We're Updating Our Terms of Service

Most terms-of-service updates arrive as a link you don't click, attached to an email you don't read, changing things you won't find out about until they cost you something.

We didn't want to do it that way. So here's what changed in the Joe Coffee Merchant Terms of Use, why, and what it means for your shop. The new Terms take effect 08/28/2026. What we made clearer

A lot of this revision isn't new policy, it's us finally writing down how the platform already works.

The biggest one: our loyalty program is now the Rewards & Growth Program, and the Terms now describe honestly what it is. Joe Coffee operates it. We pool contributions across the whole network, we fund the redemptions and the promotions, and we carry the financial risk when a reward gets redeemed at your counter. You're not running a loyalty program with our software bolted on — you're a beneficiary of one we operate, which is a meaningfully different thing and should have been written that way from the start. We also spelled out what we are not. We're not your payment processor; Stripe handles that, and all payment data lives with them under their terms.

What we're committing to Some of the new language is us taking on obligations we didn't have before.

You'll get daily and weekly reporting through your dashboard covering program contributions, redemptions paid out at your location, your net program cost, and a per-item reconciliation showing exactly how that cost was prorated across each loyalty-attributed transaction. We've also committed in writing to ROI reporting refreshed at least every thirty days.

We wrote the fees down plainly: payment processing at 2.6% + $0.10 per transaction, and Rewards & Growth Program contributions that will never exceed 10% of a program transaction. If we ever change a fee, you get thirty days' notice first. That's now a contractual obligation, not a courtesy. What we're asking of you A few things got more refined when it comes to our hardware, and we'd rather say so directly than let you find out later.

If we ship you hardware, you need to go live within thirty days or send it back. It stays our property, and it comes home when your account closes. We cover factory and battery defects; drops, spills, and theft are on you. There's a two-year limited warranty on materials and workmanship. If you already have hardware from us, your thirty-day clock starts on **08/28/2026. **

Receipts need to carry everything card network rules require. You can't surcharge a customer for using Joe Coffee. And if you're selling your shop, give us seven business days' written notice so gift card and loyalty balances get reconciled properly between you and the incoming owner.

Read it below, then ask us about it.

Continuing to use Joe Coffee on or after 08/28/2026 means you've accepted them. If something in here doesn't sit right, or you want a human to walk you through a section, email us at success@joe.coffee. We'd genuinely rather have the conversation now and answer any questions you have now.

Merchant Terms of Use Coffey Ventures, Inc. (DBA Joe Coffee) Revision Date: 07/28/2026 Effective Date: 08/28/2026

These Merchant Terms of Use (or "Terms") are a binding contract between You ("Merchant" or "You" or "Your") and Coffey Ventures, Inc., a Delaware corporation, DBA Joe Coffee (the "Company"). These Terms contain the terms and conditions that govern Your access to and use of the Joe Coffee mobile application for merchants (the "App"), as well as our website joe.coffee and our other websites or online channels, and other products lines or services we offer (collectively, our "Services"). Merchant and Company may be referred to in these Terms individually as a "Party" or together as the "Parties". If You have any questions regarding our Services or these Terms, please contact us at success@joe.coffee.

THESE TERMS INCLUDE A CLASS ACTION WAIVER AND AN ARBITRATION PROVISION THAT GOVERNS ANY DISPUTES BETWEEN YOU AND JOE COFFEE.

Eligibility and Acceptance of Terms

To accept the Terms and use the Services, You must be of legal age and capacity to form a binding contract. By downloading or installing the App or using our Services in any manner, You accept and consent to these Terms and all documents incorporated herein. You can also accept these Terms by clicking to accept or agree to the Terms where this option is made available to You in any agreement or electronic form, by creating an account, or by clicking "sign up" or any similar mechanism. If You are accessing the Services on behalf of a company or other legal entity ("Entity"), You represent and agree that You are authorized to act on behalf of the Entity and to bind such Entity to these Terms. If You do not agree to these Terms, do not access or use our Services. You must register and create an account to use the Services. By registering, You represent and warrant that (i) any information You submit to the Company is truthful and accurate; (ii) You will maintain the accuracy of that information; (iii) You will not share Your login credentials with anyone and You will be entirely responsible for maintaining the security of Your account and login credentials, if any; (iv) You are responsible for all activity that occurs in connection with Your login credentials and You will notify us promptly if You suspect Your login credentials may have been used without authorization; (vi) You are solely responsible for all activity on Your account using Your login credentials; and (vii) Your use of our Services and their features does not and will not violate any applicable law, rule or regulation. Any information that You provide to us will also be subject to our Privacy Policy.

The Services

The Company operates as a Rewards & Growth Program provider, merchant services platform, and network operator for independent coffee businesses and other merchants (collectively, "Merchants") and their ("Customers") as described in these Terms.

Rewards & Growth Program Operator. The Company serves as the principal operator of a universal loyalty and rewards Rewards & Growth Program that spans all participating Merchants using the Company’s platform (the "Rewards & Growth Program").

As a Rewards & Growth Program operator, the Company pools Rewards & Growth Program contributions from across its network, manages Rewards & Growth Program reward redemptions and promotional incentives, reinvests in the growth of the collective network, and assumes certain financial risk associated with the Rewards & Growth Program. Merchants participate in the Rewards & Growth Program as beneficiaries of a managed service, not as individual operators of their own Rewards & Growth Programs. The Company’s role as Rewards & Growth Program operator is distinct from the payment processing services provided by Stripe, Inc. ("Stripe"), which are governed by Stripe’s own terms and conditions.

Not a Payment Processor. The Company is not a payment processor. Payment processing services are provided by Stripe, a third-party payment processor. The Company’s core services include: (i) operating a universal rewards and Rewards & Growth Program across the network; (ii) providing merchant technology tools including point-of-sale, mobile ordering, and kiosk systems; (iii) managing customer engagement, marketing, and promotional Rewards & Growth Programs on behalf of participating Merchants; and (iv) building and maintaining shared infrastructure that benefits the collective network of independent businesses. Payments Processing via the Services.

The Services include features that facilitate transactions between Merchants and Customers. Payment processing is provided by Stripe, a third-party payment processor. All payment data is processed and stored by Stripe. Stripe may request additional information from time to time to enable certain features of the Services, which may become unavailable if You do not provide such additional information. By using these features on the Services, You also agree to be bound by Stripe’s Terms and Conditions and Privacy Policies, available at: https://stripe.com/us/connect-account/legal. When You provide payment information, You consent to transactions initiated by You and enabled through the Services. The Company cannot guarantee the accuracy of payment information, which is the responsibility of the You and Your Customers, and cannot be responsible for delay or interruption of payments due to inaccurate information. The Company does not process or store payment information. The Company’s role in the transaction flow is limited to operating the Rewards & Growth Program layer as described in Sections 2(a) and 3 of these Terms.

Pursuant to applicable PCI DSS requirements, (i) the Company will maintain appropriate security controls for any account data the Company possesses, stores, processes, or transmits on behalf of Merchant or to the extent the Services could impact the security of Merchant cardholder data and/or sensitive authentication data and (ii) upon Merchant’s written request, the Company will provide information reasonably necessary to support Merchant compliance activities.

Not a Retailer. The Company is not a retail store, restaurant, food delivery platform, merchandise delivery platform or food preparation entity. Merchants fulfill orders independently using their own facilities, staff, supplies, and service providers. The Company does not guarantee the quality of what Merchants sell and does not independently verify, and is not liable for, representations made by Merchants regarding their products on our website. The Company is not the retailer of any products offered by Merchants, nor is it in the delivery business or a common carrier. The Company shall not be liable or responsible for any order fulfillment, payments, pickups, or delivery services provided, or any errors or misrepresentations made, by Merchants, whether directly or through the Merchant’s service providers. You hereby acknowledge that the Company does not supervise, direct, control, or monitor a Merchant’s activities and expressly disclaims any responsibility or liability for the services performed.

Public Listings and Directory Services. As part of the Services, the Company may create, populate, display, maintain, correct, or update public merchant listings. Listing information may originate from Merchants, publicly available information, third-party sources, integrations, community submissions, or other lawful sources. A Merchant may appear on Joe Coffee before registering for the Services or before claiming a listing on the Services. If You claim a listing, request dashboard access, submit listing edits, or connect a third-party account for verification, You represent and warrant that You are authorized to act on behalf of the applicable merchant and to bind that merchant with respect to the requested actions. The Company may use verification tools, including third-party business-profile services such as Google Business Profile, to verify that authority and to establish or maintain listing control and merchant access. The merchant remains responsible for reviewing, correcting, and maintaining the accuracy of merchant-provided or merchant-controlled information. The Company does not guarantee that listing content, menu content, pricing, hours, amenities, ordering links, photos, or other merchant information is complete, accurate, or current.

Rewards & Growth Program The Rewards & Growth Program allows each Merchant to offer Customer rewards without many of the typical risks associated with such programs. By participating in the Rewards & Growth Program, You as the Merchant agree as follows:

Rewards & Growth Program: The Company manages all rewards, bonuses, and Customer engagement activities available through the Rewards & Growth Program on the Company’s proprietary technology and data systems. Promotion Types (Patrons): The Rewards & Growth Program may offer one or more types of promotions at a given time. Some promotions may require Customers to load a balance onto their store-specific loyalty card to participate.

Weekly Bonuses: The Rewards & Growth Program may offer rotating bonuses, such as Double Points Days, a Monday bonus of 100 points, or a Friday bonus for customers who make multiple purchases in a day. Refer-a-Friend: The Rewards & Growth Program includes a refer-a-friend component, enabling Customers to earn additional rewards by referring new customers to Your shop and other participating locations.

First-Time Purchase Incentives: The Company may allocate a budget to incentivize new Customers to make their first purchase at Your shop or other participating locations.

Global Codes: From time to time, the Company may promote certain unique promotional codes on behalf of the Company, which may be used with all merchants ("Global Codes"). The Company will compensate You for the amounts attributable to Global Codes used at Your store.

Merchant Codes: If You have "owner" status for Your Merchant account, You may have the option to create unique promotional codes for Your merchant account with the Company ("Merchant Codes"). You understand and agree that the Company will not be responsible or obligated for any Merchant Codes, Reward Balance adjustments, or Loyalty/Gift Card credits You decide to promote and use.

Customer Communication: Communication with Customers will be facilitated through the Rewards & Growth Program, including via SMS messages. Customers have the option to opt out of receiving these communications at any time.

Redemption: Customers can redeem rewards, manage loyalty balances, and apply discounts through various Company-enabled platforms, including Point-of-Sale systems, the App, the Joe Coffee website, or kiosk systems, as available.

Changes and Updates: The Company reserves the right to modify, suspend, or terminate the Rewards & Growth Program or any specific rewards, bonuses, or terms at any time. Merchants will be notified of any material changes at least thirty (30) days in advance by posting a notice to the Services. This Section 3 apply to rewards offered to Customers only, and does not apply to promotions offered to Merchants under Section 4 of these Terms.

4. Promotional Offers (Merchants) Promotional offers made available through the Services are subject to change at the Company’s discretion. Promotional offers have stated expiration dates and offers that have expired will not be honored or redeemed after their expiration date and Patrons. Gift Cards and Shop Loyalty Cards

Customers may purchase or redeem a Joe Coffee gift card ("Gift Card") to be used toward the purchase of Merchant goods and services. Customers may also purchase a Merchant-specific Gift Card, or Merchant may grant Customers a Merchant-specific Gift Card as part of a loyalty promotion, to be redeemed toward the purchase of goods and services only from Merchant’s location ("Shop Loyalty Card"). Merchants must redeem all Gift Cards, including Shop Loyalty Cards, in compliance with the Company’s Terms and Conditions of Use and applicable law. In the event the Merchant terminates the Services, or a Customer requests a refund, the Merchant is responsible for any refunds in accordance with their state laws.

Alcohol Sales As a Merchant, You agree to: (i) not sell or permit any Customer under 21 years of age from purchasing or picking up any alcohol products or goods from You; (ii) be responsible for verifying any Customer’s valid government-issued identification proving the Customer is at least 21 years of age if the Customer is purchasing or picking up any alcohol product or good from You; (iii) be responsible for determining if a Customer who is purchasing or picking up alcohol products or goods is intoxicated to an extent where applicable laws prevent You from permitting the purchase or pickup of the alcohol product or goods; and (iv) be responsible for compliance with any and all alcohol products and goods related laws and obligations.

Fees and Costs Payment Processing. The Company contracts with Stripe for payment processing services. Payment processing rates through the App are 2.6% + $0.10 per transaction plus $.20 for card not present orders for all payment types except cash.

All payment data is processed and stored by Stripe subject to Stripe’s terms and conditions (https://stripe.com/us/connect-account/legal). Payment processing rates are subject to change pursuant to the Fee Changes provision of this Section 7 of these Merchant Terms.

Rewards & Growth Program Pool. The Company acts as the principal operator of the Rewards & Growth Program. To fund the Rewards & Growth Program, the Company automatically collects a percentage of each transaction on the App by a Customer who has opted in to the Rewards & Growth Program (each a "Program Transaction"). The percentage collected from a given Transaction (each a "Program Contribution") is calculated according to the schedule and metrics posted on our Pricing page and will not exceed ten percent (10%) per Program Transaction. Platform Fees. The Company offers Merchants additional platform services in exchange for the usage-based fees ("Usage Fees") specified on the Pricing page and calculated based on the applicable Transaction value. Fee Changes. You acknowledge and agree that the fees described in this Section are subject to change, and the Company reserves the right to modify these fees at any time upon providing notice to You on the Services at least thirty (30) days before such changes take effect.

Reporting and Reconciliation Reports. The Services offer automated daily and weekly reporting to Merchants through the merchant dashboard. Reports include: (i) total sales; (ii) total sales for Transactions (loyalty-attributed sales); (iii) Rewards & Growth Program Pool contributions (up to 10% of Transactions); (iv) reward redemptions paid out at the Merchant’s location; (v) the Net Program Cost for the reporting period; and (vi) a per-item reconciliation showing the prorated Net Program Cost applied to each loyalty-attributed transaction (“Reports”).

ROI Reporting. The Company will provide reporting to Merchant updated at least every thirty (30) days to illustrate return on investment of the Program.

Recordkeeping. You are solely responsible for compiling and retaining copies of the Reports as necessary to comply with Your recordkeeping, legal, and regulatory requirements. The Company is not responsible for maintaining Reports or other records on Your behalf or in a manner consistent with Your record retention obligations. You are solely responsible for the accuracy and compliance of any reporting and recordkeeping related to the Net Rewards & Growth Program Cost and for reconciling the Reports with Your actual business activities.

Merchant Information. The Company reserves the right to request certain information like Your business EIN or Tax ID, copy of a government identification card, a business invoice, financial statement, or other information as necessary to provide You with the Reports and/or the Services. We use this information for to provide the Services and for internal purposes only.

Notifications. You agree to add the email address success@joe.coffee for receiving reports to the "Safe Sender" list on Your email account.

Errors. You agree to notify the Company of any errors or discrepancies in Your Reports within thirty (30) days from posting date. Your failure to notify us within thirty (30) days will be deemed a waiver of any right to amounts that may be owed to You. If You submit or cause the Services to process transactions (directly or via a third party) erroneously, You will contact the Company immediately to inform us of the specifics of the error and fully cooperate with in resolution of that error.

Disputes. For any rewards-related disputes, Merchant must submit a written dispute to the Company within thirty (30) days of the reporting period in question.

Taxes. It is solely the Merchant’s responsibility to determine which taxes apply to payments Merchant makes or receives via the Services and it is solely Merchant’s responsibility to collect, report, and remit the correct tax to the applicable tax authority.

Escheat. Merchant understands and agrees that (i) expired or unclaimed rewards or benefits available through the Rewards & Growth Program may be subject to state escheatment laws, as applicable and (ii) notwithstanding any contrary provision in the Terms, Company reserves the right to withhold or redistribute rewards, benefits, funds, or other property, and to disclose information about the applicable Customer and/or Merchant, to the appropriate third party or parties as necessary to comply with applicable laws and regulations. Benchmarking and Insight Tools.

The Services may include reporting, benchmarks, comparisons, pricing-position analysis, margin analysis, cost and profitability tools, market intelligence, labor insights, loyalty insights, and similar analytics. These tools are provided for informational and decision-support purposes only. Merchant retains sole authority and responsibility for setting, changing, approving, and implementing its own prices, promotions, staffing, menu configuration, and business decisions, as well as for complying with all applicable laws relating to such decisions.

Merchant’s Relationship with Customers For each transaction facilitated through the Services, the Merchant and its Customer, and not the Company, are responsible for their respective obligations relating to purchases and sales via the Services. You as the Merchant are responsible for all transactions related to Your Account, as well as all refunds and returns. Additionally, You as the Merchant are solely responsible for providing customer service to Your Customers for any and all issues related to Your products or services. Merchants are required to provide a receipt to the Customer at the conclusion of each purchase that includes all information required under applicable Card Network rules and law. You as the Merchant are solely responsible for providing customer service to Your Customers for any and all issues related to Your products or services, including but not limited to refunds and/or disputes about the quality of products or services. The merchant shall be solely liable for any claim(s) that arise, directly or indirectly, out of the delay or failure to deliver the purchased product(s) to the Customer. The Company cannot and will not intervene in any dispute between a Customer and a Merchant for any transactions using the Services. Merchants are prohibited from imposing a fee or surcharge for use of the Services on a Customer or misrepresenting any fees applicable to a transaction completed via the Services.

Acceptable Conduct; Anti-Harassment Acceptable Conduct. Merchant agrees that Merchant and its owners, employees, agents, and Authorized Users will interact with Company personnel, contractors, and representatives in a professional and lawful manner. Merchant shall not engage in, and shall not permit its personnel to engage in, any harassment, threats, intimidation, abuse, discrimination, or other hostile or harmful conduct directed at Company personnel, whether occurring by phone, email, SMS, in person, through the Services, or by any other means. Prohibited Communications to Third Parties. Merchants shall not make or transmit false, misleading, or defamatory statements concerning the Company to the Company’s investors, lenders, partners, customers, or other third parties.

Company-Provided Hardware Definitions. For purposes of this Section, "Hardware" or "Devices" means any point-of-sale terminal, tablet, card reader, kiosk, peripheral, or other physical equipment provided, loaned, leased, or made available to Merchant by the Company, whether as part of a paid plan, promotional arrangement, or beta program. Hardware remains the property of the Company unless and until ownership is expressly transferred to Merchant in writing. As used in this Section, "Retail Value" means the Company’s then-current published retail price for the applicable Device. Hardware. We provide each Merchant with Hardware (e.g., three (3) screens and a cash drawer) to support the Merchant’s use of our Services. Hardware is set up to use with our Services and integrated for use with our third-party payment processor(s).

The Merchant must replace the Hardware if the Hardware is damaged while in the Merchant’s possession. If Hardware arrives at Merchant’s location with errors or factory defects, or if the Hardware experiences a battery defect, we will replace such Hardware at no cost to the Merchant. Launch Requirement. Merchants must activate and begin live use of the Services using the Hardware ("Launch") within thirty (30) days of receiving the Hardware. If Merchant fails to Launch within this period, Merchant must, at the Company’s direction, either (i) return all Hardware in its possession using a shipping label provided by the Company and bear the cost of shipping, or (ii) pay the Company the retail value of the Hardware in Merchant’s possession.

Return of Hardware. Upon termination of these Terms, conclusion of an applicable beta program, or the Company’s request, Merchant must return all Company-provided Hardware in its possession. The Company will provide a shipping label. If Merchant fails to return the Hardware within thirty (30) days of receiving the shipping label via email to the Merchant’s email address on file, Merchant agrees to pay the Company the Retail Value of the Devices in Merchant’s possession. The Company may invoice Merchant for such amounts, which are due upon receipt.

Beta Program Hardware. Where Merchant participates in a beta program that includes the use of Hardware, Merchant must return all beta Hardware upon conclusion of the program or termination of the partnership. The Merchant is responsible for the Hardware while in its possession. Merchant shall be responsible for any damage to or loss of Hardware resulting from accident, misuse, liquid or water exposure, loss, theft, or unauthorized modification and Merchant shall be liable to pay the cost of repair or replacement of such Hardware at Retail Value.

Hardware Warranty. The Company provides a limited warranty for the Hardware against defects in materials and workmanship under normal use only for a period of two (2) years from the date of receipt. For the avoidance of doubt, this limited warranty does not cover damage described in the Beta Program Hardware provision above, or any damage arising from accident, misuse, liquid or water exposure, loss, theft, unauthorized modification, or other causes other than a defect in materials or workmanship. Merchant’s sole and exclusive remedy under this limited warranty is repair or replacement of the Hardware or credit at the Company’s sole option.

Transfer of Ownership Advance Notice. If Merchant intends to transfer ownership of its business or the Merchant account, Merchant must notify the Company in writing at least seven (7) business days in advance of the transfer. Gift Card and Loyalty Balances. Outstanding Shop Loyalty Card balances must be reconciled and agreed between the outgoing and incoming Merchant account owner prior to the account transfer. The Company remits Gift Card and Shop Loyalty Card value to the Merchant as transactions occur and, as such, the outgoing owner has already been paid for these balances; accordingly, the

Company is unable to refund Patrons for Shop Loyalty Card or Merchant-specific balances following a transfer. The outgoing and incoming owners are solely responsible for allocating responsibility for these balances between themselves. Joe Coffee Gift Card balances (as distinct from Shop-specific balances) may be refunded to a Patron only where the Patron does not wish to, or cannot reasonably, redeem the balance at another participating location.

Former Owner Access. Upon completion of a ownership transfer, the outgoing owner’s role in the Merchant Manager will be changed to "Former Owner." This role limits access to the Merchant Manager and permits the Former Owner to view only Reports corresponding to the period of their ownership. Software Requirements

You must have a compatible mobile telephone or handheld device, internet access, and the necessary minimum specifications listed on the relevant application page ("Software Requirements") to use the App on a mobile device. Merchants are responsible for supplying and maintaining their own tablets and other devices that meet the Software Requirements in an adequate number to receive and fulfill orders via the App, except for any Company-Provided Hardware governed by Section 11. In no case shall the Company be responsible or liable to a Merchant or any third party for any loss or damages related to a Merchant’s inability to use the App due to insufficiency of such Merchant’s device(s). The terms of agreement with Your respective mobile network provider will continue to apply while You use the App. Data and messaging charges may apply to Your use of the App or any text messaging or photo sharing features You use via the App. You accept responsibility for any such charges that arise. If You are not the bill payer for the mobile telephone or handheld device being used to access the App, You will be assumed to have received permission from the bill payer for use of the App.

Services Ownership and License Grant Unless otherwise expressly indicated, the Services and all data, images, logos, source code, content, non-public APIs, and other materials contained in the Services (collectively, the "Company Property") are copyrights, trademarks, trade dress or other intellectual property owned, controlled, or licensed by the Company. The Company Property is protected by U.S. and foreign copyright, trademark, trade dress, or other proprietary rights laws and international conventions. The Company hereby grants You a license to use the Company Property at the access level we grant to You as permitted by these Terms (Your "License"). Your License includes access to the Services pursuant to You and Your employees, independent contractors, and other end users to whom You grant access to the Services via Your Account (“Authorized Users”), provided that such access is governed and limited by these Terms. This License grant will terminate automatically if You breach these Terms or upon termination or expiration of these Terms. The Company Property is licensed to You, not sold. Nothing in these Terms is intended to transfer to You any other rights to the Company Property or grant You any other license thereto. Only a duly authorized officer of Company may grant permission or a license to use any of the Company Property; any attempted grant or similar promise by anyone other than a duly authorized agent of the Company is invalid.

You agree not to: (i) rent, retransmit, disclose, publish, sell, assign, lease, sublicense, market, or transfer the Services or any portion thereof or use it in any manner that is prohibited or not expressly authorized by these Terms; (ii) copy, reverse engineer, translate, port, modify, or make derivative works of any portion of the Services; (iii) violate or attempt to violate the security features of the Services; or (iv) use any device, software, or routine to interfere or try to interfere with the proper working of the Services.

Merchant Content You and Your Authorized Users will be able to submit certain other data or materials to the Services (collectively, "Merchant Content"). Merchant Content belongs to You and is Your responsibility. You submit personal information to the Services at Your own risk. You agree to (i) comply with these Terms and all applicable state and federal laws and rules in connection with Your collection, security, and dissemination of Your Merchant Content; (ii) be responsible for the accuracy, quality, and legality of Your Merchant Content; (iii) handle all third party claims relating to Your Merchant Content; and (iv) handle, process, and respond to notices properly and in accordance with applicable law.

In consideration for Your use of the Services, You hereby grant to the Company an irrevocable, worldwide, royalty-free, fully-paid, sub-licensable, perpetual license to use, reproduce, make derivative works from, distribute, publish, display, or perform such Merchant Content in whole or in part, in connection with advertising, marketing and promoting the Company, its products and Services.

Merchant Content includes, by way of example, menus, prices, modifiers, product names, descriptions, photos, logos, brand assets, business profile information, ordering links, hours, amenities, promotions, customer-facing copy, support materials, and other content or data submitted by Merchant or made available through integrations or connected accounts that Merchant authorizes. Merchant authorizes the Company to host, store, process, normalize, reformat, display, publish, sync, and otherwise use Merchant Content as reasonably necessary to operate public listings, merchant dashboards, menus, analytics, onboarding, support, ordering, rewards, reporting, and related Services.

Merchant represents and warrants that it has all rights, permissions, notices, and lawful authority necessary to submit, upload, connect, disclose, and authorize use of Merchant Content and any connected-account data provided to the Company, including where such data relates to Merchant personnel, customer loyalty or rewards activity, menu content, labor records, or other operational business records.

Connected Accounts and Operational Data If Merchant connects a third-party service, API, platform, or account to the Services, including services such as Square, Google Business Profile, payroll, labor, loyalty, menu, ordering, or other operational systems, Merchant authorizes the Company to access, retrieve, store, process, and use the data made available through the permissions Merchant grants to the extent reasonably necessary to provide, maintain, support, improve, and secure the Services.

Connected-account and operational data may include menu data, pricing, modifiers, photos, hours, location information, ordering data, sales and transaction summaries, customer loyalty and rewards activity, employee time-card or scheduling information, and other merchant operational data that Merchant elects to provide or connect.

The Company may use such data to power merchant tools, listings, analytics, reporting, benchmarking, onboarding, merchant-success workflows, product configuration, and support, including helping Merchant evaluate or transition into Company products or services that Merchant chooses to explore or adopt. The Company may use connected-account and operational data in aggregated, anonymized, or de-identified form to generate network benchmarks, market intelligence, and product insights.

The Company will not sell merchant-identifiable connected-account or operational data as attributable to a specific merchant except as necessary to provide the Services, as authorized by Merchant, as disclosed in the Privacy Policy, or as required by law.

SMS Consent By initiating contact with the Company via SMS, You agree as follows: (i) You consent to receive SMS communications from the Company, which may include responses to Your inquiries, support updates, or follow-up communications related to Your request; (ii) the frequency of SMS messages will depend on the nature of Your inquiry (You will only receive messages in direct response to Your request or as follow-up to provide support or resolve Your issue); (iii) standard message and data rates may apply based on Your mobile carrier’s plan and the Company is not responsible for any fees incurred by You for SMS communications; (iv) You can opt out at any time by replying STOP to any SMS message You receive from the Company, after which You will receive a confirmation message of Your opt-out only; (v) SMS communications are supported by most major mobile carriers, but the Company does not guarantee message delivery due to carrier or network limitations; and (vi) Your SMS communications may be logged and stored for quality assurance and record-keeping purposes in accordance with our Privacy Policy. Please contact support@joe.coffee or call 206-535-2443 if You have questions or need assistance.

The Company may send transactional or service-related SMS communications in connection with Merchant’s account, listing claims, verification, onboarding, integrations, account security, listing management, support, and other operational functions of the Services where Merchant has provided the relevant consent or such messages are otherwise permitted by law. Optional marketing SMS messages, if offered, are separate from service-related SMS messages and are subject to the consent choices Merchant makes.

Data Processing Agreement

Definitions. As used in this Section: "Controller" means the party that determines the purposes and means of the processing of Personal Information. "Data Protection Law" means all applicable legislation relating to data protection and privacy that apply to the Parties, including the CCPA and other applicable U.S. federal and state laws. "Personal Information" means any information that relates to an identified or identifiable individual and is protected under applicable Data Protection Law. "Processing" means any operation performed upon Personal Information. "Security Incident" means a breach of security leading to the unauthorized access to Personal Information. "Processor" means an entity that provides Processing services to a Controller.

Roles of the Parties. The Parties acknowledge and confirm that (i) each Party acts as an independent and separate Controller for the Processing of Personal Information for its own purposes; (ii) each Party may Process such Personal Information for its own purposes; and (iii) each Party is solely responsible for its own Processing of the Personal Information in compliance with Data Protection Law.

Obligations of the Parties. Each Party shall, in relation to the Processing of Personal Information for its own purposes: (i) comply in all material respects with Data Protection Law; (ii) rely on a valid legal basis under Data Protection Law for its Processing of Personal Information; (iii) take reasonable steps to ensure that such Personal Information is accurate, complete, and current; (iv) maintain appropriate records to demonstrate that its Processing of Personal Information in the context of the Services is performed in accordance with this section; (v) respond to requests to exercise privacy rights in accordance with Data Protection Law; (vi) to the extent required for these Terms, reasonably assist the other Party to comply with its obligations to comply with Data Protection Law as an independent and separate Controller; and (vii) be responsible for the handling of Personal Information by such Party’s personnel in the context of the Services.

Processors. Where a Party engages a Processor, such Party shall impose data protection terms on the Processor that provide at least the same level of protection for Personal Information as those in this section, to the extent applicable to the nature of the Processing provided by such Processor. The Party engaging the Processor will remain responsible for the Processor’s compliance with the obligations of this section and for any acts or omissions of such Processor that cause such Party to breach any of its obligations under this section. Data Disclosures. Each Party shall only disclose Personal Information Processed in the context of these Terms in accordance with Data Protection Law, including as regards the engagement of Processors of Personal Information, or as reasonably necessary for such Party’s purposes or compliance with applicable law. Data Security. Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of Processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, each Party shall, in relation to the Personal Information such Party Processes, maintain appropriate technical and organizational security measures designed to protect against unauthorized or accidental access, loss, alteration, disclosure or destruction of such Personal Information. In assessing the appropriate level of security, such Party shall take account of the risks that are presented by Processing, in particular from a Security Incident. Upon request, the Party shall provide the other Party with a summary of its security policies applicable to such Party’s Processing. If a Party experiences a Security Incident, that Party must notify the other Party of such Security Incident without undue delay and no later than 48 hours after having become aware of the Security Incident.

Reports and Audits. Upon prior written request, each Party agrees to cooperate and within reasonable time provide the requesting Party with: (i) a summary of any audit reports or other information demonstrating its compliance with Data Protection Law obligations as relating to the Services, after redacting any confidential and commercially sensitive information; and (ii) confirmation that an audit has not revealed any material vulnerability in the context of these Terms, or to the extent that any such vulnerability was detected, that such vulnerability has been remedied.

**Data Transfers. **If and to the extent that either Party engages in an international transfer of Personal Information related to these Terms, such Party shall be solely responsible for compliance with the requirements of applicable Data Protection Law in all respects. If, for whatever reason, a transfer of Personal Information under this Section 13 ceases to be lawful or require any additional actions to perfect them, the Party responsible for such transfer shall use all reasonable endeavors to promptly implement an alternative lawful transfer mechanism under applicable Data Protection Law or take such actions to perfect the lawfulness of the transfers.

Customer Data Upon Termination. The Company will return, destroy, or render anonymous all such Personal Information in accordance with Merchant’s reasonable written Instructions submitted to Company within 30 days of termination or expiration of these Terms. Merchant understands and agrees that, following offboarding from the Services and completion of the Company’s obligations under this paragraph, the Company will not provide a former Merchant with any Personal Information about Merchant’s customers or patrons. The Company’s obligations under this paragraph do not apply to the extent that the Company is required by applicable law to retain some or all Customer Data, or to Customer Data that is archived on the Company’s back-up systems, which data the Company will securely isolate and protect from any further Processing and delete in accordance with the Company’s deletion practices.

Disclaimer of Warranties YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. THE COMPANY MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THE SERVICES OR RELATING TO THE AVAILABILITY, QUALITY, RELIABILITY, SUITABILITY, TIMELINESS, TRUTH, ACCURACY OR COMPLETENESS OF THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED TO YOU ON AN "AS IS," "AS AVAILABLE" AND "WHERE-IS" BASIS WITH NO EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. THE COMPANY DOES NOT WARRANT THAT THE SERVICES WILL MEET ALL OF YOUR REQUIREMENTS OR THAT ITS OPERATIONS WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY DEFECT WITHIN THE SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION, REPRESENTATION OR ADVICE GIVEN BY THE COMPANY SHALL CREATE A WARRANTY WITHOUT A WRITING SIGNED BY THE COMPANY REFLECTING THE CREATION OF SUCH WARRANTY.

Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY THEORY OF LIABILITY FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, ANY LOSS OF DATA, REVENUE, PROFITS, USE, OR OTHER ECONOMIC ADVANTAGE, OR ANY OTHER LOSSES OR DAMAGES OF ANY KIND, HOWEVER ARISING, EVEN IF THE COMPANY KNEW OR SHOULD HAVE KNOWN THAT THERE WAS A POSSIBILITY OF SUCH LOSSES OR DAMAGES. IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE AGGREGATE OF THE FEES PAID BY YOU TO THE COMPANY FOR SERVICES DURING THE THREE MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY OR, IF NO FEES WERE PAID, ONE HUNDRED US DOLLARS ($100), IN EACH CASE, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Indemnification YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD THE COMPANY, OUR SUBSIDIARIES, PARENTS, AFFILIATES, AND SERVICE PROVIDERS, AND THEIR RESPECTIVE MEMBERS, DIRECTORS, OFFICERS, AGENTS, PARTNERS, AND EMPLOYEES HARMLESS FROM AND AGAINST ANY DIRECT OR THIRD-PARTY CLAIMS, LOSSES, LIABILITIES, COSTS, EXPENSES, DAMAGES, OR DEMANDS, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS’ FEES DUE TO, RELATING TO, OR ARISING OUT OF (I) YOUR USE OF THE SERVICES IN VIOLATION OF THESE TERMS; (II) OUR PROVISION OF THE SERVICES TO YOU; (III) MERCHANT CONTENT; (IV) YOUR BREACH OR ALLEGED BREACH OF ANY REPRESENTATIONS OR WARRANTIES MADE BY YOU HEREUNDER; OR (V) YOUR VIOLATION OR ALLEGED VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS SECTION, THE COMPANY MAY SELECT ITS OWN LEGAL COUNSEL TO REPRESENT ITS INTERESTS WHEN DEFENDING AGAINST DIRECT OR THIRD-PARTY CLAIMS OR DEMANDS, AND YOU MUST (A) REIMBURSE THE COMPANY FOR ITS COSTS AND ATTORNEYS’ FEES IMMEDIATELY UPON REQUEST AS THEY ARE INCURRED, AND (B) REMAIN RESPONSIBLE TO THE COMPANY FOR ANY LOSS, LIABILITY, COST, EXPENSE, CLAIM, DAMAGES, OR DEMAND IDENTIFIED IN THIS SECTION.

Dispute Resolution PLEASE READ THIS SECTION CAREFULLY BECAUSE IT CONTAINS A CLASS ACTION WAIVER, REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM THE COMPANY. You agree that any dispute, controversy or claim between You and the Company arising out of or relating to: (i) these Terms, or the breach thereof; (ii) our provision of the Services to You; (iii) Your access to or use of the Services; or (iv) any alleged violation of any federal, state, or local law, statute, or ordinance (each such dispute, controversy or claim, a “Dispute”) will be governed by the arbitration procedure outlined below. Informal Dispute Resolution. Before filing a claim against the Company, You agree to try to resolve the Dispute informally by contacting the Company at success@joe.coffee. If a Dispute is not resolved within 30 days after submission, You or the Company may bring a formal proceeding.

**Arbitration Agreement. **You and the Company each agree to resolve any Disputes through final and binding arbitration administered by JAMS Mediation, Arbitration and ADR Services. The arbitration will be held in King County, Washington, United States, or any other location we agree to. The JAMS rules will govern payment of all arbitration fees. Notwithstanding the foregoing, either party may (i) assert qualifying claims in small claims court in King County, Washington or any United States county where You live or work or (ii) bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or infringement of intellectual property rights (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute resolution process described above. Class Action Waiver. You may only resolve Disputes with the Company on an individual basis and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed under these Terms.

Governing Law. Except as otherwise required by applicable law, the Terms and the resolution of any Disputes shall be governed by and construed in accordance with the laws of the State of Washington, the Federal Arbitration Act, and applicable U.S. federal law. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to Your use of the Services must be filed within one (1) year after such claim or cause of action arose, or else that claim, or cause of action will be barred forever.

Term and Termination

The Company may suspend or terminate Your use of all or any of the Services at any time if the Company believes You have violated these Terms, or, in the Company's sole discretion, the Company believes the availability of the Services to You is not in the Company's or other users' best interests (for example, if you violate Section 10 regarding Acceptable Conduct. The Company may discontinue the availability of some or all of the Services or impose limits on certain features and services or restrict Your access to some or all of the Services at any time for any reason.

Upon termination of these Terms, (i) any provisions which by their nature survive termination shall continue in effect notwithstanding Your termination; (ii) licenses granted under these Terms will terminate immediately; (iii) You will delete all stored content received from the Company via the Services; and (iv) You are obligated to pay any remaining or outstanding fees and costs owed to the Company up to and including the date of termination no later than thirty (30) days following the termination of these Terms.

General Terms

Relationship of Parties. The Parties’ relationship, as established by these Terms, is solely that of independent contractors.

Entire Agreement. The Services are owned and offered to You by Coffey Ventures, Inc., a Delaware corporation, DBA Joe Coffee. These Terms and the agreements incorporated by reference herein constitute the entire and exclusive understanding and agreement between the Company and You regarding the Services. These Terms DO NOT apply to third-party services, whether or not accessible via the Services.

Geographic Restrictions. The Company is owned and operated in the United States. Access to our Services may not be legal by certain persons or in certain jurisdictions. We make no claims that the Services or any other products or services or their content is accessible or appropriate outside of the United States. The Company reserves the right to limit, in our sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. If You access the Services from outside the United States, You do so on Your own initiative and are responsible for compliance with local laws. Any offer for any feature, product or service made on the Services is void where prohibited.

Enforcement. The Company reserves the right, but is not required, to remove or disable Your access to the Services, disable any login credentials or account, whether chosen by You or provided by us, remove Your Merchant Content at any time and without notice, and at our sole discretion, if we determine that Your use of our Services is in any way objectionable or in violation of these Terms. We have the right to investigate violations of these Terms and any conduct that affects our Services, and in response may take any action we may deem appropriate.

Assignment. You may not assign, delegate, or transfer these Terms, by operation of law or otherwise, without our prior written consent, but the Company may freely assign or transfer these Terms without restriction. Amendments. The Company reserves the right to amend these Terms by updating this posting without prior notice. Your continued use of the Services following the posting of changes constitutes Your acceptance of such changes.

Consent to Electronic Signature. By accessing or using the Services, You consent to (a) us communicating with You electronically; (b) receiving all applications, notices, disclosures, and authorizations from us electronically; and (c) entering into agreements and transactions using electronic records and signatures. Federal law treats electronic signatures as having the same legal force and effect as if they were signed on paper by hand, and online contracts have the same legal force as signing an equivalent paper contract in ink. You must have a web-enabled device, connection to the internet, an active email account, and the ability to receive and read PDF files to conduct business with us electronically. You are responsible for keeping Your own records. If You wish to receive Records in paper format or to withdraw Your consent to receiving electronic records from us, please contact us at success@joe.coffee.

Waiver; Severability. The Company’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of these Terms will remain in full force and effect to the greatest extent permitted by law.

Notices. Any notices or other communications provided under these Terms will be given to the Company at the email address above and to You via email to the email address on Your Account or by posting the notice to the Services.

You agree to be unconditionally bound by these Terms of Service by clicking to accept these Terms or by accessing or using the Services in any manner.