vii) the Restaurant Content and the Restaurant Marks and EatsBee’s exercise of any license granted hereunder, do not and will not, infringe the rights of any third party, including, without limitation, any intellectual property rights, rights of publicity, rights of personality, rights of privacy, rights to payment of royalties, moral rights, rights of attribution, or any other rights of third parties not specifically identified in this Agreement; (viii) Restaurant has acquired all third-party clearances, permissions, and licenses which are necessary in connection with EatsBee’s use of the Restaurant Content and the Restaurant Marks and/or EatsBee’s exercise of any license granted hereunder, and EatsBee shall not be obligated to pay any fees in connection therewith; and (ix) Restaurant shall not accept Orders in excess of the Maximum Order Amount. The restaurant is solely responsible for ensuring that the Restaurant Content is at all times accurate, complete, and up to date on the Platform including, without limitation, Restaurant’s menu, hours, address, pricing, and promotions. EatsBee is not responsible for any Restaurant Content that is incorrectly entered or out of date on the Platform.

8.3. Disclaimer.

EATSBEE CANNOT GUARANTEE THAT THE PLATFORM OR THE BRANDED APPS WILL BE AVAILABLE AT ALL TIMES OR THAT EVERY ERROR IN THE PLATFORM OR PROBLEM RAISED BY RESTAURANT WILL BE RESOLVED. THE PLATFORM, THE BRANDED APPS, AND THEIR COMPONENTS, AND ANY OTHER MATERIALS PROVIDED BY EATSBEE HEREUNDER ARE PROVIDED “AS IS” AND “AS AVAILABLE.” EATSBEE MAKES NO GUARANTEE REGARDING THE LEVEL OF REVENUE RESTAURANT MAY EARN THROUGH THE PLATFORM. NEITHER PARTY MAKES ANY WARRANTY WITH RESPECT TO THE PLATFORM, THE BRANDED APPS, THE DATA, THE RESTAURANT CONTENT, THE RESTAURANT MARKS, OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT AND HEREBY DISCLAIMS ANY AND ALL EXPRESS, IMPLIED, OR STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, ERROR-FREE OR UNINTERRUPTED OPERATION, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. TO THE EXTENT THAT A PARTY MAY NOT AS A MATTER OF APPLICABLE LAW DISCLAIM ANY IMPLIED WARRANTY, THE SCOPE, AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH LAW.

EATSBEE HAS MADE EVERY EFFORT TO DISPLAY THE TABLETS AND ADDITIONAL PRODUCTS AND SERVICES AS ACCURATELY AS POSSIBLE ON THE PLATFORM. HOWEVER, THE FINAL PRODUCTS AND/OR SERVICES DELIVERED IN CONNECTION WITH ANY TRANSACTION MAY VARY FROM THE IMAGES VIEWED ON THE PLATFORM DUE TO A NUMBER OF FACTORS THAT ARE NOT WITHIN OUR CONTROL. THESE FACTORS INCLUDE, BUT ARE NOT LIMITED TO, SYSTEM CAPABILITIES AND CONSTRAINTS OF RESTAURANT’S COMPUTER, MANUFACTURING PROCESS ISSUES, AND THE AVAILABILITY OF PRODUCTS AND SERVICES. ALTHOUGH EATSBEE WILL EXERCISE COMMERCIALLY REASONABLE EFFORTS TO HELP ENSURE THAT THE TABLETS AND ADDITIONAL PRODUCTS AND SERVICES CONFORM TO RESTAURANT’S EXPECTATIONS, VARIATIONS SOMETIMES OCCUR. ALL TABLETS, ADDITIONAL PRODUCTS AND SERVICES, SPECIFICATIONS, AND OFFERINGS ARE SUBJECT TO CHANGE WITHOUT NOTICE. THE PLATFORM MAY CONTAIN INFORMATION ON TABLETS AND ADDITIONAL PRODUCTS AND SERVICES, NOT ALL OF WHICH ARE AVAILABLE IN EVERY LOCATION. A REFERENCE  TO A TABLET OR ADDITIONAL PRODUCT OR SERVICE ON THE PLATFORM DOES NOT IMPLY THAT SUCH TABLET OR ADDITIONAL PRODUCT AND SERVICE IS OR WILL BE AVAILABLE IN RESTAURANT’S LOCATION. THE PLATFORM MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON THE PLATFORM. 

ORDERS MAY BE DELIVERED BY THIRD-PARTY DELIVERY SERVICES THAT ARE PARTNERED WITH EATSBEE AND/OR BY NON-AFFILIATED THIRD-PARTY DELIVERY (“UNAFFILIATED DELIVERY SERVICES”). EATSBEE IS NOT LIABLE TO RESTAURANT, CUSTOMERS, OR ANY THIRD PARTIES FOR ANY ACTS OR OMISSIONS OF UNAFFILIATED DELIVERY SERVICES AND RESTAURANT USES SUCH UNAFFILIATED DELIVERY SERVICES AT ITS OWN RISK.

9. LIMITATION OF LIABILITY.

EXCEPT TO THE EXTENT OTHERWISE EXPRESSLY PROVIDED IN THIS SECTION, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY OTHER PARTY FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOST REVENUES OR PROFITS) ARISING FROM OR RELATING TO THIS AGREEMENT, REGARDLESS OF WHETHER SUCH PARTY WAS ADVISED, HAD OTHER REASON TO KNOW, OR IN FACT KNEW OF THE POSSIBILITY THEREOF. EXCEPT TO THE EXTENT OTHERWISE EXPRESSLY PROVIDED IN THIS SECTION, EACH PARTY’S AGGREGATE LIABILITY FOR DIRECT DAMAGES UNDER THIS AGREEMENT WILL NOT EXCEED THE SUBSCRIPTION FEES PAID TO EATSBEE HEREUNDER DURING THE PERIOD TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM. NOTWITHSTANDING THE FOREGOING: (I) THE EXCLUSIONS AND LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION SHALL NOT APPLY TO: (A) DAMAGES ARISING FROM A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; (B) A PARTY’S INDEMNIFICATION OBLIGATIONS; (C) ANY DAMAGE TO OR LOSS OF THE TABLET AND/OR ANY LEASED WIRELESS PRINTERS; OR (D) RESTAURANT’S BREACH OF CONTRACT; (II) EATSBEE’S AGGREGATE LIABILITY FOR DIRECT DAMAGES UNDER ANY ORDER FOR ADDITIONAL PRODUCTS AND SERVICES WILL NOT EXCEED THE SUMS ACTUALLY PAID TO EATSBEE UNDER THE APPLICABLE ORDER; AND (III) THE AGGREGATE LIABILITY OF EATSBEE AND ITS DELIVERY SERVICE VENDOR FOR ANY SINGLE ON-DEMAND DELIVERY ORDER WILL NOT EXCEED TWO HUNDRED FIFTY DOLLARS ($250).

10. INDEMNIFICATION.

Each Party shall indemnify, defend, and hold harmless the other Party, and the other Party’s officers, directors, employees, attorneys, and agents (collectively, the “Indemnified Parties”) from and against any and all losses, liabilities, damages, fines, and all related costs and expenses, including reasonable legal fees and disbursements and costs of investigation, litigation, settlement, judgment, interest, and penalties (collectively, “Losses”) incurred by such Indemnified Parties in connection with any third-party claim, action, or proceeding to the extent arising from, relating to, or alleging that the Party has breached any of its representations and warranties hereunder. In addition, Restaurant shall indemnify, defend, and hold harmless the EatsBee Indemnified Parties from and against any and all Losses incurred by such EatsBee Indemnified Parties in connection with any third-party claim, action, or proceeding to the extent arising from or relating to: (i) Restaurant’s breach or alleged breach of the Incorporated Terms; (ii) an Adverse Event; or (iii) the processing of Orders for alcoholic beverages and the purchase and/or consumption of alcoholic beverages by Customers.

11. PUBLICITY.

During the Term, EatsBee shall have the right, but not the obligation, to publicly announce in any and all media, including on the Platform and through social media, that Restaurant is a client of EatsBee and a user of the Platform. In addition, upon the reasonable request of EatsBee, the Parties shall jointly issue at least one (1) press release (or more, if mutually agreed by the Parties) announcing their relationship.

The Parties shall mutually determine the specific timing and content of each such press release.

12. MISCELLANEOUS PROVISIONS.

The failure of either Party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. Neither Party shall be liable to the other Party for any failure to perform its obligations hereunder to the extent such failure results from any cause beyond its reasonable control. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable, or sub-licensable by either Party, except with the other Party’s prior written consent, except to a successor to all or substantially all of that Party’s assets or business (for which no consent of the other Party is required), and provided that, in the case of Restaurant’s assignment to such a successor of Restaurant’s assets, the assignee shall (i) assume all obligations of the assigning Party hereunder (including equipment leases) and become a party to this Agreement, and (ii) provide EatsBee with all necessary onboarding information including location and payment data, the last four digits of assignee’s social security or tax identification number, and furnish EatsBee with all forms and documents reasonably requested including, without limitation, Form SS-4. EatsBee shall not be liable to Restaurant or any Restaurant assignee for any liabilities or losses incurred in connection with the assignment. This Agreement is entered into in the State of Ohio and shall be governed by and construed in accordance with the domestic laws of the State of Ohio, without giving effect to its principles of conflicts of laws. Any litigation based hereon, or arising out of or in connection with a default by either party in the performance of its obligations hereunder, shall be brought and maintained and adjudicated exclusively in arbitration in Toledo, OH pursuant to the rules and procedures of AAA and enforceable in any court of competent jurisdiction. Each party hereby irrevocably submits to the jurisdiction of such arbitration and irrevocably agrees to be bound by any judgment rendered thereby. Notwithstanding the foregoing, EatsBee may bring an action for injunctive relief in any court of competent jurisdiction. Both Parties agree that this Agreement, the Incorporated Terms, and the Additional Terms are the complete and exclusive statement of the Parties' mutual understanding and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of this Agreement. Any modification to this Agreement must be in a writing signed by both parties or in a writing acknowledged and accepted by both Parties (e.g., an e-mail or a click-through modification); provided, however, that EatsBee may modify this Agreement and/or the Additional Terms at any time by posting such modification on Restaurant’s individual account in Restaurant’s caterlogin.com dashboard, and any such modification shall go into effect thirty (30) days after it is so posted. It is Restaurant’s responsibility to check for such modifications on a regular basis. No agency, partnership, joint venture, or employment is created as a result of this Agreement, and neither party has any authority of any kind to bind the other Party in any respect whatsoever.

13. DEFINITIONS.

Defined terms have the meanings set forth in this Section 12 and elsewhere in this Agreement when capitalized, and maybe read in singular, plural, or an alternative tense as the context requires.

13.1. “Additional Products and Services” means products and services, other than access to the Platform, that Restaurant may order from EatsBee, including, without limitation, EatsBee Discover, website development services, marketing services, paper products, data connectivity, Wireless Printers, and LTE Tablets.

13.2. “Adverse Event” means any negative symptoms experienced by Customers that are associated with the handling and/or consumption of any items in an Order (including Social Media Ordering).

13.3. “Affiliate” means, with respect to any entity, any other entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such

13.4. entity. The term “control” means the possession, directly or indirectly, of the power to direct or cause the direction of an entity's management and policies, whether through the ownership of voting securities, by contract, or otherwise.

13.5. “Branded Apps” means the Restaurant-branded mobile applications set up by EatsBee and owned by Restaurant. Branded Apps for IOS are called “IOS Branded Apps,” and Branded Apps for Android are called “Android Branded Apps.”

13.6. “Customer” means a unique profile that submits an Order.

13.7. “Direct Platform” means EatsBee’s direct social and mobile meal-ordering platform, which is accessed via EatsBee’s Facebook social plugin for Restaurant’s Facebook page, the Branded Apps, and/or Restaurant’s website; and shall also include the Tablet and the Branded Apps.

13.8. “Discover Platform” means EatsBee’s platform that allows customers to discover new restaurants, which is accessed via EatsBee’s dedicated Discover website, sharkpenny.com; EatsBee’s Facebook Actions plugin; and/or EatsBee’s mobile application.

13.9. “Data” means data collected by or through the Platform, including, without limitation the PII of Customers.

13.10. “Effective Date” means the date Restaurant accepted this Agreement.

13.11. “First Time Order” means the first Order placed by a Customer through the Discover Platform for a particular Restaurant location, excluding (i) instances in which the same Customer previously ordered through the Direct Platform for the same Restaurant location; and (ii) subsequent Orders placed by the same Customer at the same Restaurant location.

13.12. “Menu” means Restaurant’s menu submitted to EatsBee, as updated by Restaurant from time to time.

13.13. “On-Demand Delivery” means delivery of Orders using EatsBee’s network of local and regional third-party delivery service

providers, which Restaurants may opt into in connection with their use of the Platform.

13.14. “Order” means a meal order for Restaurant’s food and/or beverages submitted by Customers through EatsBee via the Platform, or, when referring to Social Media Ordering, through EatsBee via the applicable social media platform.

13.15. “Personally Identifiable Information” or “PII” means any piece of information which can be used to uniquely identify, contact, or locate a single person, or can be used with other sources to uniquely identify a single person.

13.16. “Restaurant Content” means any content submitted by Restaurant to EatsBee, including, without limitation, the Menu.

13.17. “Restaurant Marks” means all trademarks, service marks, logos, and other distinctive brand features that are contained in the Restaurant Content.

13.18. “User” means an employee or agent of Restaurant who accesses and uses the Platform on the terms and conditions of this Agreement.

Additional Terms to Agreement

These Additional Terms apply to any order for Additional Products and Services requested by Restaurant and are being entered into pursuant to the Agreement between Restaurant and EatsBee, which is hereby incorporated by reference. Capitalized terms not defined in these Additional Terms are as defined in the Agreement. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

1. BACKGROUND AND ACCEPTANCE.

Restaurant and EatsBee have entered into the Agreement pursuant to which EatsBee granted Users certain rights to access and use the Platform. These Additional Terms specify the terms under which Restaurant may order Additional Products and Services. Please read these Additional Terms carefully before submitting any order for Additional Products and Services, because by submitting any such order, Restaurant agrees to be bound by these Additional Terms. The person submitting any order represents that he or she is an authorized representative of Restaurant capable of binding Restaurant to these Additional Terms. If there is any conflict between these Additional Terms and the terms of the Agreement, these Additional Terms shall prevail.

2. TERMS SPECIFIC TO WEBSITE DESIGN AND DEVELOPMENT SERVICES.

EatsBee and/or its third-party service providers shall purchase the domain(s) selected by Restaurant (subject to availability) and design and develop the website (the “Website”) as agreed by the Parties, using the tools, templates, and methodologies of EatsBee and its third-party service providers (the “Tools and Templates”).

As between the Parties, Restaurant shall own all right, title, and interest in and to all Restaurant Content that is uploaded to the Website, and EatsBee (or its third-party service providers, as applicable) shall own all right, title, and interest in and to the Tools and Templates and the Website, excluding any Restaurant Content.

With respect to the Restaurant Content, Restaurant hereby grants EatsBee the rights and licenses of the Agreement.

During any month that Restaurant pay EatsBee to host the Website (the “Hosting Term”), EatsBee or its third-party hosting providers shall host the Website. After the Hosting Term: (i) EatsBee and its hosting providers shall no longer host the Website; (ii) EatsBee shall transfer the domain to Restaurant; and (iii) Restaurant shall cease all use of the Website, although Restaurant may continue to use any Restaurant Content.

THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE, AND EATSBEE AND ITS THIRD-PARTY SUPPLIERS, LICENSORS, AND SERVICE PROVIDERS HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER EATSBEE NOR ITS THIRD-PARTY SUPPLIERS, LICENSORS, OR SERVICE PROVIDERS MAKE ANY WARRANTY THAT THE WEBSITE WILL BE ERROR-FREE OR THAT ACCESS THERETO WILL BE CONTINUOUS OR UNINTERRUPTED.

3. TERMS SPECIFIC TO MARKETING SERVICES.

• The parties shall agree on all marketing services' scope and timing, any deliverables to be created by EatsBee (the “Deliverables”), and the Fees, expenses, and taxes associated therewith.
• EatsBee shall retain all intellectual property rights in and to the Deliverables, including all copyrights and trademarks; provided, however: (i) upon the payment of all fees, expenses, and

taxes due and owing for such Deliverable, EatsBee shall be deemed to have granted Restaurant a non-exclusive, irrevocable, worldwide, perpetual, fully paid-up, and royalty-free license to use, reproduce, distribute, create derivative works of, publicly perform, publicly display, modify, maintain, support, and otherwise exploit such Deliverable; (ii) if EatsBee creates a Deliverable

solely, exclusively, and specifically for Restaurant, such as a logo, and EatsBee agrees in writing that such Deliverable is to considered a “work-made-for-hire” within the meaning of the Copyright Act of 1976, as amended, Restaurant shall own all right, title, and interest in and to such Deliverable, including all intellectual property rights, upon Restaurant’s payment in full of all Fees, expenses, and taxes due and owing for such Deliverable and such Deliverable shall be considered a “work-made-for-hire; and (iii) in the event (and to the extent) that any Deliverable described in subsection (ii) above does not constitute a “work-made-for-hire,” EatsBee assigns to Restaurant (upon Restaurant’s payment in full of all Fees, expenses, and taxes due and owing for such Deliverable) all rights, title, and interest in and to such Deliverable, including all intellectual property rights.

• EatsBee represents and warrants that it shall perform any marketing services in a professional and workmanlike manner.

4. TERMS SPECIFIC FOR WIRELESS PRINTERS, LTE TABLETS, AND OTHER ADDITIONAL PRODUCTS.

EATSBEE, NOT BEING THE SUPPLIER OR MANUFACTURER OF THE WIRELESS PRINTERS OR ANY OF THE OTHER ADDITIONAL PRODUCTS SOLD ON THE PLATFORM OR THE SUPPLIERS’ OR MANUFACTURERS’ AGENT, MAKES NO EXPRESS OR IMPLIED WARRANTY OF ANY KIND WHATSOEVER WITH RESPECT TO THE WIRELESS PRINTERS OR SUCH OTHER ADDITIONAL PRODUCTS AND DISCLAIMS ANY SUCH WARRANTIES THAT MIGHT OTHERWISE EXIST.

To the extent permissible under the applicable suppliers’ and/or manufacturers’ warranties, upon Restaurant’s complete payment of the Add-On Fees and taxes in connection with purchase for Wireless Printers and/or other Additional Products, EatsBee shall use commercially reasonable efforts to pass through such warranties to Restaurant and otherwise facilitate the resolution of any warranty issues between Restaurant and such third parties with respect to the Wireless Printers and/or other Additional Products.

The warranty information for the Wireless Printers can be found at https://www.starmicronics.com/help-center/.

To the extent Restaurant has opted to lease an LTE Tablet with wireless access that permits Restaurant to use the LTE Tablet for functionalities outside of the EatsBee mobile application, Restaurant shall not use more than 1 GB/month of data (the “Maximum Monthly Data Usage”). EatsBee reserves the right to charge Restaurant $15.00 per GB/month of data usage in excess of the Maximum Monthly Data Usage.

5. PAYMENT.

Payment for all orders for Additional Products and Services is governed by Section 4 of the Agreement.

6. Wireless Tablet LTE Cancellation Fee.

The Agreement is for an initial term beginning on the Effective Date and continuing for a period of (2) two years. At the end of this initial term, the Agreement will automatically continue on a month-to-month basis unless one party gives notice to the other party of its intention to allow the Agreement to expire within thirty days prior to the expiration of the then-current term. The “Effective Date” is the date Restaurant accepted the Agreement via ACCOUNT ACCEPTANCE PROCESS (AAP). For each AAP that is terminated from Service more than thirty (30) days after activation but prior to the expiration of the applicable service commitment, Restaurant agrees to pay EatsBee with respect to each device identifier or Number assigned to such AAP, in addition to all other amounts owed, a Cancellation Fee in the amount specified below (“Cancellation Fee”). The Cancellation Fee for certain specified Equipment will be $325 minus $5 for each full month toward the AAP completes' service commitment. Otherwise, the Cancellation Fee will be $150 minus $4 for each full month toward the AAP completes' service commitment. The Cancellation Fee is not a penalty, but rather a charge to compensate EatsBee for Restaurant’s failure to satisfy the service commitment. A restaurant may terminate an AAP’s Service within the first thirty (30) days after activation without incurring a Cancellation Fee, but equipment restocking or other fees may apply.

By accepting the Agreement on behalf of Restaurant, I am representing and warranting that:

(a) all Restaurant information is complete and accurate;

(b) I have reviewed and understand, and agree on behalf of Restaurant to all of the terms and conditions of the Agreement, including, without limitation, the Program Description set forth above and the General Terms and Conditions incorporated by EatsBee;

(c) I am authorized to signup for Restaurant, and I intend to form a legally binding contract on its behalf. I agree to be personally and primarily responsible for, and guarantee payment and performance under, the Agreement, jointly and severally with Restaurant, if I am not so authorized or if any information provided by me is false.