Legal & PoliciesBusiness Terms

Business Terms

Master commercial agreement

These Business Terms are between Monkey Fingers LLC (“Dispense”) and the entity accepting them or identified in an order form (“Business”). The individual accepting represents that they have authority to bind Business. These terms, order forms and applicable addenda form the “Agreement.” If there is a conflict: an executed order form controls commercial details; an addendum controls its subject; then these Business Terms control.

1. Services and Platform Role

Dispense may provide listings, claimed profiles, menus, deals, advertising, communications, order-request transmission, connectors, analytics, intelligence and related services. Dispense determines the Platform’s design, operation, availability, eligibility, ranking, categories and features. Dispense is an independent technology provider and is not Business’s retailer, seller, agent, broker, distributor, delivery provider, healthcare provider, fiduciary, joint venturer or franchisee.

2. Business Accounts and Authority

Business will maintain accurate account, ownership, location, license and billing information; control users and credentials; promptly remove unauthorized users; and remain responsible for all activity. Dispense may rely on instructions from any administrator or apparently authorized user and may require verification at any time.

3. Business Obligations

  • Maintain every license, permit, registration and approval required for products, advertising, ordering, pickup and delivery.
  • Ensure all products are lawful, tested, accurately labeled, traceable, not recalled and sold only within lawful channels and limits.
  • Set and honor prices, promotions, taxes, hours, inventory and policies; promptly correct errors.
  • Perform age, identity, medical eligibility, purchase-limit and jurisdiction checks before transfer.
  • Accept, reject, prepare, substitute, fulfill, cancel, refund and support consumer requests.
  • Train personnel and remain responsible for employees, contractors, couriers, account users and locations.
  • Provide legally sufficient privacy notices and obtain consents for data shared with Dispense or used through the services.
  • Cooperate with investigations, recalls, complaints, privacy requests and lawful regulator inquiries.

4. Fees, Billing and Renewal

Business will pay the fees, taxes and charges in each order form or rate card. Unless stated otherwise, fees are billed in advance, noncancelable and nonrefundable; subscriptions automatically renew for successive periods equal to the initial term; and cancellation is effective at the end of the current paid period. Business must dispute an invoice in writing within 15 days or waive the dispute. Overdue amounts may bear the lesser of 1.5% per month or the maximum lawful rate, plus collection costs. Dispense may suspend services immediately for nonpayment. Dispense may change month-to-month pricing on 30 days’ notice. Consumer payment for regulated products is outside the Platform at launch.

5. Business Content and License

“Business Content” includes names, logos, trademarks, photos, descriptions, menus, prices, promotions, advertisements, policies and other materials provided or authorized by Business. Business grants Dispense and its affiliates a worldwide, nonexclusive, sublicensable, transferable, royalty-free license during the Agreement and a reasonable wind-down period to host, reproduce, adapt, normalize, distribute, display, market and use Business Content to operate, promote, monetize and improve the Platform and services. Publicly available factual information may remain in unclaimed listings after termination. Business represents it owns or controls all rights and that Business Content is accurate, substantiated and lawful.

6. Dispense Property

Dispense owns the Platform, software, APIs, connectors, designs, workflows, documentation, compilations, selection and arrangement, rankings, taxonomies, mappings, product identities, knowledge graphs, analytics, models, prompts, algorithms and Derived Data, including improvements. Except for limited access during the term, no rights are granted. Feedback may be used without restriction or compensation.

7. Data

Data rights are governed by the POS and Data Integration, Analytics and DPA addenda. Business retains its preexisting rights in Business Data. Business grants the licenses necessary to provide, secure, analyze and improve services and to create Derived Data. Dispense exclusively owns Derived Data and may retain and use it indefinitely, provided personal information is handled under the Privacy Policy, DPA and applicable law.

8. Confidentiality

Each recipient will use the discloser’s nonpublic confidential information only to perform the Agreement and protect it with reasonable care. Exceptions include information lawfully known, public without breach, independently developed, or rightfully received. Required disclosures are permitted after notice where lawful. Dispense technology, security information, pricing and nonpublic performance data are Dispense Confidential Information. Equitable relief is available for actual or threatened misuse.

9. Platform Control; Suspension

Dispense may create or maintain listings from public, licensed or third-party sources; approve or reject claims; correct, standardize, categorize or remove information; determine ranking and placement; label sponsored content; limit exports or API use; and suspend any account, content, campaign, location, connector or service immediately where Dispense reasonably identifies legal, security, reputational, consumer, technical, payment or commercial risk. Dispense has no duty to monitor Business continuously.

10. Term and Termination

The Agreement begins on acceptance and continues until terminated. Either party may terminate a month-to-month service effective at the end of the paid period. Dispense may terminate or suspend immediately for breach, legal or regulatory risk, nonpayment, security concerns, insolvency, reputational harm, misuse or discontinuation of a service. Business remains liable for accrued charges. Sections concerning fees, ownership, data rights, confidentiality, disclaimers, indemnity, liability, disputes and survival continue.

11. Warranties and Disclaimers

Business warrants authority, compliance, data rights and the accuracy and legality of Business Content, products and conduct. EXCEPT AS EXPRESSLY STATED, SERVICES ARE “AS IS” AND “AS AVAILABLE.” DISPENSE DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS, TITLE, NON-INFRINGEMENT, ACCURACY, UPTIME, COMPATIBILITY, TRAFFIC, LEADS, ORDERS, REVENUE, RANKING, EXCLUSIVITY AND ROI. DISPENSE DOES NOT WARRANT THIRD-PARTY SYSTEMS, POS PROVIDERS, DATA OR CONSUMERS.

12. Business Indemnification

Business will defend, indemnify and hold harmless Dispense, its affiliates and their owners, directors, personnel and providers from any claim, investigation, fine, penalty, loss, recall, charge or expense (including reasonable attorneys’ fees) arising from: Business, its locations, personnel or contractors; products or transactions; licenses or regulatory compliance; age or identity verification; fulfillment, pickup or delivery; taxes, pricing, promotions, advertising or refunds; Business Content; privacy notices, consents, data rights or security; POS authorization; infringement; bodily injury or property damage; or breach of the Agreement. Dispense may control the defense with counsel of its choice; Business may not settle without Dispense’s written consent.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DISPENSE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES; LOST REVENUE, PROFITS, GOODWILL, DATA OR OPPORTUNITY; BUSINESS INTERRUPTION; REGULATORY ACTION; OR THIRD-PARTY CONDUCT, EVEN IF ADVISED OF THE POSSIBILITY. DISPENSE’S TOTAL AGGREGATE LIABILITY ARISING FROM THE AGREEMENT WILL NOT EXCEED FEES ACTUALLY PAID BY BUSINESS TO DISPENSE FOR THE AFFECTED SERVICE DURING THE THREE MONTHS BEFORE THE FIRST EVENT GIVING RISE TO LIABILITY. The exclusions apply regardless of theory and allocation of risk. Mandatory liabilities that cannot be limited are excluded only to that extent.

14. Disputes and General Terms

The parties will first attempt good-faith resolution for 30 days after written notice. Any unresolved dispute will be decided by confidential, individual binding arbitration administered by American Arbitration Association (AAA) under its commercial rules in Miami-Dade County, Florida. EACH PARTY WAIVES JURY TRIAL AND CLASS, COLLECTIVE, CONSOLIDATED AND REPRESENTATIVE ACTIONS. Either party may seek injunctive relief for misuse of intellectual property or confidential information. Florida law governs. Business may not assign without Dispense consent. Dispense may assign freely to an affiliate or with financing, restructuring, merger or sale. Dispense may use subcontractors. No third party is a beneficiary. Notices may be electronic. Force majeure excuses delay. The Agreement is the entire agreement; severability, waiver and counterparts apply.