Kitch — Terms of Service

Last updated: September 28, 2025 Applies to: Kitch dashboard, the Kitch restaurant app templates, related websites (including getkitch.com), APIs, and any services we provide (together, the “Service”).

This is a working draft for review by your counsel. It is not legal advice. Brackets [like this] mark fields you may want to customize.

1) Who we are

Kitch ("Kitch", "we", "us", "our") is operated by Grid Creative Advertising Inc., a corporation organized under the laws of Ontario, Canada. Contact: [legal@getkitch.com] | [mailing address]

2) Agreement to Terms

By creating an account, signing an Order, clicking “I agree,” or using the Service, you agree to these Terms. If you use the Service on behalf of a company (e.g., a restaurant brand or franchise), you represent that you have authority to bind that company. If you do not agree, do not use the Service.

3) Account Registration & Roles

• You must provide accurate account information and keep it current.
• You are responsible for all activity under your credentials and for maintaining the security of passwords, API keys, and devices.
• Kitch supports role‑based access (e.g., Owner, Manager, Staff). You must configure roles responsibly and follow least‑privilege practices.
• For enterprise accounts with multiple branches, you are responsible for assigning the correct roles across locations.

4) Tenants & Data Isolation

• Each restaurant (tenant) is logically isolated. We use separate database instances to reduce the risk of cross‑tenant data exposure.
• You are responsible for what you or your users upload to your tenant (menus, promotions, images, staff info, etc.).
• We may aggregate anonymized metrics across tenants to improve the Service. Aggregates do not identify you or your end customers.

5) Your Content & Licenses

• Ownership. As between you and Kitch, you own your Content (e.g., menus, brand assets, copy, images, inventory data, store hours, etc.).
• License to operate the Service. You grant Kitch a non‑exclusive, worldwide, royalty‑free license to host, process, display, and modify your Content as needed to provide and improve the Service (including backups, anti‑abuse, quality checks, and AI‑assisted features).
• Permissions. You are responsible for ensuring you have all rights to the Content you upload (e.g., images, logos, fonts, third‑party data).
• Feedback. If you give feedback, ideas, or suggestions, you grant Kitch a perpetual, irrevocable license to use them without obligation.

6) Templates, Components & Generated Output

• Kitch provides app templates, UI components, and AI‑assisted outputs (collectively, “Outputs”). Subject to your compliance with these Terms and payment of Fees, Kitch grants you a non‑exclusive license to use Outputs within your restaurant business.
• Outputs may include third‑party libraries or open‑source components subject to their own licenses. You are responsible for compliance with those licenses.
• AI outputs can be inaccurate or incomplete. You should review and approve outputs (e.g., promos, menu descriptions) before publishing.

7) Acceptable Use

You will not, and will not allow others to:

• violate laws or rights of others;
• upload unlawful, infringing, deceptive, or harmful content;
• probe or scan the Service for vulnerabilities or circumvent security controls;
• interfere with or disrupt the Service or other users;
• resell, sublicense, or provide the Service to third parties outside your organization without our written consent;
• reverse engineer, decompile, or derive source code except to the extent permitted by law;
• use the Service to build a competing product or to benchmark for competitive purposes without consent.

8) Service Availability & Support

• Kitch aims for high availability and reliability but does not guarantee 100% uptime. Maintenance windows and incidents may occur.
• Real‑time features (e.g., live updates, instant publishing) depend on internet connectivity and third‑party infrastructure.
• We provide [business‑hours email support] at [support@getkitch.com]. Premium SLAs may be available in an Order.

9) Changes & Roadmap

We may improve or change the Service (including features, interfaces, and pricing) and may discontinue features that are obsolete, insecure, or low‑use. If we make material changes that negatively impact you, we’ll provide reasonable notice.

10) Beta, Labs & AI Features

Some features may be labeled Beta/Labs/Early Access. They may be incomplete or change rapidly and are provided “as is,” without warranties, and may be subject to additional terms.

11) Third‑Party Services

The Service may integrate with third‑party tools (e.g., analytics, payment processors, communications providers). Your use of third‑party services is governed by their terms and privacy policies. Kitch is not responsible for third‑party services.

12) Privacy & Data Protection

• Our use of personal information is described in our Privacy Policy ([link]).
• Roles. Unless an Order or DPA states otherwise, you are the controller/business of Customer Personal Data and Kitch acts as your processor/service provider. Where Kitch determines purposes and means of processing (e.g., for platform security, anti‑abuse, or analytics of anonymized data), Kitch acts as an independent controller.
• DPA & Transfers. If you process personal data from the EEA/UK/Switzerland, our Data Processing Addendum (DPA) (including the EU Standard Contractual Clauses and UK IDTA/addendum, as applicable) is incorporated by reference. We rely on appropriate transfer mechanisms for cross‑border data flows.
• Sub‑processors. We use vetted sub‑processors to provide the Service. We remain responsible for their acts and omissions. A current list is available upon request or via our Trust page.
• Security. We implement administrative, physical, and technical safeguards designed to protect your Content, aligned with industry standards. No method of transmission or storage is 100% secure.
• Assistance. We will provide reasonable assistance with data subject requests and DPIAs where required by law and to the extent applicable to the Service.
• Retention & Deletion. We retain Customer Personal Data for the term of your subscription and delete or return it within a reasonable period after termination, subject to legal retention requirements and backups.
• Payments. If you process payment cards through your own providers, you are responsible for PCI‑DSS compliance. Kitch is not a payment processor.

13) Security & Incident Response

• You must promptly notify us of suspected unauthorized access to your account or Content.
• In the event of a confirmed Security Incident affecting the Service and your Content, we will notify your account owner and share relevant information consistent with applicable law.

14) Confidentiality

If we exchange non‑public information, the receiving party will use reasonable care to protect it and only use it to exercise rights and perform obligations under these Terms. This does not cover information that is public, independently developed, or lawfully obtained from third parties.

15) Orders, Fees & Taxes

• Orders. Subscriptions, tiers, and add‑ons may be set out in an online checkout or an Order form (each, an “Order”).
• Fees. You agree to pay the Fees for the Term indicated in your Order. Unless stated otherwise, all Fees are in [CAD] and non‑refundable.
• Billing. You authorize us to charge your payment method on a recurring basis for subscription renewals and usage‑based charges.
• Late payments. Overdue amounts may incur interest at the lesser of 1.5% per month or the maximum permitted by law, and we may suspend the Service.
• Taxes. Fees exclude taxes. You are responsible for applicable taxes (e.g., HST/GST). We will collect where required.

16) Term, Renewal & Cancellation

• Term. Your subscription starts on the Effective Date in your Order and continues for the initial term specified.
• Renewal. Subscriptions renew automatically for successive terms unless canceled before the renewal date.
• Cancellation. You may cancel at any time, but cancellation takes effect at the end of the current term. We do not offer refunds for partial terms unless required by law.
• Export. Before your subscription ends, you may export your Content using available tools or by contacting support.

17) Suspension & Termination

We may suspend or terminate access if: (a) you materially breach these Terms; (b) you fail to pay Fees; (c) your use poses a security or legal risk; or (d) we are required by law. We will make reasonable efforts to notify you of the reason for suspension when lawful to do so.

18) Warranties & Disclaimers

• You warrant that you have the rights to the Content you upload and that your use of the Service will comply with these Terms and applicable laws.
• THE SERVICE AND ALL OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, KITCH DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON‑INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
• BETA/LABS FEATURES, FREE TRIALS, AND NO‑FEE TIERS ARE PROVIDED WITHOUT ANY SERVICE LEVELS OR INDEMNITIES.

19) Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA; AND (B) EACH PARTY’S TOTAL LIABILITY FOR ALL CLAIMS IN THE AGGREGATE WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY YOU TO KITCH IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. Carve‑outs. The foregoing caps do not apply to: (i) your payment obligations; (ii) your breach of Section 7 (Acceptable Use); (iii) either party’s infringement or misappropriation of the other party’s intellectual property; or (iv) a party’s willful misconduct or fraud. These limitations apply even if a party has been advised of the possibility of such damages and notwithstanding failure of essential purpose.

20) Indemnification

You will defend, indemnify, and hold harmless Kitch and our affiliates, officers, directors, employees, and agents from and against claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your Content; (b) your use of the Service in violation of these Terms; or (c) your breach of laws or third‑party rights. We will promptly notify you of any claim, give you sole control of the defense and settlement (provided any settlement unconditionally releases Kitch and does not impose obligations on Kitch), and provide reasonable cooperation at your expense.

21) IP Infringement

If the Service is alleged to infringe third‑party IP rights, we may, at our option and expense: (a) modify the Service to avoid infringement; (b) replace the Service with functionally equivalent technology; or (c) terminate the affected feature and refund any prepaid, unused Fees for that feature. This Section states your exclusive remedy for IP infringement claims relating to the Service.

22) Publicity

We may identify you as a customer (name and logo) in our marketing materials and website, unless you opt out by emailing [legal@getkitch.com].

23) Export, Sanctions & Anti‑Corruption

You represent that you are not located in, under the control of, or a national or resident of any country or person subject to sanctions or export restrictions. You will comply with applicable export control and sanctions laws (including those of Canada, the U.S., U.K., and EU) and with anti‑bribery laws (including the Canadian CFPOA, U.S. FCPA, and U.K. Bribery Act). You will not offer or provide bribes, kickbacks, or improper payments in connection with the Service.

24) Government Users

The Service is commercial computer software. If you are a government user, your rights are limited by these Terms.

25) Assignment

You may not assign these Terms without our prior written consent (not to be unreasonably withheld). We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.

26) Notices

We may provide notices via email to your account owner, through the Service, or by posting to our website. You should send legal notices to [legal@getkitch.com].

27) Governing Law; Disputes

These Terms are governed by the laws identified in Section 31 (Regional Terms) based on your billing address or contracting entity. If no region applies, the laws of the Province of Ontario and the federal laws of Canada applicable therein govern, without regard to conflict‑of‑laws rules. The U.N. Convention on Contracts for the International Sale of Goods does not apply. Dispute resolution procedures and venue are set out in Section 31.

28) Force Majeure

Neither party is liable for delays or failures caused by events beyond reasonable control (e.g., internet outages, DDoS, strikes, acts of God, war, government actions), but each will use commercially reasonable efforts to mitigate.

29) Entire Agreement; Order of Precedence

These Terms, the Privacy Policy, any Orders, and any incorporated addenda (including the DPA and Regional Terms) are the entire agreement. If there is a conflict, the Order controls, then the Regional Terms, then these Terms, then any policies referenced. No waiver is effective unless in writing. If a provision is unenforceable, the remainder stays in effect.

30) Changes to these Terms

We may update these Terms from time to time. If we make material changes that adversely affect your substantive rights, we will provide at least 30 days’ notice (e.g., via email or in‑app). Continued use after the effective date of changes constitutes acceptance.

31) Regional Terms (Canada, United States, EEA/UK)

Applicability. This Section supplements (and, where expressly stated, supersedes) the Terms based on your billing address or contracting entity.

A. Canada

• Governing Law & Venue. Ontario law governs. The parties submit to the exclusive jurisdiction and venue of the provincial and federal courts located in Toronto, Ontario.
• Consumer Laws. The Service is offered B2B; consumer protection statutes do not apply.

B. United States

• Governing Law. The laws of the State of Delaware govern, without regard to conflict‑of‑laws rules.
• Arbitration. Except for claims seeking injunctive relief or intellectual‑property claims, any dispute will be resolved by binding arbitration administered by JAMS under its Streamlined Rules. The seat and venue will be New York, New York. Judgment on the award may be entered in any court of competent jurisdiction. Class‑action waiver: disputes must be brought in an individual capacity and not as a class or representative action.
• Small Claims. Either party may bring an individual action in small‑claims court.

C. EEA/UK

• Governing Law & Venue. Irish law governs for EEA/Switzerland customers, with exclusive jurisdiction in the courts of Dublin, Ireland. For U.K. customers, the laws of England and Wales govern with exclusive jurisdiction in the courts of England and Wales.
• GDPR. The DPA (including SCCs and UK IDTA/addendum) governs processing of personal data. Nothing in these Terms limits either party’s responsibilities under data protection laws.
• Mandatory Laws. Nothing in these Terms excludes or limits rights that cannot be excluded under applicable EEA/UK law.

Accessibility

We aim to support WCAG 2.1 AA conformance for the Kitch Dashboard and public templates on a reasonable‑efforts basis. Please report accessibility issues to [support@getkitch.com].

Subcontractors

Kitch may use subcontractors and sub‑processors to deliver the Service, remaining responsible for their performance and compliance with these Terms.

Insurance (Optional)

Upon written request, Kitch will provide a certificate of insurance evidencing commercially reasonable coverage (e.g., CGL and cyber liability) maintained during the subscription term.

Questions about these Terms? Contact us at [legal@getkitch.com].