Terms of Service

1. Definitions

The following terms have specific meanings throughout these Terms of Service:

2. Account & Access

2.1 Eligibility

You must be at least 18 years of age and have the legal authority to bind the entity you represent in order to create an account and use the Service. By registering, you represent and warrant that you meet these requirements.

2.2 One Account Per Location

Each TableFlow account corresponds to a single restaurant or food-service location. If you operate multiple locations, each location requires its own separate account and subscription. Sharing a single account across multiple physical locations is not permitted and may result in account suspension.

2.3 Credential Responsibility

You are responsible for maintaining the confidentiality of your account credentials, including your email address, password, and any one-time passcodes (OTP). You must not share your login credentials with unauthorized individuals. All actions taken under your account are your responsibility, whether or not you authorized them.

2.4 Account Security

You agree to:

• Use a strong, unique password for your TableFlow account
• Notify us immediately at [email protected] if you suspect unauthorized access to your account
• Keep your contact information accurate and up to date
• Not attempt to access another Customer's account or data

We reserve the right to suspend or disable any account that we reasonably believe has been compromised, is being used in violation of these Terms, or poses a security risk to the platform.

3. Free Trial

3.1 Trial Terms

TableFlow offers a 14-day free trial for all subscription plans. During the trial period, you have access to the full features of your selected plan at no charge. The trial begins on the date you create your account and activate a plan.

3.2 Credit Card Required

A valid credit or debit card is required to start the free trial. Your card will be validated but will not be charged during the trial period.

3.3 Trial Limitations

• Each restaurant location is entitled to one free trial only
• We reserve the right to revoke the trial if we determine it is being abused (for example, creating multiple accounts for the same location to obtain repeated trials)
• The free trial is intended for evaluation purposes and is not a substitute for a paid subscription

4. Subscription & Billing

4.1 Plans and Pricing

TableFlow offers three subscription tiers at three possible price points each: Regular (the standard published rate), Launch (a time-limited discount for early signups), and Founder (a loyalty discount earned by long-tenured Customers). The Regular rate is the contractual baseline; the Launch and Founder rates are calculated as percentage discounts applied to the Regular rate at billing time.

4.1.1 Regular Pricing

The following Regular rates apply in Canadian Dollars (CAD), excluding applicable taxes. These are the prices charged when no Launch or Founder discount is active on your subscription:

4.1.2 Launch Pricing (25% off, time-limited)

During the Launch Period (in effect from June 1, 2026 through June 1, 2027), qualifying new signups receive a 25% discount on the Regular rate for their selected plan, applied for twelve (12) consecutive months from the subscription start date. To qualify, the subscription must be initiated on or before June 1, 2027. Indicative monthly amounts in CAD: Starter $149, Professional $299, Enterprise $449. The discounted rate is displayed at checkout and on each invoice during the discount window. After twelve months, the discount automatically ends and the subscription continues at the Regular rate published in section 4.1.1. The Launch discount is non-transferable, applies to one subscription per Customer, and does not stack with the Founder discount or other promotional offers.

4.1.3 Founder Pricing (15% off, loyalty-earned — not available to general signups)

The Founder discount is a loyalty reward, available exclusively to Customers who have maintained an active paid subscription with TableFlow for six (6) or more consecutive months. It is not available to new signups, trial users, or Customers within their first six months of paid subscription. No other path to the Founder rate exists — the discount cannot be purchased, transferred, promised by sales, or applied retroactively.

Once a Customer reaches six (6) consecutive months of paid subscription (any plan tier, any combination of upgrades or downgrades within the period counts toward the tenure clock), the Founder discount activates automatically on the next invoice and applies indefinitely for as long as the subscription remains continuously active. The discount is calculated as 15% off the Regular rate defined in section 4.1.1.

Indicative Founder monthly amounts in CAD (for illustration; exact figures appear on each invoice and are computed by Stripe at the time of billing): Starter $169, Professional $339, Enterprise $509.

If a Customer cancels their subscription and later re-subscribes, the six-month eligibility clock restarts from zero; prior tenure does not carry over. If a subscription lapses for non-payment beyond the seven-day Grace Period defined in section 4.4, tenure is treated as broken for the purposes of Founder eligibility.

The Founder discount does not stack with the Launch discount or with any other promotional offer. Where a Customer is eligible for more than one discount simultaneously, the system applies whichever single discount produces the lower invoice total for that billing period.

4.1.4 Multi-Currency Billing

Customers outside Canada may be invoiced in their local currency where supported (currently USD, EUR, GBP, AUD, and NZD), at the rates published in their account currency setting in Settings → Subscription. The Regular / Launch / Founder structure described above applies in every supported currency; only the specific dollar amounts differ. Cross-currency charges are processed by Stripe at the prevailing Stripe exchange rate at the time of each transaction. The currency selected at signup applies to all future invoices and proration line items for that subscription. Refer to your in-app Subscription page for your current effective pricing in your billing currency.

4.1.5 Multi-Location Pricing (Enterprise only)

Customers operating 2 to 5 venues qualify for a volume discount applied to the per-venue Enterprise price. Six or more venues are routed to a custom quote via Help & Support. The current volume schedule is published at Settings → Subscription within your dashboard. Volume discounts apply on top of the Regular / Launch / Founder structure above — an Enterprise Customer with 3 venues during the Launch Period receives both the 25% Launch discount and the per-venue volume discount.

4.2 Payment Processing

All payments are processed securely through Stripe. We do not store your full credit card details on our servers. By subscribing, you authorize Stripe to charge your payment method on file at the beginning of each Billing Period.

4.3 Auto-Renewal

Subscriptions renew automatically at the end of each Billing Period (monthly or annual) at the then-current rate unless you cancel before the renewal date. We will send a renewal reminder at least 7 days before each renewal.

4.4 Failed Payments

If a payment fails, we will:

1. Notify you by email of the failed charge
2. Retry the payment up to 3 times over the following 7 days (the "Grace Period")
3. If payment is not resolved within the Grace Period, your account will be suspended and you will lose access to the platform until the outstanding balance is paid

During the Grace Period, your account remains fully functional. We encourage you to update your payment method promptly via Settings to avoid service interruption.

4.5 Price Changes

We may adjust subscription pricing from time to time. Any price increase will be communicated to you via email at least 30 days before it takes effect. The new price will apply at the start of your next Billing Period following the notice. If you do not agree with the new pricing, you may cancel your subscription before the new price takes effect.

4.6 Taxes

You are responsible for all applicable taxes (including sales tax, GST/HST, VAT, or other transaction taxes) based on your location. Taxes are calculated and added to your invoice as required by law.

4.7 Plan Changes (Upgrades and Downgrades)

You may change your subscription tier at any time via Settings → Subscription in your TableFlow dashboard. The behaviour of the change depends on whether it is an upgrade (to a higher tier) or a downgrade (to a lower tier), as described below.

4.7.1 Upgrades

Upgrades take effect immediately. Stripe calculates a prorated charge for the remaining days in your current Billing Period at the new (higher) plan's rate, less a credit for the unused days at your previous plan's rate. The net prorated amount is charged to your payment method on the date of the upgrade. The new plan's features become available to you as soon as the upgrade charge succeeds. If the upgrade charge fails, the upgrade is rolled back and you remain on your previous plan; we will notify you by email and you may retry with an updated payment method.

4.7.2 Downgrades — Your Two Options

When you initiate a downgrade, TableFlow will present two options in the confirmation step. You must explicitly choose one before the downgrade is confirmed:

1. End of Billing Period (deferred): Your current plan remains active until the end of your current Billing Period, on your normal renewal date. The new (lower) plan begins on that next renewal date. No additional charge is made at the time you submit the downgrade. You retain the full features of your current plan for every day you have already paid for. This option keeps the value of fees already paid intact.
2. Immediate with Credit (proration): Your plan is changed to the lower tier on the date you confirm the downgrade. Stripe calculates a credit equal to the unused portion of the previous plan's prepaid fee, less any prorated charges for the new plan from the downgrade date through the end of the Billing Period. This credit is applied as a discount line item on your next invoice. The credit is not issued as a cash refund and cannot be withdrawn from your account. You lose access to features exclusive to the higher tier as of the downgrade date.

Both options display the exact dollar amounts calculated by Stripe at the time of the change, in your billing currency, before you confirm. Once a downgrade is confirmed under either option, the choice is recorded in your account's audit log and cannot be reversed except by initiating a new upgrade (which will follow the upgrade rules in section 4.7.1).

4.7.3 Discounts and Multi-Currency on Plan Changes

If a discount (Launch Pricing, Founder Pricing, multi-location volume discount, or any other promotional coupon) is active on your subscription at the time of a plan change, Stripe automatically applies that discount to all proration line items, so the credit or charge reflects the actual rate you have been paying, not the undiscounted Regular rate. For cross-currency subscriptions, all proration amounts are computed in the currency of your subscription, using Stripe's prevailing exchange rate at the time of the change for any internal conversions.

4.7.4 What Plan Changes Are Not

Plan changes are not cancellations. Section 6 (Cancellation) describes the separate process for ending your subscription entirely. Plan changes also do not entitle you to a cash refund under any circumstances; the "Immediate with Credit" option produces an invoice credit only.

4.8 Pausing Your Subscription

You may temporarily pause your subscription from Settings → Subscription at any time. Pause is intended for short-to-medium breaks — seasonal closures, renovations, extended vacations — where you intend to return. The rules below apply.

4.8.1 No Charges During Pause

Once paused, your subscription stops generating invoices. You will not be charged for any Billing Period that begins while the pause is active. No back-billing occurs when you resume — the paused period is treated as forgiven revenue by design.

4.8.2 Access During the Prepaid Grace Window

You retain full access to TableFlow through the end of your currently prepaid Billing Period. For example, if you are billed monthly on the 1st and you pause on May 15, your access continues normally through May 31 because you have already paid for all of May. Mid-cycle pauses do not entitle you to a refund for the unused portion of the current Billing Period.

4.8.3 Access After the Grace Window

When the prepaid Billing Period ends and the pause is still active, access to TableFlow is suspended. Attempting to use the Service in the suspended state will display a non-dismissible "Resume Subscription" prompt. The only ways out of the suspended state are: (a) clicking Resume from the prompt or from Settings, or (b) contacting [email protected].

4.8.4 Data Retention During Pause

Your account data — reservations, customer records, menus, floor plans, settings, integrations — remains intact during a pause and is preserved exactly as it was at the moment you paused. We do not delete, archive, or anonymize any account data due to pause status. The data retention provisions in Section 8 (Data & Privacy) continue to apply unchanged.

4.8.5 Resuming a Paused Subscription

Clicking Resume Subscription from either the lockout prompt or Settings reactivates your subscription immediately. Stripe begins generating invoices again on your next regular Billing Period anchor date; you are not back-billed for the time you were paused. If the resume date falls between two Billing Periods, the days between resume and the next anchor are effectively at no charge — the next invoice covers the full Billing Period at your existing rate.

4.8.6 Discounts and Promotional Rates During Pause

Any Launch Pricing, Founder Pricing, or other promotional rate active on your subscription at the time of pause carries over to your resumed subscription unchanged. Pause does not reset, forfeit, or otherwise affect your eligibility for promotional pricing. Pause also does not count against the six-month tenure requirement for Founder eligibility — tenure continues to accrue based on the date of original subscription, not the calendar date.

4.8.7 What Pause Is Not

Pause is not cancellation. If you intend to terminate your subscription entirely and have no plans to return, see Section 6 (Cancellation) — the rules and consequences are materially different. Pause is also not a refund mechanism: it stops future charges but does not refund any prepaid amount.

5. Refund Policy

5.1 Monthly Subscriptions

Monthly subscription fees are non-refundable. If you cancel mid-cycle, you retain access until the end of your current Billing Period but will not receive a refund for the remaining days.

5.2 Annual Subscriptions

Annual subscription fees are non-refundable. The discounted annual rate reflects a commitment to the full 12-month term. If you cancel an annual subscription, you retain access until the end of your annual Billing Period.

5.3 Service Credit for Extended Outages

If the Service experiences an unscheduled outage lasting 12 or more consecutive hours (excluding scheduled maintenance), you may request a pro-rated service credit for the affected period. Service credits:

• Must be requested within 30 days of the outage
• Are applied as a credit to your next invoice (not issued as a cash refund)
• Are calculated based on the duration of the outage relative to your Billing Period
• May not exceed the total fees paid for the affected Billing Period

5.4 Billing Errors

If you believe you have been charged in error, contact us at [email protected] within 60 days of the charge. We will investigate and, if an error is confirmed, issue a refund or credit promptly.

6. Cancellation

6.1 How to Cancel

You may cancel your subscription at any time by navigating to Settings → Subscription within your TableFlow dashboard and clicking "Cancel Subscription." Self-service cancellation is end-of-billing-period only — you will keep full access to TableFlow through the end of your currently prepaid Billing Period, after which your subscription ends and access is suspended. This honours the value of fees already paid.

If you require immediate termination of service for an exceptional reason (e.g. sale of the business, security incident, change in legal status), please contact [email protected]. Our support team can process an immediate termination on your behalf. Immediate cancellation does not entitle you to a refund of the unused portion of the current Billing Period (see Section 5.1).

6.2 Effect of Cancellation

• Your subscription remains active until the end of your current Billing Period
• You retain full access to all features until the Billing Period ends
• No further charges will be made to your payment method
• There are no cancellation fees
• You may reactivate the subscription at any time before the Billing Period ends from Settings → Subscription — reactivation is one click and preserves everything (plan, promotional rate, Founder tenure)

6.3 After Cancellation

After your Billing Period ends:

• Your account will be set to an inactive state
• You will have 30 days to export your data (see Section 9 for details)
• After the 30-day data export window, your data will be permanently deleted in accordance with our data retention policies
• You may reactivate your account at any time during the 30-day window by subscribing to a new plan

6.4 Resubscribing After Cancellation — Pricing

If you are considering cancellation primarily to take a temporary break, please review Section 4.8 (Pausing Your Subscription) instead. Pause preserves your promotional rate, your Founder tenure, and your access to your data — cancellation does not.

7. Acceptable Use

You agree to use the Service only for its intended purpose: managing restaurant operations, reservations, and related activities. The following uses are strictly prohibited:

7.1 Prohibited Activities

• Illegal Content or Activity: Using the Service to store, transmit, or facilitate any content or activity that violates applicable law, including but not limited to content that is defamatory, obscene, fraudulent, or that promotes discrimination
• Scraping and Data Harvesting: Using automated tools, bots, scrapers, or similar mechanisms to extract data from the Service, including restaurant information, Guest Data, or platform content
• Competitive Use: Using the Service to develop, improve, or market a product or service that competes with TableFlow
• Spam and Unsolicited Communications: Using the email, SMS, or other communication tools provided by the Service to send unsolicited bulk messages, spam, or communications that do not comply with applicable anti-spam legislation (including CASL, CAN-SPAM, and GDPR)
• Prohibited Data: Storing government-issued identification numbers (SIN, SSN), complete payment card numbers, medical records, or other highly sensitive data that is not relevant to restaurant operations within the Service
• Security Interference: Attempting to probe, scan, or test the vulnerability of the Service, or to breach any security or authentication measures without written authorization
• Reverse Engineering: Decompiling, disassembling, reverse engineering, or otherwise attempting to derive the source code of any part of the Service
• Impersonation: Misrepresenting your identity or affiliation, or impersonating another person or entity

7.2 Communication Tool Responsibilities

TableFlow provides tools that allow you to send emails and SMS messages to your guests. When using these tools, you are solely responsible for:

• Obtaining proper consent from recipients before sending commercial messages
• Complying with all applicable anti-spam legislation in the jurisdictions where your guests are located (including CASL for Canadian recipients, CAN-SPAM for US recipients, and GDPR/ePrivacy for EU/UK recipients)
• Ensuring the content of your messages is accurate, lawful, and not misleading
• Honouring unsubscribe requests promptly

7.3 Enforcement

We reserve the right to investigate any suspected violation of this Acceptable Use policy. If we determine that a violation has occurred, we may, at our sole discretion:

• Issue a warning and request that you cease the offending activity
• Suspend your account temporarily
• Terminate your account immediately for severe or repeated violations
• Report the activity to appropriate law enforcement authorities

8. Data & Privacy

8.1 Privacy Policy

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, disclose, and protect personal information. The Privacy Policy is incorporated into these Terms by reference.

8.2 Roles and Responsibilities

With respect to personal data processed through the Service:

• TableFlow as Data Controller: We act as the data controller for information we collect directly, such as your account information, billing details, and usage data.
• TableFlow as Data Processor: We act as the data processor for Guest Data that you collect through the Service. We process this data solely on your behalf and in accordance with your instructions as expressed through your use of the Service's features.
• Customer as Data Controller: You are the data controller for all Guest Data collected through your use of the Service. You are responsible for establishing a lawful basis for processing, responding to data subject requests, and complying with applicable privacy laws.

8.3 Data Processing Agreement

By using the Service, you enter into a Data Processing Agreement (DPA) with TableFlow. The key terms of this DPA are:

• We process Guest Data only for the purposes of providing the Service
• We implement appropriate technical and organizational security measures
• We do not sub-process Guest Data without your knowledge (our sub-processors are listed in our Privacy Policy)
• We assist you in fulfilling your obligations under applicable privacy laws, including responding to data subject requests
• Upon termination, we delete or return Guest Data within 30 days

9. Guest Data Ownership

9.1 Ownership

You retain full ownership of all Guest Data. As the data controller, you determine the purposes and means of processing Guest Data. TableFlow processes Guest Data solely to provide the Service to you and has no independent right to use Guest Data for any other purpose.

9.2 No Sale of Guest Data

TableFlow does not and will never sell, rent, trade, or license Guest Data to third parties. We do not use Guest Data for advertising, profiling, or any purpose other than providing the Service. This commitment survives termination of your account.

9.3 Data Export

You may export your Guest Data at any time through the Service's export features. Exports are provided in standard, machine-readable formats (CSV, JSON). There is no charge for data export.

9.4 Data Deletion After Termination

Following termination of your account:

• You have 30 days to export all Guest Data and Content
• After the 30-day window, we will permanently delete all Guest Data associated with your account from our active systems
• Encrypted backups may retain data for up to 90 additional days as part of our disaster recovery processes, after which they are purged
• Data required for legal or regulatory compliance may be retained for the legally mandated period in anonymized or pseudonymized form where possible

10. AI Features

10.1 AI Disclosure

TableFlow uses artificial intelligence powered by Anthropic Claude (specifically the Claude Haiku model) to provide certain features within the Service. We are committed to transparency about how AI is used and what data it accesses.

10.2 Current AI Features

• Kitchen Search Tags: Automatically generates searchable keywords for menu items to help kitchen staff locate and manage orders efficiently
• Inventory Auto-Setup: Suggests ingredient lists and recipes based on your menu items to accelerate initial inventory configuration

10.3 What Data AI Accesses

Only menu item names and descriptions are sent to the AI provider. The following data is never sent to the AI:

• Guest personal information (names, emails, phone numbers)
• Reservation data
• Payment or billing information
• Employee or staff information
• Any data that could identify an individual

10.4 AI Limitations and Disclaimers

• AI features do not make automated decisions about individuals
• AI outputs may contain errors, omissions, or inaccuracies
• You should not rely solely on AI outputs for food safety, allergen management, or regulatory compliance

10.5 Data Use by AI Provider

Our AI provider, Anthropic, does not use API inputs or outputs to train their models. Data sent to the AI is processed solely to generate the requested output and is not retained by Anthropic for any other purpose.

10.6 Non-AI Fallback

All AI features are optional. You may disable AI-powered features at any time and manually configure search tags, inventory items, and recipes instead. Disabling AI features does not affect any other functionality of the Service.

11. Intellectual Property

11.1 TableFlow's Intellectual Property

The Service, including all software, code, design, user interfaces, trademarks, logos, documentation, and underlying technology, is the exclusive property of TableFlow Hospitality Management Systems or its licensors and is protected by Canadian and international intellectual property laws. Nothing in these Terms grants you any right, title, or interest in our intellectual property except the limited right to use the Service as described herein.

11.2 Your Content

You retain full ownership of all Content you upload, create, or input into the Service, including menus, photographs, floor plans, restaurant descriptions, and branding materials. TableFlow does not claim ownership of your Content.

11.3 License to TableFlow

By uploading Content to the Service, you grant TableFlow a non-exclusive, worldwide, royalty-free license to use, store, reproduce, display, and transmit your Content solely for the purpose of providing and improving the Service. This license terminates when you delete the Content or when your account is terminated.

11.4 License to You

Subject to your compliance with these Terms, TableFlow grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service during the term of your Subscription for your internal restaurant management purposes.

11.5 Marketing Use

You grant TableFlow the right to use your restaurant name and logo in our customer lists, marketing materials, case studies, and website for the purpose of identifying you as a TableFlow customer. You may opt out of this use at any time by sending a written request to [email protected], and we will remove your name and logo within 30 days.

11.6 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant TableFlow an unrestricted, irrevocable, perpetual, royalty-free license to use and incorporate that feedback into the Service without any obligation to you.

12. Confidentiality

12.1 Mutual Obligation

Each party agrees to protect the Confidential Information of the other party with the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care. "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that, given the nature of the information or the circumstances of disclosure, should reasonably be considered confidential.

12.2 What Is Confidential

• Your Confidential Information includes: Guest Data, business data, financial information, internal processes, and any other non-public information you provide through or in connection with the Service
• Our Confidential Information includes: The Service's proprietary technology, algorithms, business plans, pricing structures (beyond published rates), security measures, and any non-public aspects of the platform

12.3 Exclusions

Confidential Information does not include information that:

• Is or becomes publicly available through no fault of the receiving party
• Was already known to the receiving party before disclosure
• Is received from a third party without a duty of confidentiality
• Is independently developed by the receiving party without reference to the Confidential Information
• Is required to be disclosed by law, regulation, or court order (provided the disclosing party is given reasonable notice where legally permitted)

12.4 Survival

The obligations under this Section survive termination of these Terms for a period of 3 years, except that the obligation to protect Guest Data survives indefinitely.

13. Service Availability

13.1 Uptime Target

TableFlow targets 99.5% uptime for the Service, measured on a monthly basis, excluding scheduled maintenance windows. This is a best-effort target, not a guaranteed Service Level Agreement (SLA).

13.2 Scheduled Maintenance

We perform scheduled maintenance to update, improve, and secure the platform. Whenever possible, we will:

• Conduct maintenance during low-traffic hours (typically between 2:00 AM and 6:00 AM in the Customer's local time zone)
• Provide at least 24 hours' advance notice for planned maintenance that may cause downtime
• Keep maintenance windows as brief as possible

13.3 No Guarantee of Uninterrupted Service

While we strive for high availability, we do not guarantee that the Service will be available at all times or that it will be uninterrupted, error-free, or free from harmful components. Factors beyond our control, including internet connectivity, third-party service outages, and force majeure events, may affect availability.

13.4 Service Modifications

We may modify, update, or discontinue features of the Service from time to time. For material changes that reduce functionality of a feature you actively use, we will provide reasonable advance notice. We will not remove core functionality (reservations, floor plan management, kitchen display) during your active Billing Period without offering a comparable alternative or a pro-rated credit.

14. Warranties & Disclaimers

14.1 As-Is Basis

THE SERVICE IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TABLEFLOW EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT
• ACCURACY, RELIABILITY, OR COMPLETENESS OF CONTENT

14.2 AI Disclaimer

Without limiting the foregoing, TableFlow makes no warranty or representation that AI-generated outputs (including search tags, ingredient suggestions, and recipe configurations) are accurate, complete, or suitable for any particular purpose. AI features are tools to assist your operations, not substitutes for professional judgment, food safety expertise, or regulatory compliance.

14.3 Third-Party Services

The Service integrates with third-party services (Stripe, Google, Anthropic, Cloudinary). TableFlow is not responsible for the availability, accuracy, or performance of these third-party services. Your use of third-party services is subject to their respective terms and conditions.

14.4 Consumer Protection Laws

Some jurisdictions do not allow the exclusion of implied warranties or limitations on consumer rights. In such jurisdictions, the above disclaimers apply only to the fullest extent permitted by applicable law. Nothing in these Terms is intended to limit your statutory rights under applicable consumer protection legislation.

15. Limitation of Liability

15.1 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TABLEFLOW'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO TABLEFLOW DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

15.2 Exclusion of Damages

IN NO EVENT SHALL TABLEFLOW BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES
• LOST PROFITS, LOST REVENUE, OR LOST BUSINESS OPPORTUNITIES
• LOSS OF DATA OR DATA CORRUPTION (BEYOND OUR OBLIGATION TO MAINTAIN BACKUPS)
• PUNITIVE OR EXEMPLARY DAMAGES
• DAMAGES ARISING FROM GUEST NO-SHOWS, INCORRECT RESERVATIONS, OR RESTAURANT OPERATIONAL ISSUES

EVEN IF TABLEFLOW HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.3 Exceptions

The limitations in this Section do not apply to:

• Liability arising from TableFlow's willful misconduct or gross negligence
• Breach of confidentiality obligations (Section 12)
• Indemnification obligations (Section 16)
• Liability that cannot be limited by applicable law

15.4 Basis of the Bargain

The limitations of liability in this Section reflect the allocation of risk between the parties and are an essential element of the basis of the bargain between us. The pricing of the Service reflects this allocation of risk and these limitations.

16. Indemnification

16.1 Your Indemnification of TableFlow

You agree to indemnify, defend, and hold harmless TableFlow Hospitality Management Systems, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

• Your violation of these Terms, including the Acceptable Use policy
• Your Content, including any claims that your Content infringes the intellectual property or other rights of a third party
• Your violation of any applicable law, regulation, or third-party right
• Your use of the Service's communication tools in violation of anti-spam legislation
• Any claim by a Guest or other third party arising from your restaurant operations

16.2 TableFlow's Indemnification of You

TableFlow agrees to indemnify, defend, and hold harmless You and your officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of any third-party claim that the Service, as provided by TableFlow and used in accordance with these Terms, infringes any valid patent, copyright, or trademark of a third party.

16.3 Conditions

The indemnification obligations above are subject to the following conditions:

• The indemnified party must promptly notify the indemnifying party in writing of the claim
• The indemnifying party has sole control of the defence and any settlement negotiations
• The indemnified party provides reasonable cooperation at the indemnifying party's expense
• The indemnified party does not make any admission or settlement without the indemnifying party's prior written consent

17. Term & Termination

17.1 Term

These Terms take effect on the Effective Date and remain in force until your account is terminated in accordance with this Section.

17.2 Cancellation by You

You may cancel your Subscription at any time as described in Section 6. Upon cancellation, these Terms remain in effect until the end of your current Billing Period.

17.3 Termination for Breach

Either party may terminate these Terms if the other party materially breaches any provision and fails to cure the breach within 15 days of receiving written notice specifying the breach. Written notice must be sent to the email address on file for the Customer, or to [email protected] for notices to TableFlow.

17.4 Immediate Termination

TableFlow may terminate your account immediately, without a cure period, if:

• You use the Service for illegal activity
• Your use of the Service poses a security threat to the platform or other users
• You are subject to bankruptcy, insolvency, or similar proceedings
• You repeatedly violate the Acceptable Use policy after receiving prior warnings

17.5 Effect of Termination

Upon termination:

• Your right to access and use the Service ceases
• You have 30 days to export your data (Section 9.4)
• Any outstanding fees become immediately due and payable
• After the 30-day data export window, your data will be permanently deleted

17.6 Survival

The following Sections survive termination of these Terms: Definitions (1), Refund Policy (5) to the extent applicable, Guest Data Ownership (9), Intellectual Property (11), Confidentiality (12), Warranties & Disclaimers (14), Limitation of Liability (15), Indemnification (16), Governing Law & Disputes (19), and Miscellaneous (20).

18. Changes to Terms

18.1 Notification

We may update these Terms from time to time. For material changes, we will provide at least 30 days' advance notice via email to the address associated with your account. The updated Terms will also be posted on our website with a revised "Last Updated" date.

18.2 Acceptance

Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree with the updated Terms, you must stop using the Service and cancel your Subscription before the changes take effect.

18.3 Right to Terminate

If a material change to these Terms adversely affects your rights, you may terminate your Subscription within 30 days of receiving notice of the change. In this case, the change will not apply to you, and your Subscription will end at the conclusion of your current Billing Period under the prior Terms.

18.4 Non-Material Changes

For non-material changes (such as clarifications, formatting updates, or corrections), we may update these Terms without advance notice. We will always update the "Last Updated" date to reflect any changes.

19. Governing Law & Disputes

19.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the Province of Ontario, Canada and the federal laws of Canada applicable therein, without regard to conflict of law principles.

19.2 Jurisdiction

Subject to Section 19.3, the courts of the Province of Ontario, sitting in Toronto, shall have exclusive jurisdiction over any dispute arising out of or related to these Terms. Each party irrevocably submits to the jurisdiction of those courts.

19.3 EU/UK Residents

If you are a resident of the European Union or the United Kingdom, nothing in this Section prevents you from bringing a claim in the courts of your country of residence. You may also have the right to submit a complaint to your local consumer protection authority or data protection authority.

19.4 Dispute Resolution Process

Before initiating any formal legal proceedings, both parties agree to attempt to resolve disputes through the following process:

1. Negotiation (30 days): The complaining party must send a written notice of the dispute to the other party. Both parties will attempt to resolve the dispute through good-faith negotiation within 30 days of the notice.
2. Mediation: If negotiation fails, either party may initiate non-binding mediation administered by a mutually agreed-upon mediator in Toronto, Ontario. Each party bears its own costs; mediation fees are split equally.
3. Litigation: If mediation does not resolve the dispute within 60 days, either party may commence court proceedings in accordance with Section 19.2.

19.5 Time Limitation

Any claim arising out of or related to these Terms must be brought within one (1) year after the cause of action arises, or the claim is permanently barred. This limitation does not apply where prohibited by applicable law.

20. Miscellaneous

20.1 Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

20.2 Entire Agreement

These Terms, together with the Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and TableFlow regarding your use of the Service. They supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.

20.3 No Waiver

The failure of either party to enforce any right or provision of these Terms shall not be deemed a waiver of that right or provision. Any waiver must be in writing and signed by the waiving party to be effective.

20.4 Assignment

You may not assign, transfer, or delegate these Terms or any rights or obligations hereunder without the prior written consent of TableFlow. TableFlow may assign these Terms in whole or in part in connection with a merger, acquisition, reorganization, or sale of substantially all of its assets, provided that the assignee agrees to be bound by these Terms. Any attempted assignment in violation of this Section is void.

20.5 Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under these Terms (other than payment obligations) due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, epidemics, pandemics, war, terrorism, labour disputes, government actions, power failures, internet or telecommunications failures, or cyberattacks. The affected party must provide prompt notice and use commercially reasonable efforts to resume performance.

20.6 Notices

All notices under these Terms shall be in writing and delivered via email:

• To TableFlow: [email protected]
• To You: The email address associated with your account

Notices are deemed received on the date sent if sent by email, provided the sender does not receive a delivery failure notification. It is your responsibility to keep your email address current in your account settings.

20.7 Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and TableFlow. Neither party has the authority to bind the other or to incur obligations on the other's behalf.

20.8 Language — Langue

These Terms are currently provided in English. By creating a TableFlow account and accepting these Terms, you confirm that you have requested that this agreement be drawn up in English.

Les présentes Conditions de service sont présentement fournies en anglais. En créant un compte TableFlow et en acceptant ces Conditions, vous confirmez avoir demandé que cette entente soit rédigée en anglais.

A French-language version of these Terms is available at tableflow.ca/terms-of-service-fr-ca.html. The two versions are intended to be substantively equivalent; in case of any divergence in interpretation, the version in which you accepted these Terms at account creation shall prevail.

Une version française des présentes Conditions est disponible à l'adresse tableflow.ca/terms-of-service-fr-ca.html. Les deux versions sont destinées à être substantiellement équivalentes; en cas de divergence d'interprétation, la version dans laquelle vous avez accepté les présentes Conditions lors de la création de votre compte prévaudra.

20.9 Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights. Guests and other end users are not parties to these Terms and have no right to enforce any provision herein.

21. CASL Compliance

Canada's Anti-Spam Legislation (CASL) governs the sending of commercial electronic messages (CEMs) to Canadian recipients. This Section outlines the responsibilities of both TableFlow and the Customer when using the Service's communication tools.

21.1 TableFlow's Responsibilities

• We provide tools that include compliant unsubscribe mechanisms in all commercial messages sent through the Service
• Unsubscribe requests are processed within 10 business days, as required by CASL
• We maintain records of unsubscribe requests and ensure opted-out recipients are not contacted through the Service
• Our transactional messages (reservation confirmations, reminders, password resets) are sent in compliance with CASL's exemptions for transactional communications

21.2 Your Responsibilities

As the sender of commercial messages through the Service, you are responsible for:

• Obtaining Consent: Ensuring you have valid express or implied consent from each recipient before sending commercial messages. Express consent must be obtained through a clear opt-in mechanism (not pre-checked boxes)
• Record Keeping: Maintaining records of how and when consent was obtained from each recipient
• Identifying Yourself: All commercial messages must clearly identify you (the restaurant) as the sender, include your contact information, and include a functional unsubscribe mechanism
• Honouring Opt-Outs: Promptly removing recipients who unsubscribe and not re-adding them without fresh express consent
• Implied Consent Expiry: Tracking and respecting the expiry of implied consent (2 years from business relationship, 6 months from inquiry)

21.3 International Considerations

If you use the Service's communication tools to contact guests outside of Canada, you must also comply with the anti-spam laws applicable in the recipient's jurisdiction, including:

• United States: CAN-SPAM Act
• European Union / United Kingdom: GDPR and the ePrivacy Directive
• Other jurisdictions: Applicable local anti-spam and electronic communications laws

22. Accessibility

22.1 Our Commitment

TableFlow is committed to making its platform accessible to all users, including people with disabilities. We design and develop the Service with accessibility as a core principle, not an afterthought.

22.2 Standards

We strive to meet or exceed the following accessibility standards:

• WCAG 2.2 Level AA: The Web Content Accessibility Guidelines published by the World Wide Web Consortium (W3C)
• European Accessibility Act (EAA): Compliance with the accessibility requirements applicable to digital services in the European Union
• Accessibility for Ontarians with Disabilities Act (AODA): Compliance with Ontario's accessibility requirements for web content

22.3 What We Do

• All interactive elements meet minimum touch target sizes (44px by 44px)
• Colour contrast ratios meet WCAG AA standards throughout the platform
• The platform is fully navigable by keyboard
• Screen reader compatibility is tested and maintained
• ARIA labels and semantic HTML are used to convey meaning and structure
• Form inputs include clear labels and error messages

22.4 Reporting Issues

If you encounter any accessibility barriers while using TableFlow, we want to hear from you. Please contact us with details about the issue:

• Email: [email protected] (include "Accessibility" in the subject line)
• Response Time: We will acknowledge your report within 5 business days and provide a resolution timeline

22.5 Continuous Improvement

Accessibility is an ongoing effort. We regularly audit the platform, incorporate feedback from users with disabilities, and update our practices as standards evolve. Our goal is to ensure that every restaurant professional can use TableFlow effectively, regardless of ability.

Contact Information

If you have any questions about these Terms of Service, please contact us: