Terms of Use

Onlo Services LLC

March 2019

 

Thanks for choosing Onlo for ordering all your wants and need from small businesses. These Terms of Use ("Terms") are provided to outline your use of Onlo Services LLC ("Onlo", "we", "us", "our") products and services ("Platform"). You accept these Terms upon visiting the Onlo website or using any Onlo product or service. All disputes between you and Onlo arising out of or relating to these Terms or your use of Onlo products or services will be resolved by binding arbitration. For such disputes, you waive your right to bring a class or representative action or go to court under these Terms. Your claims must be brought individually and not as a class or representative action.

 

All references to "you", "your", or "user", as applicable, mean the person who accesses, uses, and/or participates in the Platform in any manner, and each of your heirs, assigns, and successors. If you use the Platform on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind that entity to these Terms, your acceptance of the Terms will be deemed an acceptance by that entity, and "you" and "your" herein shall refer to that entity.

 

Onlo and its Platform is not operated nor owned by Square Inc. The Platform connects consumers with retail stores, and restaurants ("Stores"), to facilitate on-demand pickup services by retrieving data available on other Platforms like Square® through their Application Programming Interface ("API"). As an owner of Stores on the Platform ("Merchant"), you are also bound by these Terms through the Platform, consumers may request that merchandise or food be made available for pick-up to them from a Store through accessing the Platform.

 

1.      General Applicability

1.1. Acceptance of these Terms

By using Onlo products or services, you agree to these Terms and the Privacy Policy.

1.2. These Terms apply to the Platform as well as your account and any data that is connected to your account.

1.3. These Terms, and its entirety, apply to the mobile application ("App").

1.4. Upon accepting these Terms, you agree to, and accept, the Square Inc. General Terms of Service and Privacy Notice and the Stripe Inc. Services Agreement and Privacy Policy.

1.5. Declination of these Terms

If you so decide that you do not accept or no longer agree to these Terms and the Privacy Policy, you may illustrate your declination of these Terms and the Privacy Policy by immediately stopping all use of the Platform and deleting your account as well as all data thereof.

 

2.      Accounts and Registration

To use the Onlo Platform, users must create an account. To create an account, you may be required to provide certain information, which may be personally identifiable information, about yourself. You agree that the information that you provide to us is accurate, current, and complete and that you will always keep it up-to-date. When you create an account, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality and security of your account and password. You accept responsibility for all activities that occur under your account. If you have reason to believe that your account is no longer secure, you must immediately notify us. Onlo will not be liable and you may be liable for losses, damages, liability, expenses, and lawyers' fees incurred by Onlo or a third party arising from someone else using your account due to your conduct regardless of whether you have notified us of such unauthorized use. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your account.

2.1 As a Merchant, you are subject to data auditing. You are prohibited from selling any age-restricted items on Onlo until you are given written approval by Onlo Services. If Onlo Services notices that you are selling age-restricted products on the Platform, Onlo reserves the right to remove such items.

 

3.      Payment Terms

3.1. General Payment

You understand that the prices for products or menu items displayed through the Platform may differ from the prices offered or published by Stores for the same product or menu items and/or from prices available at other third-party websites/mobile applications. Prices for product or menu items displayed through the Platform may not be the lowest prices at which the product or menu items are sold.

3.2. Information Liability

Onlo is not liable for any inaccuracy, misrepresentation, or unavailability of products, items, pricing or any other information that is provided by Stores on the Onlo Platform. Stores are responsible for fixing, amending, and keeping up-to-date information on their Stores to provide users with accurate Store product information.

3.3. Payment Liability

Onlo is not responsible nor liable for any payment that is completed through the Onlo Platform, accept whereas payment and card information security is a concern. All Stores and Merchants are individually responsible and held liable for completed payments under circumstances where users request a refund, report a problem, have been charged improperly for a purchase due to inaccurate information provided on the Onlo Platform, or where their order was not made to their satisfaction.

3.4. Cancelled Orders

Upon cancelling an order, Onlo is not abled too, nor allowed too, process refunds for any purchase of an order. Refund requests must be made by contacting the Store or the Merchant that you have placed an order with. You are responsible for properly cancelling an order.

3.5. Store Payment Plans

3.5.1.      Store payment plans ("Subscription") allow you to have a Store on Onlo.

3.5.2.      For Stores to remain operational on the Onlo Platform, Merchants who have created Stores are responsible for paying a monthly charge for each Store that they are operating on the Onlo Platform.

3.5.3.      Monthly payments are charged on a recurring billing cycle until you choose to cancel your Subscription. The date of payment for any Subscription is charged on the day of every month that you had first subscribed to on the first month. Payments may take up to 72 hours to complete.

3.5.4.      All payments are charged as USD and can be nonrefundable at the discretion of Onlo personnel.

3.5.5.      You will be charged on the specified date as mentioned in 3.5.3. of these Terms for the amount of $20 for each store including applicable sales tax of your Store('s) location. You will only be charged this amount on such specified date if your total online sales for all of your Stores exceed $300 for the given billing period.

3.5.6.      Onlo reserves the right to change the Subscription price at our discretion. Changes to Subscription prices will not go into effect until the next monthly billing cycle, where you will be responsible for paying the new price of the Subscription in compliance with Subsection 3.5.3 of these Terms.

3.5.7.      Reimbursement or refunds for monthly Subscriptions will not be allowed except under circumstances where the Subscription was charged 24 hours prior to the request to refund the Subscription charge and the Merchant has experienced extensive issues with the Platform.

 

4.      Platform Use

To use the Onlo Platform, you agree to the following:

a)      The Platform, including any content that forms part of the Platform, contains proprietary content, information and material that is protected by applicable intellectual property and other laws, including copyright laws;

b)      You will not violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right, or otherwise engage in the unauthorized use of any proprietary content, information or materials;

c)      Unless expressly permitted, you may not alter, modify, create derivative works of, sell, license or in any way exploit any part of the Platform, and you agree not to copy, reproduce, distribute, publish, display, perform, transmit, stream or broadcast any part of the Platform without prior written authorization;

d)      You agree not to bypass any security or other features of the Platform designed to control the way the Platform is used, harvest or mine content from the Platform, or otherwise access or use the Platform in a manner inconsistent with individual human use;

e)      You agree not to perform any acts on the Platform which are considered criminal under the law of any jurisdiction which the Onlo Platform is operating under;

f)       You agree not to display, advertise, or offer any materials of the Onlo Platform which is considered intellectual property without the permission of Onlo prior to the formerly mentioned use;

g)      You agree not to use any robot, spambot, spider, crawler, scraper or other computer run operations that access or extract data from the Onlo Platform;

 

5.      Copyright and Intellectual Property

5.1. All content, products, services, content, or materials used in Onlo products and services are property of Onlo Services LLC and are the intellectual property of Onlo Services LLC creators.

5.2. All content and data provided by third-party APIs are the property of the third-party entity that has provided access to such data through the APIs provided. As noted in Section 1, you agree to the Terms of the companies whose APIs are used and you must comply with the data usage policies set forth in those Terms.

 

6.      Communications

6.1. Text Messaging

You consent, by submitting your phone number as account information to Onlo, to receive text messages at the phone number that you have provided. Such messages may contain information concerning the Onlo Platform or other services.

6.2. Push Notifications

You consent, by using the Onlo App, to receive push notifications (messages that apps can send to your mobile device) so long as they are enabled on your device.

6.3. Email

You consent to receive emails from Onlo regarding your account, data, Platform use, or any other communication which concerns your use of the Platform. Onlo uses email to notify you of changes to our Privacy Policy and these Terms. To ensure delivery of email from Onlo to your inbox, please add the Onlo email address to your email contacts.

6.4. Newsletters

Newsletters are material which contain information meant to inform the user about updates to the Platform, or to inform users about special offers from Stores near them, or to inform users about how to use the Platform. Newsletters may be sent by email and can contain HTML and external or third-party content.

 

7.      Regarding Apple

This section applies to you if you use the iOS App. You acknowledge that these Terms are between you and Onlo only, not with Apple Inc. ("Apple"), and Apple is not responsible for the Platform and the content thereof. By using the iOS App, you agree to the Apple Inc. Privacy Policy and other terms that Apple Inc. may set forth as a requirementfor you to accept so that you may use their products and services.

 

8.      Indemnity

You agree to hold harmless Onlo and its officers, directors, employees, contractors, consultants, affiliates, investors, service providers, business partners, subsidiaries and agents from and against every claim, liability, damage, loss, and expense, including reasonable attorneys' fees and costs, arising out of or in any way connected with the use of the Platform or arbitration.

 

9.      Warranty and Liability

9.1. Your use of the Platform is at your own risk and you assume the responsibility of maintaining safe, secure, and responsible internet browsing and mobile application practices.

9.2. This product is to be used with no warranty and may, at times during heavy traffic, fail to carry out a certain action which renders the Platform unable to process further actions or requests. Onlo is held liable for performance and network capabilities but is not held liable for actions or requests which have resulted in user error as determined by arbitration or Onlo personnel.

9.3. ONLO IS NOT HELD LIABLE FOR THE LOSS OF ANY DATA, PROFITS, PROPERTY OR ANY OTHER RESOURCE OR FORM OF INFORMATION AS THE RESULT OF THE USE OF THE PLATFORM. YOU AGREE TO RELEASE ONLO FROM ANY DISPUTES BETWEEN YOU AND A STORE OR MERCHANT ON THE PLATFORM UNDER CIRCUMSTANCES WHERE SECTION 3 OF THESE MAY TERMS APPLY.

 

10.  Modifications

10.1. Onlo reserves the right to make changes to these Terms and the Privacy Policy without the consent of the user.

10.2. Notification of Modifications

You will be notified of modifications to these Terms and Privacy Policy once the modifications go into effect. Notification of modifications are sent through email in compliance with Section 6 of these Terms. Notification of modifications will be illustrated in some manner on the Onlo website.

10.3. Implementation and Compliance

Users have 30 calendar days to comply with and accept all the modifications of these Terms and the Privacy Policy. Continued use of the Platform after the 30 calendar days serves as confirmation that you accept all modifications to these Terms and the Privacy Policy and that you have complied with such modifications.

10.4. Declination of Modifications

If you decide that you no longer agree to modifications of these Terms and the Privacy Policy, you have 30 calendar days from when such modifications are implemented to decline these Terms and the Privacy Policy. To decline these Terms and the Privacy Policy, you must stop all use of the Platform and delete your account and all data thereof.