PRODUCT ADDENDUM - DOORDASH ONLINE ORDERING


Online Ordering Addendum Effective Date: October 3, 2024


This DoorDash Online Ordering Product Addendum (this “Online Ordering Addendum”) is incorporated into the Agreement. All capitalized terms used and not defined herein shall have the meanings ascribed to them in the Sign-Up Sheet, in this Online Ordering Addendum, or in the Terms of Service between the parties.


1. PREAMBLE. DoorDash provides certain website drafting, coding, integration, and implementation services (the “Services”). Merchant wishes to partner with DoorDash to use the Services pursuant to the terms herein, which include (a) creation of a Merchant-branded ordering experience; (b) configuring Merchant’s menu, including items and prices; (c) transmitting orders to Merchant’s order protocol; (d) facilitating the processing of payments; (e) sharing of reports, analysis, insights; (f) advising Merchant on online ordering growth; and/or (g) other services as may be appropriate from time to time.

 

2. DEFINITIONS.

2.1.             “Collected Taxes” means value added, goods and services, state and local sales, use, or similar taxes for the Merchant Products sold on the DoorDash Platform.

2.2.        “DoorDash Materials” means any and all software (including object and source code), end-user technical documentation, flow charts, algorithms, documentation, adversary information, report templates, know-how, inventions, techniques, models, DoorDash trademarks, ideas, and any and all other works and materials developed hereunder (including without limitation all intellectual property rights therein and thereto).

2.3.             “Fees” means any fee(s) as set forth in the Rate Card (including Setup Fee, Software Fee, Merchant Fee, Merchant Customer Fee, Payment Processing Fee, Pickup Fee, and Delivery Fee).

2.4.             “Force Majeure Event” means, with respect to a Party, any event or circumstance, whether or not foreseeable, that was outside the control of that Party.

2.5.             “License Term” means the period of time during which Merchant is authorized by DoorDash to access and use the Product or Service(s) as set forth in the applicable Order.

2.6.           “Merchant Customer Data” means, for purposes of this Online Ordering Addendum, information accessible to Merchant through the Online Ordering Product, which may include Personal Information (as that term is defined in the Terms of Service), such as full name, email address, delivery address, and phone number.

2.7.             “Online Ordering Product” means DoorDash’s products and/or services related to DoorDash’s provision of an online ordering portal to Merchant pursuant to the terms hereunder, including any DoorDash Materials and any Updates (as applicable) thereto, that may be made available to Merchant from time to time by DoorDash.

2.8.             “Representatives” means the Recipient’s employees and contractors, including without limitation, counsel, accountants and financial advisors.

2.9.             “Updates” means any correction, update, upgrade, patch, other modification, or addition made by DoorDash to any object code software component of a Online Ordering Product and made available to Merchant by DoorDash from time to time.

 

3. PAYMENT AND REFUNDS.

3.1.             Payment. Merchant will pay the fees for the Online Ordering Product as set forth in the Rate Card above. All fees and other amounts are non-refundable (except as otherwise expressly provided in this Online Ordering Addendum) and exclusive of any applicable sales, use, value added, withholding, and other transaction related taxes, and Merchant will pay all such taxes levied or imposed by reason of the transactions hereunder, except for taxes based on DoorDash’s net income or related to DoorDash’s employees. DoorDash will charge the Customer the Customer Fees indicated above for all Delivery Orders per Order, including the Small Order Fee, and may update the Customer Fees to account for operational costs. DoorDash may update, waive or Customer fees at its discretion. Merchant may choose to subsidize the Customer Fees by paying the Merchant Delivery Subsidy per Order.

3.2.             Taxes. DoorDash shall charge and collect from Customers the applicable Collected Taxes. In any jurisdiction where DoorDash is required to remit Collected Taxes as a marketplace facilitator, DoorDash will be responsible for remitting such taxes to the appropriate tax authorities. Any Collected Taxes that are not required to be remitted under the marketplace facilitator laws will remain the responsibility of the Merchant and Merchant will be responsible for remitting any such portion of Collected Taxes to the appropriate tax authorities. In all other jurisdictions, DoorDash will send Collected Taxes to Merchant, and Merchant will be responsible for remitting the total amount of Collected Taxes to the appropriate tax authorities of those jurisdictions. For clarity, DoorDash will be responsible for the collection and remittance of any value added, goods and services, sales, use, or similar tax related to Customer fees for services supplied by DoorDash, including but not limited to Delivery Fee, Service Fee and Small Order Fee, that DoorDash charges to Customer. Merchant is responsible for paying all taxes duties and other governmental charges imposed on Fees DoorDash charges to Merchant under this Addendum including, for example, value-added, goods and services, sales, use, transaction, transfer, excise, or withholding taxes.

3.3.              

3.4.             Payment Processing. DoorDash will withhold the Online Ordering Fees from Merchant via Merchant’s Stripe Connected Account. Merchant acknowledges it is required to have a Merchant Stripe Connected Account for its payments processing services.

3.5.             Miscellaneous Fee Terms. The Fee for a Merchant Customer order canceled after a Dasher has been dispatched is non-refundable. Merchant Customer orders requiring redelivery due to Merchant’s error, including Merchant personnel providing an incorrect or incomplete order to the Dasher, are subject to Fees as a separate delivery. Notwithstanding the foregoing and absent Merchant’s fraud, DoorDash shall not charge Merchant for chargebacks.

3.6.              

3.7.             Support. Merchant will have access to DoorDash’s support services if any issues, questions, or concerns relating to deliveries arise.

3.8.             Tips. For Pickup Orders and any Orders where Merchant fulfills the delivery portion of the services itself, Merchant represents and warrants that will distribute all Customer tips in accordance with applicable law. For all other Orders, DoorDash represents and warrants that it will distribute all tips in accordance with applicable law.

3.9.             Regulatory Fees. In the event of a material change in law (or the enforcement thereof) pertaining to independent contractors or the delivery of certain goods that increases costs for DoorDash’s business (“Change in Law”), DoorDash may, with 15 days’ written notice, pass through fees to Merchant and/or Customer generated directly as a result of such Change in Law in the affected jurisdiction(s); provided that Merchant may terminate this Agreement in part with respect to the affected jurisdiction by providing DoorDash with 15 days’ written notice from the date of DoorDash’s notice.

3.10.            

If Merchant has locations in the jurisdictions below, Customer shall pay the Regulatory Fee per Delivery Order in the applicable Jurisdiction, in addition to all other Fees due under the MSA or this Online Ordering Addendum. These fees shall apply to Delivery Orders originating in or delivering in the applicable jurisdiction.


Jurisdiction

Regulatory Fee

California

5% of Order subtotal

New York City

$1.99

Seattle

$4.99

 

 

4. LICENSES.

4.1.             Access and Use Rights. Subject to the terms and conditions of the Agreement and this Online Ordering Addendum (including DoorDash’s receipt of applicable fees), DoorDash grants Merchant a non-exclusive, non-transferable, non-sublicensable license to access and use the Online Ordering Products and receive the Services in accordance with this Online Ordering Addendum during the applicable Term. The license granted under this Online Ordering Addendum to use the Online Ordering Products and receive the Services shall apply automatically to any store Merchant adds to the DoorDash Marketplace, unless Merchant expressly removes any store through the Merchant Portal or request in writing (which can be sent to Storefronthelp@doordash.com) that DoorDash remove any store.

4.2.             Restrictions. The access and use rights set forth in Section 5.1 do not include any rights to, and Merchant will not, with respect to any DoorDash Product (or any portion thereof): (a) alter, translate and/or create derivative works of or otherwise modify a DoorDash Product without DoorDash’s permission; (b) sublicense, distribute or otherwise transfer a DoorDash Product to any third party; (c) allow third parties to access or use a DoorDash Product (except as expressly permitted herein); (d) create public Internet “links” to a DoorDash Product or “frame” or “mirror” any DoorDash Product content on any other server or wireless or Internet-based device; (e) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code (if any) for a DoorDash Product (except to the extent that such prohibition is expressly precluded by applicable law), circumvent its functions, or attempt to gain unauthorized access to a DoorDash Product or its related systems or networks; (f) remove or alter any notice of proprietary right appearing on a DoorDash Product; (g) use any feature of DoorDash APIs for any purpose other than in the performance of this Online Ordering Addendum; or (h) cause, encourage or assist any third party to do any of the foregoing. Merchant agrees to use a DoorDash Product in accordance with laws, rules and regulations directly applicable to Merchant.

4.3.             Personnel. Merchant will be solely responsible for all acts and omissions of its personnel, including, without limitation, breach of the terms of this Online Ordering Addendum applicable to such personnel. DoorDash is not responsible for any acts or omissions of Merchant or Merchant’s personnel with respect to their usage of Merchant Customer Data.

4.4.           Third Party Services. Merchant is responsible for obtaining and maintaining all telecommunications, broadband, computer equipment, and services needed to access and use the Online Ordering Product and for paying all charges related thereto.

4.5.            

5. DATA SECURITY.

5.1.             Merchant Customer Data. DoorDash shall process such Merchant Customer Data solely for the purposes set forth in this Online Ordering Addendum and for the benefit of Merchant as part of the Services, unless otherwise required or permitted by law. Merchant agrees to use Merchant Customer Data that it receives (a) in compliance with the privacy policy set forth in Exhibit A (the “Privacy Policy”) and (b) in compliance with applicable law, including, without limitation, the Telephone Consumer Protection Act (the “TCPA”), and (c) shall not use DoorDash’s name or logo in such outreach. DoorDash will not be responsible for Merchant’s failure to comply with its obligations in this Section with respect to any Merchant Customer Data. 

5.2.             Consumer Terms and Conditions and Privacy Policy. DoorDash will provide hyperlinks on Online Ordering Product webpages to the Merchant Terms. If Merchant does not provide Merchant Terms to DoorDash, DoorDash shall use the Privacy Policy and Customer Terms attached hereto as Exhibit A. In either case, Merchant is responsible for (a) obtaining and maintaining valid consent for DoorDash to process Customer data and (b) ensuring that the Merchant Terms comply with applicable law. DoorDash assumes no liability for the legal compliance of the Merchant Terms. If Merchant has updates to the Merchant Terms, Merchant shall provide such updates at least five (5) business days in advance.

 

If DoorDash uses generic Merchant Terms, DoorDash will insert Merchant’s name and contact information in the generic Merchant Terms.

5.3.             Effect of Termination. Upon termination of this Online Ordering Addendum or the Sign-Up Sheet for any reason other than Merchant’s material breach, Merchant may request a copy of the Merchant Customer Data associated with Merchant’s orders, subject at all times to the restrictions set forth in Section 6.1. Such request must occur within thirty (30) days of the termination effective date.

5.4.              

 

6. 

6. WARRANTIES AND DISCLAIMER.

6.1.             Warranties. DoorDash represents and warrants that: (a) it has used industry standard techniques to prevent the Online Ordering Products at the time of delivery from injecting malicious software viruses into Merchant’s endpoints where the Online Ordering Products are installed (b) it will perform all Services in a professional and workmanlike manner consistent with generally accepted industry standards. Merchant’s remedy for a breach of Section 7.1(b) will be for DoorDash, at its option and expense, to (i) use commercially reasonable efforts to re-perform the non-conforming Services, or (i) refund the portion of the fees paid attributable to the non-conforming Services. If DoorDash cannot correct the breach within thirty (30) days from receipt of notice, then Merchant may terminate the remainder of the term of this Online Ordering Addendum and receive a refund of Fees paid for nonconforming or unperformed Services.

6.2.             Exclusions. The express warranties do not apply if the applicable Online Ordering Product or Service (a) has been modified, except by DoorDash, or (b) has not been installed, used or maintained in accordance with this Online Ordering Addendum or the Agreement.

 

7. TERMINATION. This Online Ordering Addendum begins on the Online Ordering Addendum Effective Date and may be terminated pursuant to the terms of the MSA. In the event of termination, pre-paid fees shall not be refunded. Upon termination of this Online Ordering Addendum for any reason: (a) all Merchant’s access and use rights granted in this Online Ordering Addendum will immediately terminate; and (b) Merchant must promptly cease all use of the Online Ordering Product. Sections 3 (with respect to unpaid fees), 4, 5, 6, and 7, as well as any other sections or provisions that, by their nature, should extend beyond the term of this Online Ordering Addendum, shall survive expiration or termination of this Online Ordering Addendum.

 

EXHIBIT A

Online Ordering Privacy Policy

 

Effective Date: [TBD]

 

Welcome to Online Ordering, an online ordering service made available to you by [COMPANY] (“Company,” “we,” “us,” or “our”). Company provides Online Ordering to provide information, ordering services, and delivery services regarding products offered by Company (the “Online Ordering Services”). Company provides this Privacy Policy (the “Privacy Policy”) to describe the information we collect, how we use it, and when and with whom we share it. Except as explicitly provided herein, this Privacy Policy applies only to information that we collect and use about you when you access or use the Online Ordering Services. If you do not agree to this Privacy Policy, please do not access or use the Online Ordering Services.

 

1. Information We Collect

 

When you use the Online Ordering Services, we may collect or receive information about you to provide the Online Ordering Services and operate our business. The types of information that we may collect about you are:

 

a. Information You Provide to Us Directly

 

We may collect information that you provide directly to us:

 

  • When you use our Online Ordering Services, e.g. when you place an order;
  • When you participate in surveys or fill out forms;
  • When you subscribe to newsletters;
  • When you register for promotions;
  • When you transmit user content to us;
  • When you request customer support and/or technical assistance; and
  • When you otherwise communicate with us through the Online Ordering Services.

 

The information you provide directly to us may concern you or others and may include, but is not limited to:

 

  • Name and contact information, such as phone number, address, and email address;
  • Order details;
  • Payment information; and
  • Information provided via surveys and/or other marketing research efforts.

 

You are not required to provide us with such information, but certain features of the Online Ordering Services may not be accessible or available, absent the provision of the requested information.

 

b. Information Collected Automatically

 

We also may receive and store certain information about you and your device(s) automatically when you access or use the Online Ordering Services. This information may include:

 

  • Technical Information – We may collect technical information associated with your activity on the Online Ordering Services and may include information related to your browser and operating system, IP address (the Internet address of your computer) unique device identifiers, and other information such as your device type. We use such information for diagnostic and statistical purposes and to administer the Online Ordering Services.
  • Site Usage Information – We may collect information to better understand customer traffic patterns usage of the Online Ordering Services. This may include the webpage that you were visiting before accessing the Online Ordering Services, the pages or features of the Online Ordering Services that you browsed to inform us which part of the Online Ordering Services you visit and how much time you spend there. This information is used to analyze and improve the Online Ordering Services and to provide our customers with a better user experience.
  • Site Preferences – We collect information about your preferences to make your use of the Online Ordering Services more productive through the use of cookies.
  • Location Information – We may collect and store general location information (such as IP address).

 

c. Information From Third Parties

 

We may collect information about you or others from third parties. For example, to the extent permitted by law, we may collect information from publicly-available sources. We may combine information that we collect from you through the Online Ordering Services with information that we obtain from such third parties and information derived from other products or services we provide. If you log into the Online Ordering Services using third-party social media credentials, for example, that third party may also provide us with information, depending on the privacy policy of that third party.

 

2. Use of Cookies and Other Tracking Technologies

 

We use cookies, web beacons, pixels, session replay/screen capture, and similar technologies to collect information and personalize your experience with the Online Ordering Services.

 

a. Cookies

 

Cookies are small web files that a site or its provider transfers to your device’s hard drive through your web browser that enables the site’s or provider’s system to recognize your browser and remember certain information.

 

We use first-party and third-party cookies for the following purposes:

 

  • to make the Online Ordering Services function properly;
  • the improve the Online Ordering Services;
  • to recognize you when you return to the Online Ordering Services and to remember information you have already provided, such as items already in your order cart; and
  • to provide a secure browsing experience during your use of the Online Ordering Services.

 

You may disable the use of cookies by modifying your browser settings. If you choose to disable cookies you may not be able to fully experience the interactive features of the Online Ordering Services. For more information on cookies and how to disable cookies visit www.ftc.gov/ftc/cookies.shtm or https://www.usa.gov/optout_instructions.shtml.

 

b. Web Beacons

 

Web beacons, also known as web bugs, pixel tags or clear GIFs, are tiny graphics with a unique identifier that may be included on the Online Ordering Services to deliver or communicate with cookies, in order to track and measure the performance of the Online Ordering Services, monitor how many web visitors we have, and to monitor the effectiveness of our advertising. Unlike cookies, which are stored on the user’s hard drive, web beacons are typically embedded invisibly on webpages (or in an email).

 

c. Online Analytics and Advertising Technologies

 

We and our third-party vendors may use automated technologies (including cookie identifiers on the Online Ordering Services), along with other collected information, to tailor ads or deliver content when you are on the Online Ordering Services or on other devices, apps or websites.

 

d. Interest-Based Advertising

 

We (or our service providers) may use the information we collect, for instance, IP addresses and unique mobile device identifiers, to locate or try to locate the same unique users across multiple browsers or devices (such as smartphones, tablets, or computers), or work with providers that do this, in order to better tailor content and features and provide you with a seamless experience across devices. If you wish to opt out of cross device tracking for purposes of interest-based advertising, you may do so through your device settings. We may also use cross-device targeting to help identify our users and serve advertising. This type of advertising is often called “interest-based” or “personalized” advertising—and when it occurs on mobile apps, “cross-app” advertising.

 

You can learn more about interest-based advertising and how to opt-out of receiving tailored advertising by visiting (i) the Network Advertising Initiative’s Consumer Opt-Out link or (ii) the Digital Advertising Alliance’s Consumer Opt-Out link. To opt out of Google Analytics for display advertising or customize Google display network ads, you can visit the Google Ads Settings page.

 

Please note that even if you opt-out, you may still receive advertisements from us. However, in that case, the advertising will not be tailored to your interests. Also, we do not control any of the above opt-out links or whether any particular company chooses to participate in these opt-out programs.

 

3. Use of Your Information

 

We may use the information we collect or receive about you for various purposes.

 

  • To Provide You with the Online Ordering Services: We use your information to provide you the Online Ordering Services. For example, we use credit card information to complete a transaction. Your information may be available or provided to third-party service providers and that are contractually obligated to protect your information as disclosed in this Privacy Policy.
  • To Maintain, Improve, and Personalize the Online Ordering Services: We may use your information for our everyday business operations such as auditing and administration of the Online Ordering Services. Your information may also be used to improve the content and/or functionality of the Online Ordering Services. We may use your information to help us improve our offerings, such as using order history and trends to understand the popularity of menu items. We may also use your information to personalize your experience and our recommendations to you.
  • To Communicate with You: We use your information to communicate with you. For example, we may contact you about the status of your orders. We may also contact you with promotional offerings or other communications that may be of interest to you. In the event you contact us, we use certain information to respond to your questions and assist you with any issues that may arise in your use of the Online Ordering Services.
  • For Account and Network Security Purposes: We care about keeping you secure and safe while using the Online Ordering Services. Keeping you safe requires us to process your information, such as your device information, activity information and other relevant information. We use such information to combat spam, malware, malicious activity or security risks; improve and enforce our security measures; and to monitor and verify your identity so that unauthorized users do not gain access to your information.
  • To Maintain Legal and Regulatory Compliance: The Online Ordering Services are subject to certain laws and regulations which may require us to process your information. For example, we process your information to pay our taxes and to fulfill our business obligations.
  • To Enforce Compliance with Our Terms and Conditions and Policies: When you access or use the Online Ordering Services, you are bound to our Terms and Conditions, this Privacy Policy, and the Terms and Conditions of our service provider, DoorDash. We may process your information to prevent and mitigate any alleged or actual prohibited, illicit or illegal activities on the Online Ordering Services.
  • To Protect You, Others, and Our Business: We may use your information to protect you, others, and our business, including, without limitation, using information for fraud prevention, for enforcement of our Terms and Conditions, to comply with the law, and to protect against security risks.

 

4. Sharing of Personal Information with Third Parties

 

We may share your information in the following ways:

 

  • Service Providers: We may share your information with our third-party service providers for certain business purposes. This information is provided in order for them to provide us services such as payment processing, customer support and other services. These third-party service providers have access to your information only for the purpose of performing services on our behalf and are expressly obligated not to disclose or use your information for any other purpose.
  • When Required by Law: We may share your information with third parties where required to protect and defend our legal rights, protect the safety and security of users of the Online Ordering Services, prevent fraud, comply with the law, respond to legal process, or a request for cooperation by a government entity
  • Corporate Transactions: In the event of sale, transfer, merger, reorganization, dissolution, or similar event we may transfer your information to one or more third parties as part of that transaction, including during the negotiation of an actual or contemplated transaction.
  • With Your Consent: We also may share or disclose your information with your consent or at your direction.

 

5. Security

 

We implement administrative, technical, and physical security controls that are designed to safeguard your information. However, no online activity is ever fully secure or error-free. While we strive to protect your information, we cannot guarantee that your information is absolutely secure. Please keep this in mind when using the Online Ordering Services.

 

6. Third-Party Sites

 

The Online Ordering Services may contain links to third-party websites or services. We are not responsible for the content or practices of those websites or services. The collection, use, and disclosure of your information will be subject to the privacy policies of the third-party websites or services, and not this Privacy Policy. We urge you to read the privacy and security policies of these third parties.

 

7. Option to Log In with Third-Party Credentials

 

You may log into the Online Ordering Services using your credentials from other third party services like Facebook, Google, and/or DoorDash. If you log in using a third party service like Facebook and Google, Company may collect certain information necessary to enable Company to access that service and your information contained within that service. If you use the Online Ordering Services, we will also receive the information the third party service provides to Company.

 

8. Children’s Information

 

The Online Ordering Services are not intended for children under 13 years of age and we do not knowingly collect personal information from children under the age of 13. If you are a parent or guardian of a child under the age of 13 and believe he or she has disclosed personally identifiable information to us please contact us at [CONTACT INFO].

 

9. California: Do-Not-Track Disclosure and Supplemental Privacy Notice

 

a. Do-Not-Track Disclosure

 

Company does not have a mechanism in place for responding to browser “do not track” signals or other similar mechanisms used to limit collection of information for use in Online Behavioral Advertising.

 

b. Supplemental Privacy Information for California Residents

 

This Supplemental Privacy Notice supplements the information in our Privacy Policy above, and except as provided herein, applies solely to California residents. It applies to personal information we collect on or through the Online Ordering Services and through other means (such as information collected offline, in person, and over the telephone).

 

California law requires us to disclose information regarding the categories of personal information that we have collected about California consumers, the categories of sources from which the information was collected, the business or commercial purposes (as those terms are defined by applicable law) for which the information was collected, and the categories of parties with whom we share personal information.

 

As described further in our Privacy Policy above, in the preceding twelve months, we or our service providers may have collected the below categories of personal information for business or commercial purposes:

 

  • Identifiers such as a name, address, unique personal identifier, email, phone number;
  • Customer records such as signature;
  • Commercial information such as records of products or services purchased, obtained, or considered;
  • Financial Information: We or our service providers may collect payment or other financial information;
  • Internet or other electronic network activity information, including browsing history and search history;
  • Geolocation data that is sufficient to identify a precise physical location;
  • Sensory data, such as audio, electronic, visual, or other similar information;
  • Professional or employment-related information;
  • Education information; and
  • Inferences about preferences, characteristics, psychological trends, predispositions, behavior, attitudes, intelligence, abilities, and aptitudes.

 

We collect the categories of personal information identified above from the following sources: (1) directly from you; (2) through your use of the Online Ordering Services; (3) affiliates; and (4) third parties such as social media providers.

 

As explained above, we collect the categories of personal information identified above for the following business and commercial purposes:

 

  • To provide you with the Online Ordering Services;
  • To maintain, improve, and personalize the Online Ordering Services;
  • To communicate with you;
  • For account and network security purposes;
  • To maintain legal and regulatory compliance;
  • To enforce compliance with our Terms and Conditions and this Policy;
  • To protect you, others, and our business; and
  • For our business purposes disclosed to you at the time we collect or receive the information, or otherwise with your consent.

 

c. Your California Privacy Rights

 

If you are a California resident, you may have certain rights. California law may permit you to request that we:

 

  • Provide you the categories of personal information we have collected or disclosed about you in the last twelve months; the categories of sources of such information; the business or commercial purpose for collecting or selling your personal information; and the categories of third parties with whom we shared personal information.
  • Provide access to and/or a copy of certain information we hold about you.
  • Delete certain information we have about you.

 

You have the right to not be discriminated against (as provided for in applicable law) for exercising certain of your rights. Certain information may be exempt from such requests under applicable law. We need certain types of information so that we can provide the Online Ordering Services to you. If you ask us to delete it, you may no longer be able to access or use the Online Ordering Services.

 

If you would like to exercise any of these rights, please submit a request using this form or contact us at [merchant email address]. You will be required to verify your identity before we fulfill your request. If you have an online account with us, logging into your account will serve to verify your identity and request, although we may request additional information if we believe your account has been compromised. If you do not have an account with us, or if we have reason to suspect that the security of your account is compromised, we will request additional information from you to match with our existing records to verify your identity, depending on the nature of the request and the sensitivity of the information sought.

 

You can also designate an authorized agent to make a request on your behalf. To do so, you must provide us with written authorization or a power of attorney, signed by you, for the agent to act on your behalf. You will still need to verify your identity directly with us.

 

The California Consumer Privacy Act (“CCPA”) requires businesses that “sell” personal information, as the term “sell” is defined under the CCPA, to provide an opt-out from such sales. We do not “sell” your personal information as we understand that term based on the CCPA and its implementing regulations. We may, however, have enabled third parties that provide analytics and advertising services to us to place tracking technologies on our website. These providers may have been able to access the following categories of personal information: (1) device information and identifiers, such as IP address and unique advertising identifiers and cookies; and (2) connection and usage information, such as browsing history or app usage. You can opt out of such tracking technologies by following the instructions in Section 2 above.

 

10. Changes to Our Privacy Policy

 

We may change this Privacy Policy to reflect changes in the law, our information practices or the features of the Online Ordering Services. If we make a material change to the Privacy Policy, you will be provided with appropriate notice in accordance with legal requirements. By continuing to use the Online Ordering Services, you are confirming that you have read and understood the latest version of this Privacy Policy.

 

11. Contact Us

 

If you have any questions or concerns relating to this Privacy Policy, please contact us at [CONTACT INFO].

EXHIBIT B

Online Ordering Consumer Terms and Conditions

 

THE ONLINE ORDERING SERVICES ARE MADE AVAILABLE TO YOU BY [COMPANY], THROUGH ITS SERVICE PROVIDERS INCLUDING DOORDASH, INC. (“DOORDASH”). THE DOORDASH TERMS AND CONDITIONS[1], INCLUDING THE DOORDASH ARBITRATION AGREEMENT AND LIMITATION OF LIABILITY, APPLIES FULLY TO YOUR USE OF THE ONLINE ORDERING SERVICES THAT ARE FACILITATED BY DOORDASH. THE DOORDASH ARBITRATION AGREEMENT WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN YOU AND DOORDASH TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST DOORDASH ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS. THE ARBITRATION AGREEMENT COULD AFFECT YOUR RIGHT TO PARTICIPATE IN PENDING PROPOSED CLASS ACTION LITIGATION. PLEASE REVIEW THE ARBITRATION AGREEMENT FOR MORE INFORMATION, INCLUDING THE POSSIBLE EFFECTS OF THE ARBITRATION AGREEMENT AND HOW TO OPT OUT OF THE ARBITRATION AGREEMENT. YOU AGREE THAT DOORDASH IS A THIRD-PARTY BENEFICIARY TO THESE TERMS.

 

Effective: [DATE]

 

Welcome to Online Ordering, an online ordering service made available to you by [COMPANY] (“Company,” “we,” “us,” or “our”). Company provides Online Ordering to provide information, ordering services, and delivery services regarding products offered by Company (the “Online Ordering Services”). By accessing the Online Ordering Services, you, your heirs, assigns, and successors (collectively, “you” or “your”) hereby represent and warrant that: (1) you have read, understand, and agree to be bound by these Terms and Conditions (the “Terms”); (2) you are of legal age in the jurisdiction in which you reside to form a binding contract with Company; and (3) you have the authority to enter into the Terms personally and, if applicable, on behalf of any organization on whose behalf you have created an account and to bind such organization to the Terms.

 

Except as otherwise provided in these Terms, if you do not agree to be bound by the Terms, you may not access or use the Online Ordering Services.

 

1. Modifications

 

Company reserves the right to modify these Terms or any policies related to the Online Ordering Services at any time, effective upon posting of an updated version of these Terms through the Online Ordering Services. You should regularly review these Terms, as your continued use of the Online Ordering Services after any such changes constitutes your agreement to such changes.

 

2. Additional Terms and Policies

 

By using the Online Ordering Services, you agree to be bound by these Terms and acknowledge and agree to the collection, use, and disclosure of your personal information in accordance with Company’s Privacy Policy, which is incorporated in these Terms by reference. Certain features of the Online Ordering Services may be subject to additional terms and conditions, which are incorporated herein by reference.

 

3. Rules and Prohibitions

 

Without limiting other rules and prohibitions in this Agreement, by using the Online Ordering Services, you agree that: (a) you will only use the Online Ordering Services for lawful purposes; (b) you will not engage in conduct that harms Company, our employees, or our users; (c) you will only use the Online Ordering Services in accordance with all applicable laws; (d) you will not use another user’s account, impersonate any person or entity, or forge or manipulate headers or identifiers to disguise the origin of any content transmitted through the Online Ordering Services; (e) you will not use the Online Ordering Services to cause nuisance, annoyance or inconvenience; (f) you will not copy or distribute any content displayed through the Online Ordering Services, including our menu content, for republication in any format or media; (g) you will not deep-link to the Online Ordering site or access our site manually or with any robot, spider, web crawler, extraction software, automated process and/or device to scrape, copy, index, frame, or monitor any portion of our site or any content on our site; and (h) you will not attempt to undertake any of the foregoing.

 

4. Online Ordering

 

To purchase food products, merchandise, or other items through the Online Ordering Services, you may need to provide a valid payment card and billing information. Such information will be collected by Company, or their service providers. When you purchase items through the Online Ordering Services, prices will be displayed during the order process. You agree to pay the price that is stated at the time of your order, as well as any applicable taxes. You also agree to have your payment method billed for the total amount displayed at checkout.

 

Company takes steps to maintain accuracy of the information contained on the Online Ordering Services. However, errors may sometimes occur. Therefore, to the fullest extent permissible pursuant to the applicable law, Company makes no representations about the reliability of the features of the Online Ordering Services, or the content on the Online Ordering Services, including the availability of menu items or other products. You acknowledge that any reliance on such material and/or systems will be at your own risk.

 

5. Third-Party Links

 

The Online Ordering Services may contain links to third-party websites, offers, or other events/activities not owned or controlled by Company. We do not endorse or assume any responsibility for any such links, and if you access them, you do so at your own risk.

 

6. Proprietary Rights

 

The Online Ordering Services contain many valuable trademarks owned and used by Company. These trademarks are used to distinguish Company’s products and services. Company’s marks are protected from reproduction and simulation under national and international laws and, except where otherwise noted, is not to be copied, distributed, displayed, reproduced, or transmitted in any form, by any means, without the prior express written consent of Company.

 

7. Indemnification

 

You agree to indemnify and hold harmless Company and its officers, directors, employees, agents and affiliates (each, an “Indemnified Party”), from and against any losses, claims, actions, costs, damages, penalties, fines and expenses, including without limitation attorneys’ fees and expenses, that may be incurred by an Indemnified Party arising out of, relating to or resulting from (a) your content; (b) your misuse of the Online Ordering Services; (c) your breach of these Terms or any representation, warranty or covenant in these Terms; or (d) your violation of any applicable laws, rules or regulations through or related to the use of the Online Ordering Services. In the event of any claim, allegation, suit or proceeding alleging any matter potentially covered by the agreements in this section, you agree to pay for the defense of the Indemnified Party, including reasonable costs and attorneys’ fees incurred by the Indemnified Party. Company reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Company in asserting any available defenses. This provision does not require you to indemnify any Indemnified Party for any unconscionable commercial practice by such party, or for such party’s negligence, fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Online Ordering Services. You agree that the provisions in this section will survive any termination of your account, these Terms, or your access to the Online Ordering Services.

 

8. Disclaimer of Warranties

 

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT OF LAW, YOUR USE OF THE ONLINE ORDERING SERVICES IS ENTIRELY AT YOUR OWN RISK. CHANGES ARE PERIODICALLY MADE TO THE ONLINE ORDERING SERVICES AND MAY BE MADE AT ANY TIME WITHOUT NOTICE TO YOU. THE ONLINE ORDERINGS SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE CONTENT MADE AVAILABLE THROUGH THE ONLINE ORDERING SERVICES.

 

COMPANY DOES NOT WARRANT THAT THE ONLINE ORDERING SERVICES WILL OPERATE ERROR-FREE OR THAT THE ONLINE ORDERING SERVICES ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL MALWARE. IF YOUR USE OF THE ONLINE ORDERING SERVICES RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, COMPANY SHALL NOT BE RESPONSIBLE FOR THOSE ECONOMIC COSTS.

 

9. Limitation of Liability

 

TO THE FULLEST EXTENT PERMITTED BY LAW COMPANY’S AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU TO COMPANY IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM.

 

TO THE FULLEST EXTENT OF LAW COMPANY SHALL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, AND LOSS OF DATA, REVENUE, USE AND ECONOMIC ADVANTAGE).

 

10.               Termination

 

If you violate these Terms, Company may respond based on a number of factors including, but not limited to, the egregiousness of your actions and whether a pattern of harmful behavior exists. In addition, at its sole discretion, Company may discontinue the Online Ordering Services, or may modify, suspend or terminate your access to the Online Ordering Services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Online Ordering Services, Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Online Ordering Services is terminated, these Terms will remain enforceable against you. All provisions which by their nature should survive to give effect to those provisions shall survive the termination of these Terms.

 

11.               General

 

Severability. Except as otherwise provided in these Terms, if any provision of these Terms is found to be invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.

 

Entire Agreement. These Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter. You and Company agree that no partnership is formed and neither you nor Company has the power or the authority to obligate or bind the other.

 

No Waiver. The failure of Company to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ original intentions as reflected in the provision, and the other provisions of the Terms shall remain in full force and effect.

 

12.               Contact Us

 

You may contact us at:

 

[INSERT CONTACT INFO]



[1] https://help.doordash.com/consumers/s/terms-and-conditions-us