BISTRO BUDDY - SaaS Platform Subscription and Acceptable Use Agreement

Parties and electronic record. This agreement is between the signer and PageRank Kings LLC d/b/a BISTRO BUDDY, including the applicable project, brand, platform, owner, affiliate, successor or approved service provider identified in the submission. The submitted form, attached scope, accepted proposal, invoice, order, policy and electronic audit record are incorporated where applicable.

Purpose and authority. Use for paid access to a BISTRO BUDDY, PageRank Kings or related hosted platform, portal, dashboard, business tool or software service. The signer represents that the submitted information is accurate and that the signer has authority to act for the person or organization identified.

Subscription license. Subject to payment and compliance, the subscriber receives a limited, nonexclusive, nontransferable right for authorized users to access the service during the subscription term.

Accounts and administrators. The subscriber is responsible for authorized users, account security, administrator actions and prompt removal of users who no longer require access.

Acceptable use. The service may not be used for unlawful content, infringement, harassment, malware, credential theft, scraping, unauthorized surveillance, service interference or attempts to bypass limits.

Customer content. The subscriber retains rights in submitted content and grants the limited rights necessary to host, process, secure, display and support that content.

Fees and renewal. Subscription fees, usage charges, renewal, taxes and cancellation follow the order form or checkout terms. Failure to pay may result in suspension or termination.

Availability and changes. Reasonable efforts will be used to operate the service, but uninterrupted availability is not guaranteed. Features may change to improve security, compliance or operations.

Third-party services. Integrations and external services are governed by their own terms and may change or stop working.

Data export and termination. Available export tools and retention periods depend on the service. The subscriber should export needed data before termination and remain responsible for recordkeeping.

Fees, taxes and expenses. Fees, deposits, billing dates, approved expenses and payment methods are governed by the applicable proposal, order, invoice or checkout. Unless stated otherwise, fees exclude taxes, media spend, travel, shipping, licenses and third-party charges. Undisputed overdue amounts may result in suspension, withheld delivery or loss of reserved capacity, subject to applicable law.

Change control and cooperation. Material additions, changed direction, new deliverables, compressed schedules or rework after approval require written authorization and may change price or timing. Each party will provide reasonably necessary information, access, decisions and cooperation. A party is not responsible for delay caused by the other party or an unavailable third party.

Confidentiality and security. Non-public business, technical, financial, customer, vendor, sponsor, event, account and operational information must be protected, accessed only as authorized and used solely for the approved purpose. Credentials and personal data must be handled securely. These duties survive while the information remains confidential.

Intellectual property and client materials. Ownership and licenses are limited to what this agreement or the applicable order expressly grants. Each party retains pre-existing materials, methods, tools, trademarks, know-how and third-party rights. The signer represents that supplied content, data, instructions and assets may lawfully be used for the project.

Representations; no implied guarantee. Each party will perform its stated duties in good faith and with commercially reasonable care. Except for express written commitments and nonwaivable rights, no implied warranty or guarantee of revenue, attendance, ranking, reach, approval, uptime, sales, legal outcome or third-party performance is made.

Responsibility for claims. To the extent permitted by law, each party is responsible for third-party claims, losses or costs caused by its material breach, unlawful conduct, infringement, unauthorized materials or failure to obtain required permissions. A party seeking protection must provide prompt notice and reasonable cooperation.

Limitation of liability. To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, punitive or consequential damages, lost profits or lost data arising from this agreement. Except for payment obligations, fraud, willful misconduct, confidentiality or intellectual-property misuse, BISTRO BUDDY aggregate liability for the affected project will not exceed the fees actually paid to BISTRO BUDDY for that project during the six months preceding the event giving rise to the claim.

Term, suspension and termination. The agreement begins when signed or accepted and continues for the stated project or term. BISTRO BUDDY may suspend access or work for nonpayment, security risk, unlawful activity, material breach or lack of required cooperation. Termination does not erase accrued payment, ownership, confidentiality, recordkeeping or other obligations intended to survive.

Force majeure. Neither party is liable for delay caused by events beyond reasonable control, including severe weather, disaster, epidemic, labor disruption, utility or provider outage, cyberattack, government action, venue closure or transportation failure. The parties will reasonably cooperate on rescheduling, mitigation and unavoidable third-party costs.

Dispute notice and governing law. Before filing a claim, the complaining party will provide written notice describing the issue and allow a reasonable opportunity to discuss cure, except for urgent injunctive relief or nonwaivable rights. Unless controlling law requires otherwise or a separate signed agreement states differently, Connecticut law governs and the parties consent to an appropriate court in Connecticut.

General terms. Neither party may assign this agreement in a manner that materially harms the other without consent, except to a successor in a merger, sale or reorganization. Failure to enforce a provision is not a waiver. If a provision is limited or unenforceable, it will be enforced to the maximum lawful extent and the remainder continues. Headings are for convenience. This agreement may be signed in counterparts.

Entire agreement and priority. This form, together with the applicable signed proposal, order, invoice and incorporated policy, is the complete agreement for its subject. A specifically negotiated signed document controls over conflicting boilerplate. Changes must be in a written or authenticated electronic record accepted by authorized representatives.

Electronic consent and signature. By completing required acknowledgments, typing a legal name, selecting a signature date and drawing a digital signature, the signer intends to sign electronically and agrees that the electronic record, timestamp, submission data and related audit information may be stored, reproduced and relied upon.

Legal review notice. This operational template is designed to create a clear business record but is not a substitute for advice from a licensed attorney familiar with the parties, transaction, value, jurisdiction and regulated subject matter.