RestaurantOwner.com Subscriber Agreement

Updated: March 30, 2023

This Subscriber Agreement ("Agreement") is entered into between you and NRAS Restaurant Owner, LLC dba RestaurantOwner.com ("we", "us" and "our"). This Agreement governs your access to and use of RestaurantOwner.com, including access to the RestaurantOwner.com online forum, RestaurantOwner.com learning system courses and training videos, course materials such as forms, templates, checklists, and training manuals, team portals, associated content and other services (collectively, the "Services").

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE YOU START USING THE SERVICES. BY USING THE SERVICES OR BY CLICKING ON THE I HAVE READ AND AGREE TO THE EMPLOYER SUBSCRIPTION PURCHASE AGREEMENT, TERMS AND CONDITIONS OF USE AND PRIVACY POLICY- BUTTON, YOU ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT AND OUR PRIVACY POLICY, FOUND AT PRIVACY POLICY. IF YOU DO NOT WANT TO AGREE TO THIS AGREEMENT OR THE PRIVACY POLICY, YOU MUST NOT ACCESS OR USE THE SERVICES. THIS AGREEMENT CONTAINS A LIMITATION OF LIABILITY PROVISION.

We may modify this Agreement at any time by posting the updated Agreement at Subscriber Agreement. The modified Agreement becomes effective 30 days after posting. By using the Services after the effective date, you agree to be bound by the most recent version of this Agreement. You are responsible for reviewing and becoming familiar with any such modifications.

1. ELIGIBILITY AND REGISTRATION
   1. If you are under the age of 18, you may not register for a RestaurantOwner.com account or use the Services or Content. The Services and Content are provided only for your internal business purposes and not for personal, family or household purposes. Only registered users who provide us with a valid email address and other required registration information and agree to this Agreement may use the Services. By using the Services, you represent that you are of legal age to form a binding contract with us and meet the other eligibility requirements. If you do not meet all of these requirements, you must not access the Services or Content.
   2. Services and content made available to you through the Services ("Content") are subject to usage limits specified when you purchase your subscription. You may not exceed the maximum number of users you subscribed and paid for. If you exceed your maximum number of users, you agree to pay for excess usage charges.
   3. You are responsible for maintaining the security of your passwords and other account access credentials. You may not share passwords or other access credentials. You must maintain an up-to-date list of current authorized users. We may audit your records upon reasonable prior written notice to you to confirm your compliance with this Agreement, including your number of users. Generally, we will not perform an audit more frequently than once in any twelve-month period unless we have reason to suspect unauthorized use or other non-compliance.
   4. To access the Services, you may be asked to provide certain registration details or other information. It is a condition of your use of the Services that all the information you provide is correct, current, and complete. You agree that all information you provide to register for the Services or otherwise, including through the use of any interactive features, is governed by our Privacy Policy PRIVACY POLICY, and you consent to all actions we take regarding your information consistent with our Privacy Policy.
   5. You must treat your username, password, or any other information you use to access the Services, as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Services or Content using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security.
   6. We may disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have breached any provision of this Agreement.
2. SUBSCRIPTION TERMS
   1. You may be presented with different plans and options when purchasing your subscription (each a "Service Tier"). Different Service Tiers or other offerings may be subject to different pricing, usage rules, eligibility, restrictions, and features.
   2. Your subscription to the Services and Content includes enrollment into an ongoing/recurring payment plan. Your subscription will automatically renew at the end of the billing period unless you cancel it as provided in the instructions for cancellation below. Payment will be charged to your chosen payment method at the time of purchase and at the start of each new billing period, unless cancelled. Your billing period- is the interval of time between each recurring billing date and corresponds to the term of your subscription. For purposes of this Agreement, a day- or date- begins at 12:00 a.m. Central time and ends at 11:59 p.m. Central time of that same day. Charges may be prorated for any partial month of service. To see your next recurring billing date, log in to your account and view your account details here. You acknowledge that the timing of billing may vary, including if your subscription began on a day not contained in a given month (e.g., if you have a 30-day subscription and became a paying subscriber on January 15, your payment method would be billed next on February 14), due to promotional offers, credits applied, or changes in your subscription or payment method. We may also offer you the ability to pause your subscription for a specified period of time. If you do not cancel before the end of the pause period, billing will resume automatically. We may change our pricing at any time in our discretion. We will notify you in advance of a pricing change by sending an email to the email address registered with your account. If you do not wish to accept a price change, you may cancel your subscription using the instructions included in our email notice to you. If you do not timely cancel your subscription, your subscription will be renewed at the price in effect at the time of the renewal, without any additional action by you. You authorize us to charge your payment method for the new subscription price.
   3. Our fees do not include any taxes. You are responsible for paying all taxes associated with your purchases. If we have the legal obligation to pay or collect taxes that are your responsibility under this Agreement, we will invoice you and you will pay that amount unless you provide us with a valid tax exemption certificate authorized by the appropriate taxing authority.
   4. You can cancel your subscription at any time before the end of the current billing period. Cancellation will take effect at the end of the current billing period unless otherwise agreed. If you cancel, you will continue to have access to the Services and Content through the end of your current billing period, unless you are subscribed through promotional code or other credit, in which case cancellation may be effective immediately. If you change your subscription to add or delete Services or Content or switch Service Tiers during a billing period, you may not have continued access to your original Services or Content. You must cancel your subscription prior to 11:59 p.m. Central time on the day before your next recurring billing date to avoid charges for the next billing period. We do not provide refunds or credits for partial billing periods, although we may provide refunds or credits on a case-by-case basis in our discretion. If you cancel, including if you switch your billing to a third-party, you will forfeit any service, referral, or redeemed gift card credits. To cancel your subscription, click here .
   5. We do not store your payment information. Your payment information is collected and stored by our third-party payment processor. You are responsible for keeping your payment information current. Where your details change or are due to expire, we may obtain or receive from your payment provider updated payment details including your card number, expiry date and card verification value (CVV) or equivalent so we can continue to provide you access to the Services. You authorize us to continue to charge your payment method using the updated information. In the event of a failed attempt to charge to your payment method (e.g., if your payment method has expired), we reserve the right to retry billing your payment method. If a payment is not successfully authorized due to expiration, insufficient funds, or otherwise, we may suspend or terminate your subscription. You will remain responsible for any amounts you fail to pay in connection with your subscription, including collection costs, bank overdraft fees, collection agency fees, reasonable attorneys' fees, and arbitration or court costs. You also agree that we may charge your payment method on file if you decide to restart your subscription.
3. INTELLECTUAL PROPERTY RIGHTS
   1. Subject to the limited rights expressly granted hereunder, we and our Affiliates, licensors and content providers reserve all of their right, title and interest in and to the Services and Content, including all of their related intellectual property rights. No rights are granted to you under this Agreement except as expressly set forth herein.
   2. You and your authorized users have the right to access and use the applicable Services and Content subject to the terms of this Agreement solely for your internal business purposes.
   3. You must not (i) make all or any part of the Services or Content available to anyone other than your authorized users, or use the Services or Content for the benefit of anyone other than you and your authorized users, (ii) sell, resell, license, sublicense, distribute, make available, rent or lease any Service or Content, or include any Service or Content in a service bureau or outsourcing offering, (iii) use a Service to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (iv) use a Service to store or transmit malicious code, (v) interfere with or disrupt the integrity or performance of any Service or third-party data contained therein, (vi) attempt to gain unauthorized access to any Service or Content or its related systems or networks, (vii) permit direct or indirect access to or use of any Services or Content in a way that circumvents a contractual usage limit, or use any Services to access or use any of our intellectual property except as permitted under this Agreement, (viii) modify, copy, or create derivative works based on a Service or Content, any part, feature, function or user interface thereof, (other than with respect to designated templates, which may be modified or copied solely for your internal business purposes), (i) copy Content except as permitted in this Agreement, (ix) frame or mirror any part of any Service, other than framing on your own intranets or otherwise for its own internal business purposes, (x) except to the extent permitted by applicable law, disassemble, reverse engineer, or decompile a Service or access it to (A) build a competitive product or service, (B) build a product or service using similar ideas, features, functions or graphics of the Service, or (C) copy any ideas, features, functions or graphics of the Services.
   4. We may suspend your access to the Services and Content for any failure, or suspected failure, to comply with these restrictions.
4. AVAILABILITY; USAGE TERMS
   1. We reserve the right to withdraw or amend the Services, any Content, and any service or material we provide, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services or Content are unavailable at any time or for any period. From time to time, we may restrict access to some or all of the Services or Content to users, including registered users.
   2. You are responsible for all hardware and software, Internet access, and materials and services necessary for you to access the Services and ensuring that all users who access the Services through your subscription are aware of this Agreement and comply with it.
   3. You are responsible for any and all information, data and content posted or uploaded through your account or otherwise provided to us pursuant to this Agreement ("Purchaser Data") and its accuracy. You hereby represent and warrant that: (i) if you are signing this Agreement on behalf of an entity, the entity is duly incorporated, validly existing and in good standing under the laws of the state in which it is incorporated; (ii) you and/or the entity you are signing this Agreement on behalf of has full right and authority to enter into and fully perform this Agreement in accordance with its terms; (iii) you shall perform your obligations under this Agreement in accordance with all applicable laws and regulations; (iv) you have obtained any and all consents and third-party rights which may be required for the performance of your obligations under this Agreement including, without limitation, all consents and third-party rights required to provide the Purchaser Data to us; and (v) all of your authorized users are individuals employed by or similarly affiliated with you.
5. SUSPENSION AND TERMINATION
   1. You agree that we may, in our sole discretion and without notice or liability to you, restrict, suspend, or terminate your access to part or all of the Services or Content if we believe you are using or have used the Services or Content in violation of this Agreement or applicable law or regulations or in any manner other than for their intended purpose and in accordance with all other guidelines and requirements applicable thereto. Without limiting the foregoing, we may restrict or suspend your access to your account for cause, which cause includes but is not limited to (i) requests from law enforcement or other government authorities, (ii) unexpected technical issues or problems, or (iii) if we reasonably believe that your account has been created fraudulently, your account has been accessed fraudulently, or anyone uses your account to commit fraud or for any purpose other than its intended purpose and in accordance with all of the requirements applicable thereto.
   2. You agree that we will not be liable to you or to any third party for any such restriction, suspension, or termination of your access to your account or the Services or Content.
   3. We also reserve the right to take appropriate legal action against you for violating intellectual property rights, fraud, or similar grounds for termination.
   4. Our decision to delay exercising or enforcing any right or remedy under this Agreement will not constitute a waiver of such right or remedy with respect to any party.
   5. UPON TERMINATION OF YOUR ACCOUNT, WHETHER TERMINATED BASED ON OUR DETERMINATION OR AT YOUR REQUEST (OTHER THAN A CANCELLATION OF YOUR SUBSCRIPTION, IN WHICH CASE YOUR SUBSCRIPTION WILL CONTINUE TO THE END OF THE BILLING PERIOD), YOU WILL LOSE THE RIGHT TO ACCESS THE SERVICES AND THE CONTENT.
6. ADDITIONAL PROVISIONS
   1. The information presented on or through the Services and the Content is made available solely for general information and education purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other person accessing the Services or Content, or by anyone who may be informed of any of the Content.
   2. Content may be provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the Content provided by us, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect our opinion. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
   3. We may update the Content from time to time, but the Content is not necessarily complete or up to date. Any of the material included in the Content may be out of date at any given time, and we are under no obligation to update such material.
   4. The Services may contain links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked through the Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
   5. You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Services will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES OR TO YOUR DOWNLOADING OF ANY CONTENT, OR ON ANY WEBSITE LINKED TO THE SERVICES.
   6. YOUR USE OF THE SERVICES AND ANY CONTENT IS AT YOUR OWN RISK. THE SERVICES AND CONTENT ARE PROVIDED AS IS- AND WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, RESTAURANTOWNER.COM AND ITS AFFILIATES, LICENSORS, AGENTS, AND SERVICE PROVIDERS (COLLECTIVELY. THE RESTAURANTOWNER PARTIES-) EACH EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY. INCLUDING BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY. FITNESS FOR A PARTICULAR PURPOSE, ACCURACY. COMPLETENESS, AVAILABILITY. SECURITY. COMPATIBILITY. SATISFACTORY QUALITY AND NONINFRINGEMENT. AND THEIR EQUIVALENTS UNDER THE LAWS OF ANY JURISDICTION. YOU ALSO ACKNOWLEDGE AND AGREE THAT THE RESTAURANTOWNER PARTIES DO NOT WARRANT THAT THE CONTENT OR THE SERVICES WILL BE WITHOUT ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT. THE RESTAURANTOWNER PARTIES DO NOT WARRANT OR OTHERWISE STATE THAT THE CONTENT OR THE SERVICES WILL MEET YOUR REQUIREMENTS. YOU AND NOT THE RESTAURANTOWNER PARTIES ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION OCCASIONED BY USE OF THE CONTENT AND THE SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
   7. IN NO EVENT WILL WE, OUR AFFILIATES OR OUR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT FOR ANY LOST PROFITS, REVENUES, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, BUSINESS INTERRUPTION OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF US AND OUR SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE AMOUNT YOU HAVE PAID US FOR THE APPLICABLE SERVICES AND CONTENT IN THE LAST 12 MONTHS OUT OF WHICH LIABILITY AROSE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
   8. We are not liable for any damages or failure to perform our obligations under the Agreement because of circumstances beyond our reasonable control. If those circumstances cause material deficiencies in the Services and continue for more than 30 days, either of us may terminate any affected Service on written notice to the other.
   9. You are solely liable for any breach, misrepresentation, error or omission by you, your employees, agents and representatives concerning this Agreement, the subscription and the Services or otherwise made by such party in fulfilling your or their obligations hereunder. You will indemnify, defend and hold harmless us and our affiliates and their directors, officers, employees, agents, representatives, successors and assigns (collectively, the "Indemnified Parties") against any claim brought against the Indemnified Parties by a third party (a) arising out of your violation or breach of this Agreement and the representations contained herein, or (b) alleging your use of the Services or any Content, including your account and/or your users' use of the Services or Content, other than as authorized in this Agreement, violates applicable law or regulations, or infringes the claimant's intellectual property rights. You will pay us for finally awarded damages and costs and settlements of the claim that you have approved.
   10. Neither party may assign any of its rights or obligations under this Agreement, whether by operation of law or otherwise without the other party's prior written consent except that either party may assign this Agreement to an affiliate or in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets related to the subject matter of this Agreement.
   11. You may voluntarily provide any comments, suggestions, ideas or recommendations (collectively, "Feedback") to us, and if so, you grant us a perpetual, irrevocable, transferable, non-exclusive right, without charge, to use any Feedback you provide related to any of our Services or Content in any manner and for any purpose.
   12. The Services and Content, and derivatives thereof may be subject to export laws and regulations of the United States and other jurisdictions. You represent that you are not named on any U.S. government denied-party list. You will not permit any user to access or use any Service or Content in a U.S.-embargoed country or region or in violation of any U.S. export law or regulation.
   13. Except as otherwise specified in this Agreement, all notices, permissions, and approvals hereunder shall be in writing and shall be deemed to have been given upon: (i) personal delivery, (ii) the third business day after mailing, or (iii) the first business day after sending by email (provided email shall not be sufficient for notices of termination). Billing-related notices to you shall be addressed to the relevant billing contact designated by you. All other notices to you shall be addressed to the person designated by you during registration. Notices to us should be sent by email to [email protected], or by mail at:
       RestaurantOwner.com
       233 South Wacker Drive
       Suite 3600
       Chicago, IL 60606
       
   14. You agree that any action at law or in equity arising out of or relating to this Agreement that is not subject to arbitration shall be filed, and that venue properly lies, only in the state or federal courts located Cook County, Illinois and you consent and submit to the personal jurisdiction of such courts for the purposes of litigating such action.
   15. This Agreement and your access and use of the Services and Content are governed by and construed in accordance with the laws of the State of Illinois and the laws of the United States, without giving effect to any conflict of law principles.
   16. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties. Each party will be solely responsible for payment of all compensation owed to its employees, as well as employment related taxes.

   17. If any provision of this Agreement shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
   18. The provisions of this Agreement which by their nature should survive the termination of this Agreement shall survive such termination.
   19. This Agreement together with any agreements or documents that are incorporated herein by reference, constitute the entire agreement between you and us pertaining to the subject matter hereof and supersedes all prior or other arrangements, understandings, negotiations and discussions, whether oral or written. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar), nor shall such waiver constitute a continuing waiver unless otherwise expressly provided.