Platform Terms & Conditions of Use
SquareMarket Technologies Inc. (dba Tab Commerce)
Last modified: September 13, 2023
Effective Date: September 13, 2023
- ACCEPTANCE OF PLATFORM TERMS AND CONDITIONS OF USE
These Platform Terms and Conditions of Use for www.tabcommerce.com (the “Platform”) constitutes a legal agreement and are entered into by and between you and SquareMarket Technologies Inc. dba Tab Commerce ("Tab Commerce", "we", "us", "our").
By using this Platform, you represent and warrant that you are of the legal age of majority under applicable law to form a binding contract with Tab Commerce and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Platform.
- MODIFICATIONS TO TERMS AND CONDITIONS AND PLATFORM
We may change these Terms and Conditions at any time in our sole discretion without notice. Any changes are effective immediately upon posting and apply to all access to and continued use of the Platform. By periodically reviewing the Terms and Conditions and continuing to use the Platform, you agree to accept any modifications.
The information and material on this Platform may be changed, withdrawn, or terminated at any time in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Platform is restricted to users or unavailable at any time or for any period.
- YOUR USE OF PLATFORM; ACCOUNT SET-UP AND SECURITY
The security of your personal information is very important to us. We use physical, electronic, and administrative measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure.
The safety and security of your information also depends on you. Users are responsible for obtaining their own access to the Platform. Users are required to ensure that all persons who access the Platform through a user's internet connection are aware of these Terms and Conditions and comply with them. The Platform, including content or areas of the Platform, requires user registration. It is a condition of your use of the Platform that all the information you provide on the Platform is correct, current, and complete. This is particularly crucial for our restaurant clients utilizing our artificial intelligence (“AI”) model and real-time cost control tools.
Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Platform. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Platform.
Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. Given the sensitive nature of the purchasing recommendations and insights provided, it is essential that you safeguard your login information. You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You understand and agree that should you be provided an account, your account is personal to you and you agree not to provide any other person with access to this Platform or portions of it 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. You also agree to ensure that you logout from your account at the end of each session. You are responsible for any password misuse or any unauthorized access.
We reserve the right at any time and from time to time, to disable or terminate your account, any username, password, or other identifier, whether chosen by you or provided by us, in our sole discretion for any or no reason, including any violation of any provision of these Terms and Conditions.
- CONDITIONS OF USE; USER SUBMISSIONS; PLATFORM CONTENT STANDARDS
As a condition of your access and use of the Platform, you agree that you may use the Platform only for lawful purposes and in accordance with these Terms and Conditions.
The following Platform Content Standards apply to any and all content, material, and information a user submits, posts, publishes, displays, or transmits (collectively, "submit") to the Platform or to other users or persons (collectively, "User Submissions") and any and all Interactive Functions.
Any and all User Submissions must also comply with all applicable federal, provincial, local, and international laws, regulations, and terms of service. This includes any rules or laws pertaining to restaurant management, procurement, and expense control.
Without limiting the foregoing, you warrant and agree that your use of the Platform and any User Submissions shall not:
- Use Tab's AI-driven insights and data points for any purpose other than optimizing purchasing and expense control for restaurant operations;
- Manipulate or distort any data or information gleaned from Tab’s internal AI model or real-time cost control tools;
- Attempt to gain unauthorized access to any proprietary restaurant management features or sensitive procurement data;
- Include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in Tab Commerce’s sole discretion;
- Involve stalking, attempting to exploit or harm any individual (including minors) in any way by exposing them to inappropriate content or otherwise or ask for personal information as prohibited under applicable laws, regulations, or code;
- Involve, provide, or contribute any false, inaccurate, or misleading information;
- Include sending, knowingly receiving, uploading, downloading, using, or reusing any material that does not comply with the Conditions of Use and User Submissions and Platform Content Standards (See Section 4);
- Impersonate or attempt to impersonate Tab Commerce, a Tab Commerce employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing);
- Transmit, or procure the sending of, any advertisements or promotions, sales, or encourage any other commercial activities, including, without limitation, any "spam", "junk mail", "chain letter", contests, sweepstakes and other sales promotions, barter, or advertising or any other similar solicitation;
- Encourage any other conduct that restricts or inhibits anyone's use or enjoyment of the Platform, or which, as determined by us, may harm Tab Commerce or users of the Platform or expose them to liability;
- Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, or alarm any other person;
- Promote any illegal activity, or advocate, promote, or assist any unlawful act; and,
- Give the impression that they originate from or are endorsed by us or any other person or entity, if this is not the case.
- INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP
Ownership of intellectual property:
- The Platform and its entire contents, features, and functionality are owned by Tab Commerce, its licensors, or other providers of such material and are protected in all forms by intellectual property laws. You have no right, title, or interest in or to the Platform or to any content on the Platform, and all rights not expressly granted are reserved by Tab Commerce.
- Trademarks like "SquareMarket Technologies Inc.", “Tab Commerce”, and all related names, logos, product and service names, designs, images, and slogans are trademarks of Tab Commerce or its affiliates or licensors. You must not use such marks without the prior written permission of Tab Commerce.
- Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this Platform are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.
Use of our intellectual property:
- You may only use the Platform for your personal and non-commercial use or as explicitly agreed upon in any formal agreements or contracts you hold with Tab Commerce.
- You must not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Platform, including but not limited to any data insights, analytics reports, or purchasing recommendations, in any form or medium whatsoever.
- You may, however, print a reasonable number of copies for personal use only, but you must keep any proprietary notices on them and not use them for further reproduction, publication, or distribution of any kind on any medium whatsoever.
- You are not permitted to modify copies of any materials from this Platform nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this Platform.
- You must not access or use for any commercial purposes any part of the Platform or any services or materials available through the Platform unless explicitly agreed upon in your contract with Tab Commerce. .
You have no right, title, or interest in or to the Platform or to any content on the Platform, including but not limited to data analytics, AI models, and other technologies, and all rights not expressly granted are reserved by Tab Commerce. Any use of the Platform not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions and may infringe or violate copyright, trademark, and other intellectual property or other proprietary laws.
- USER SUBMISSIONS; GRANT OF LICENSE
The Platform may contain Interactive Functions allowing User Submissions on or through the Platform.
None of the User Submissions you submit to the Platform will be subject to any confidentiality by Tab Commerce unless required by law. By providing any User Submission to the Platform, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to a world-wide, royalty free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose, including but not limited to the improvement of Tab Commerce’s AI algorithms, analytics models, and other technologies, and according to your account settings and/or incorporate such material into any form, medium or technology throughout the world without compensation to you. You further waive any moral rights or other rights of authorship as a condition of submitting any User Submission.
By submitting the User Submissions, you declare and warrant that you own or have the necessary rights to submit the User Submissions and have the right to grant the license hereof to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns to the User Submissions and comply with these Terms and Conditions. You represent and warrant that all User Submissions comply with applicable laws and and regulations including but not limited to securities laws and regulations, including but not limited to procurement and anti-corruption laws, and the Conditions of Use and User Submissions and Platform Content Standards (See Section 4) set out in these Terms and Conditions.
You understand and agree that you, not Tab Commerce nor its parent, subsidiaries, affiliates nor their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, or successors, are fully responsible for any User Submissions you submit or contribute, including but not limited to any data or insights derived from your restaurant operations, and you are fully responsible and legally liable, including to any third party, for such content and its accuracy, as well as for any purchasing decisions or contractual obligations made or entered into based on such content.
We are not responsible or legally liable to any third party for the content or accuracy of any User Submissions submitted by you or any other user of the Platform.
- PROHIBITED ACTIVITIES
You are prohibited from attempting to circumvent and from violating the security of this Platform, including, without limitation:
- Accessing content and data that is not intended for you;
- Attempting to breach or breaching the security and/or authentication measures which are not authorized;
- Restricting, disrupting or disabling service to users, hosts, servers, or networks;
- Illicitly reproducing TCP/IP packet header;
- Disrupting network services and otherwise disrupting Platform owner's ability to monitor the Platform;
- Using any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform;
- Introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
- Attacking the Platform via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing;
- Unauthorized access or attempts to manipulate any data or insights derived from restaurant operations;
- Tampering or interfering with the Platform's AI models, data analytics tools, or purchasing capabilities;
- Unauthorized use or manipulation of any Request For Proposals / Request For Information functionalities, including gathering market intelligence or pricing data;
- Impeding or altering any automatic payment functions, including saved credit card or saved bank account on file);
- Using the Platform’s aggregated data or analytical outputs for purposes other than optimizing restaurant operations and expense control, unless expressly permitted by Tab Commerce; and/or
- Otherwise attempting to interfere with the proper working of the Platform.
- PLATFORM MONITORING; ENFORCEMENT, SUSPENSION, AND TERMINATION
Tab Commerce has the right, without provision of notice to:
- Remove or refuse to post on the Platform or associated social media accounts any User Submissions for any or no reason at our sole discretion.
- At all times, take such actions with respect to any User Submission deemed necessary or appropriate in our sole discretion, including, without limitation, for violating these Terms and Conditions or for protecting the integrity of the data and analytics performed by the Platform.
- Take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the Platform or associated social media accounts. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Platform or associated social media accounts.
- Terminate or suspend your access to all or part of the Platform for any or no reason, including, without limitation, any violation of these Terms and Conditions or failure to comply with our automated payment protocols..
YOU WAIVE AND HOLD HARMLESS TAB COMMERCE AND ITS PARENT, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, AND SUCCESSORS FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY TAB COMMERCE AND ANY OF THE FOREGOING PARTIES RELATING TO ANY, INVESTIGATIONS BY EITHER TAB COMMERCE OR SUCH PARTIES OR BY LAW ENFORCEMENT AUTHORITIES.
We have no obligation, nor any responsibility to any party to monitor the Platform or its use, or associated social media accounts, and do not and cannot undertake to review material that you or other users submit to the Platform or associated social media accounts. We cannot ensure prompt removal of objectionable material after it has been posted and we have no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, subject to applicable laws.
- NO RELIANCE
The content on our Platform is provided for general information purposes only. It is not intended to amount to advice on which you should rely. While we aim to offer valuable data-driven insights and recommendations, these should not be your sole basis for making financial or operational decisions. You must obtain more specific or professional advice before taking, or refraining from, any action or inaction on the basis of the content on our Platform.
Although we make reasonable efforts to update the information on our Platform, we make no representations, warranties, or guarantees, whether express or implied, that the content on our Platform is accurate, complete, or up to date.
Your use of the Platform is at your own risk and neither Tab Commerce nor its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, or successors have any responsibility or liability whatsoever for your use of this Platform.
This Platform includes content provided by third parties, including from other users and third-party licensors. All statements and/or opinions expressed in any such third-party content, other than the content provided by Tab Commerce, are solely the opinions and the responsibility of the person or entity providing those materials. Such materials do not necessarily reflect the opinion of Tab Commerce. Neither Tab Commerce nor its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, or successors have any responsibility or liability whatsoever to you, or any third party, for the content or accuracy of any third-party materials.
- THIRD-PARTY WEBSITES
For your convenience, this Platform may provide links or pointers to third-party sites, including integrations with third-party APIs or services that facilitate our analytical tools and functionalities. We make no representations about any other websites that may be accessed from this Platform. If you choose to access any such sites, you do so at your own risk. We have no control over the contents of any such third-party sites and accept no responsibility for such sites or for any loss or damage that may arise from your use of them. You are subject to any terms and conditions of such third-party sites.
Such links to third-party sites from the Platform may include links to certain social media features that enable you to link or transmit on your own or using certain third-party websites, certain content from this Platform. You may only use these features when they are provided by us and solely with respect to the content identified.
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. Such linking must also be in compliance with our Terms and Conditions, and any relevant data protection or privacy laws.You must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part where none exists, including any implied endorsement or association with any specific third-party services or APIs. Our Platform must not be framed on any other site, nor may you create a link to any part of our Platform other than the homepage. We reserve the right to withdraw linking permission without notice. The website in which you are linking must comply in all respects with the Conditions of Use and User Submissions and Platform Content Standards (See Section 4). You agree to cooperate with us in causing any unauthorized framing or linking to immediately stop. Failure to comply may result in the termination of our services to you.
- GEOGRAPHIC RESTRICTIONS
The owner of the Platform is based in the Province of Ontario in Canada. We provide this Platform for use only by persons located in Canada. This Platform is not intended for use in any jurisdiction where its use is not permitted. If you access the Platform from outside Canada, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction.
- DISCLAIMERS OF WARRANTIES
YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM, INCLUDING ANY THIRD-PARTY INTEGRATIONS, IS AT YOUR OWN RISK. THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
NEITHER TAB COMMERCE NOR ITS PARENT, SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS MAKE ANY WARRANTY, REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, OR AVAILABILITY OF THE PLATFORM OR ITS CONTENTS, INCLUDING ANY CONTENT OR SERVICES PROVIDED BY THIRD-PARTY INTEGRATIONS. WITHOUT LIMITING THE FOREGOING, NEITHER TAB COMMERCE NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS REPRESENT OR WARRANT THAT THE PLATFORM, ITS CONTENT, OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE PLATFORM WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE, INCLUDING THOSE THAT MAY BE TRANSMITTED THROUGH THIRD-PARTY INTEGRATIONS. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE PLATFORM AND YOUR COMPUTER, INTERNET, AND DATA SECURITY, INCLUDING ANY THIRD-PARTY INTEGRATIONS OR SERVICES THAT YOU MAY ACCESS THROUGH THE PLATFORM. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING, FLOODING, MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE PLATFORM OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
- LIMITATION ON LIABILITY
EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL TAB COMMERCE NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, 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, BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE PLATFORM, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTY WEBSITES, NOR ANY PLATFORM CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON.
To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Tab Commerce, its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your breach of these Terms and Conditions or your use of the Platform, including, but not limited to, your User Submissions, third-party sites, any use of the Platform's content, services, and products other than as expressly authorized in these Terms and Conditions.
- GOVERNING LAW; CHOICE OF FORUM
The Platform and these Terms and Conditions will be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision, principle, or rule (whether of the laws of the Province of Ontario or any other jurisdiction) and notwithstanding your domicile, residence, or physical location.
Any action or proceeding arising out of or relating to this Platform and under these Terms and Conditions will be instituted in the courts of the Province of Ontario and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.
Except as otherwise set forth in these Terms and Conditions, no failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms and Conditions operates, or may be construed, as a waiver thereof; and no single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
If any term or provision of these Terms and Conditions is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms and Conditions or invalidate or render unenforceable such term or provision in any other jurisdiction.
- ENTIRE AGREEMENT
- REPORTING AND CONTENT
This Platform is operated by SquareMarket Technologies Inc. dba Tab Commerce.
Should you have any concerns or inquiries related to the Platform, please direct them to email@example.com. This includes:
- Notices of copyright infringement claims;
- Reports of misuse of the Platform, including libelous or defamatory conduct; and,
- All other feedback, comments, requests for technical support, and other communications relating to the Platform.
We value your input and take all matters seriously. Your prompt attention to these issues will aid us in maintaining the integrity and functionality of our Platform.