Terms of Service

1. Agreement and eligibility

These Terms are an agreement between you and Drip & Bake Inc., a corporation formed in Ontario, Canada, which operates the Service and is referred to in these Terms as "Drip & Bake", "we" or "us". By creating a merchant account, starting a trial, purchasing a subscription, or otherwise using the Service, you agree to these Terms. Merchant accounts are intended for businesses and authorized business representatives who are at least 18 years old and have authority to bind the business they represent.

2. The Drip & Bake platform

Drip & Bake provides software infrastructure for cafés, bakeries and other eligible hospitality businesses. Features may include branded storefronts, ordering, fulfillment tools, staff access, customer accounts, loyalty, subscriptions, communications, analytics, themes, production planning and third-party integrations. Features may change as the Service develops.

3. Accounts and workspaces

You are responsible for accurate account information, maintaining the confidentiality of credentials, and activity performed by users you authorize. Workspace owners control access granted to administrators, managers, supervisors, employees and other authorized users. You must promptly remove access that is no longer appropriate.

4. Trial and subscription

Drip & Bake currently offers a 30-day trial without requiring a payment card. The trial does not automatically convert to a paid subscription. After the trial, continued paid access requires the merchant to select and purchase an available subscription. Subscriptions are billed monthly in US dollars, at the price shown on the Drip & Bake pricing page (dripandbake.com/pricing) and confirmed at checkout, plus applicable taxes. Pricing may change prospectively with reasonable notice.

5. Cancellation and refunds

You may cancel a paid subscription at any time. Cancellation stops future renewals and paid access ordinarily continues through the end of the billing period already purchased. Subscription charges are generally non-refundable except where required by law or where Drip & Bake determines that a billing error or exceptional circumstance warrants a refund or credit. Additional usage-based services, including messaging charges, may be governed by separate pricing displayed in the Service.

6. Merchant sales and third-party payment processors

Drip & Bake provides commerce software but is not the merchant selling a café's or bakery's goods to its customers. Customer payments may be processed through third-party payment providers connected by the merchant. Drip & Bake does not take a percentage of merchant customer sales under the stated platform model. Payment processor fees, chargebacks and other processor charges may still apply under the merchant's agreement with its processor.

The merchant is responsible for its products and services, prices, taxes, refunds, chargebacks, fulfillment, customer service, food safety, allergens, permits, licences, legal compliance and representations made to customers.

7. Communications tools

Where the Service provides email, SMS, push notification or other marketing tools, the merchant is responsible for ensuring it has the legally required authority and consent to contact recipients and for using the tools lawfully. Drip & Bake may provide technical consent, preference and unsubscribe mechanisms, but those tools do not transfer the merchant's compliance obligations to Drip & Bake.

Drip & Bake may send merchants operational messages necessary to provide the Service and, where permitted by law and applicable consent, product news, offers and promotional communications. Marketing communications will provide an appropriate method to unsubscribe.

8. Merchant content

Merchants retain ownership of content they provide, including logos, photographs, videos, menus, product information, posts and brand materials. You grant Drip & Bake a worldwide, non-exclusive, royalty-free licence to host, reproduce, process, format, transmit and display that content only as reasonably necessary to provide, secure, support and promote your use of the Service and your storefront.

You represent that you have the rights necessary to provide the content and that its use through the Service does not violate law or third-party rights.

9. Drip & Bake intellectual property

Drip & Bake and its licensors retain all rights in the platform, software, interfaces, designs, components, Theme Engine, Smart Queue, BakeAhead, Midnight Club, documentation, branding and other platform intellectual property, except merchant-owned content. Access to the Service is a limited right to use the platform; it does not transfer ownership of the underlying software or designs.

10. Acceptable use

You must comply with the Acceptable Use Policy. You may not use the Service for unlawful, fraudulent, abusive, deceptive, infringing or security-threatening activity, or interfere with the Service or another tenant's data or access.

11. Suspension and termination

Drip & Bake may restrict or suspend access where reasonably necessary for fraud, abuse, security threats, unlawful activity, material breach, non-payment or protection of users or the platform. Where practical, notice and an opportunity to remedy will be provided.

Following cancellation, Drip & Bake intends to provide a 5-day subscription-retention/grace period, followed by a deletion window of up to 30 days before eligible merchant workspace data is permanently deleted, subject to legal, security, backup, fraud-prevention and accounting retention requirements. Merchants should export needed data before deletion.

Workspaces that are not being used may be deleted. A workspace that was never set up (no menu and no orders) may be scheduled for deletion after 30 days without any sign-in, order or edit, and a workspace that has never taken a real payment after 90 days, followed by a 30-day notice period. The owner is emailed when a workspace is scheduled, a week before and the day before, and signing in cancels the deletion. Workspaces that have taken payments, that hold customer balances or active customer subscriptions, or that have an active Drip & Bake subscription are not deleted for inactivity.

12. Third-party services

The Service may integrate with payment processors, messaging providers, hosting providers and other third parties. Their products are governed by their own terms and privacy practices. Drip & Bake is not responsible for outages, acts or omissions of independent third-party services beyond Drip & Bake's reasonable control.

13. Availability and changes

We aim to provide a reliable Service but do not guarantee uninterrupted or error-free operation. Maintenance, security events, internet failures and third-party outages may affect availability. We may modify or discontinue features, while taking reasonable steps to avoid materially disrupting paid customers where practical.

14. Disclaimers and limitation of liability

To the maximum extent permitted by applicable law, the Service is provided on an “as available” basis and Drip & Bake disclaims warranties that cannot reasonably be guaranteed for an online software platform. Nothing in these Terms excludes rights or liabilities that cannot legally be excluded.

To the maximum extent permitted by law, Drip & Bake will not be liable for indirect, incidental, special, consequential or punitive damages, lost profits, lost business opportunities or losses caused by merchant products, merchant conduct or independent third-party services.

To the maximum extent permitted by law, Drip & Bake's total liability for all claims arising out of or relating to the Service or these Terms is limited to the greater of (a) the amount you paid to Drip & Bake for the Service in the 12 months before the event giving rise to the claim, and (b) US $100.

15. Indemnity

To the extent permitted by law, a merchant will indemnify and hold harmless Drip & Bake Inc. and its directors, officers and employees from third-party claims, and the resulting losses and reasonable legal costs, arising from the merchant's products, storefront content, communications sent through the Service, violation of law or third-party rights, or material breach of these Terms. Drip & Bake will notify the merchant promptly of any such claim and cooperate reasonably in its defence.

16. Governing law and disputes

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable there. The courts of Ontario have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Service, except that either party may seek urgent injunctive relief in any court of competent jurisdiction. Nothing in these Terms removes rights that cannot be waived under the law that applies to you.

17. Ordering alcohol from a storefront

This section applies to anyone who orders alcohol from a storefront on the Service. You accept it by confirming your age at checkout.

• Alcohol is sold by the merchant operating the storefront, under the merchant's own licence, and not by Drip & Bake.
• By ordering alcohol you confirm that you are of the legal drinking age where the merchant trades.
• Staff will check government-issued photo ID before handing over or serving alcohol. Bring it with you.
• The merchant may refuse to hand over or serve alcohol if you cannot show valid ID, are under the legal drinking age or appear intoxicated. The merchant will then refund what you paid for the alcohol and hand over the rest of your order.
• Alcohol cannot be reserved ahead, added to a subscription, or earned or paid for with loyalty points.
• Please drink responsibly.

18. Changes to these Terms

We may update these Terms as the Service changes or legal requirements evolve. Material changes will be communicated through the Service, email or another reasonable method before they take effect where required.

19. Contact

Questions about these Terms may be sent to support@dripandbake.com, by phone toll-free at 1-888-780-0254 (Monday to Friday, 10am to 5pm Eastern), or by mail to Drip & Bake Inc., 300 Sheppard Ave W, Unit 101-17, Toronto, Ontario M2N 1N5, Canada.