If you are using the Site, Application or Services, you are contracting with Foodie Systems, Inc. with respect to use of the Site, Application or Services, and with respect to any payments or payouts from or to you conducted through the Site, Application or Services.
Foodie Systems, Inc. shall, as appropriate, be referred to herein as “Fudi”.
You understand and agree that Fudi is not a party to any agreements entered into between chefs and foodies, nor is Fudi a broker, agent, or insurer. Fudi has no control over the conduct of chefs, foodies, and other users of the site, application, and services, or any location where the food is offered, served, and/or consumed, and disclaims all liability in this regard to the maximum extent permitted by law.
“Fudi Content” means all Content that Fudi makes available through the Site, Application, or Services, including any Content licensed from a third party, excluding content uploaded by Fudi users.
“Reservation” means the time period starting from the time when a reservation is requested and paid by a foodie (as determined by Fudi in its sole discretion), within which a Chef may decide whether to confirm or reject that reservation request, as stated on the Site, Application or Services. Different Reservations may apply in different locations or purposes. The Reservation is akin to establishing a reservation at a restaurant or other eating establishment.
“Collective Content” means Member Content and Fudi Content.
“Content” means text, graphics, images, music, software (excluding the Application), audio, video, information or other materials.
“Foodie” means a Member who requests from a Chef a reservation of a food experience via the Site, Application or Services, or a Member who eats at a location where the food is prepared and/or consumed.
“Chef” means a Member who creates a Listing via the Site, Application and Services, and provides, cooks, prepares, delivers, and/or presents food for the purpose of consumption or other value to Foodies.
“Dish” means a food and/or food-related experience that is listed by a Chef as available for reservation via the Site, Application, and Services. The food experience can be a specific food item, the preparation and serving of several food items and/or other food-related products and/or services as delivered, prepared, picked up, catered and/or served by the Chef for the Foodie.
“Eating Establishment” means the location where the Chef prepares a Dish for a Foodie, or the location where the Foodie eats and/or experiences the Dish the Chef prepares for him or her, or the location where the Foodie lives or has Dishes delivered to him or her, or the location where the Chef comes to prepare and/or serve Dishes for the Foodie.
“Member” means a person who completes Fudi’s account registration process, including but not limited to Chefs and Foodies, as described under "Account Registration" below.
“Member Content” means all Content that a Member posts, uploads, publishes, submits, transmits, or includes in their Listing or Member profile to be made available through the Site, Application or Services.
“Tax” or “Taxes” mean any sales taxes, value added taxes (VAT), goods and services taxes (GST), food preparation taxes, food distribution taxes, food serving taxes, delivery and/or pickup fees, or other fees (such as restaurant fees) chefs and/or providers may be required by law to collect and remit to governmental agencies, and other similar municipal, state, federal and national indirect or other withholding and personal or corporate income taxes.
“Display Currency” means the currency in which users view Dish prices on the Fudi platform. Foodies may choose and change the Display Currency in order to view the pricing for a Dish in a number of different supported currencies.
“Reservation Currency” means the currency in which a Foodie has to pay for his or her Reservation. At the time the Foodie submits a Reservation request, the Fudi platform will select the Reservation Currency, based on the Foodie’s country of origin and the payment methods available for that country. Fudi supports only a certain number of currencies as Reservation Currencies. The Reservation Currency for a Reservation may be different from the relevant Dish Currency.
“Dish Currency” means the currency in which a Dish’s price is set. The Dish Currency is set by the Chef.
“Payout Currency” means the currency in which a Chef’s payout will be paid to the Chef. The Payout Currency is set by the Chef.
“Base Exchange Rate” means a system-wide rate used by Fudi for foreign currency conversion that is in effect at the time the foreign currency conversion is processed, and does not include any fee or mark-up by Fudi. Fudi establishes the Base Exchange Rate using data from one or more third parties such as OANDA (http://www.oanda.com)
“Adjusted Exchange Rate” means a rate for foreign currency conversion that is calculated by adding a mark-up to the Base Exchange Rate. This mark-up represents a charge imposed by Fudi for its holding costs and foreign currency risks.
“Reservation Fees” means the amounts that are due and payable by a Foodie in exchange for that Foodie’s Reservation. The Chef alone, and not Fudi, is responsible for the Reservation Fees for his or her Dishes. The Chef may in his or her sole discretion decide to include in these amounts (i) a fee permitted on the Fudi platform, or (ii) Taxes that the Chef determines that he or she has to collect.
“Delivery Fees” means the fee that Fudi charges a Foodie for the additional cost of having the Chef deliver the food to the Foodie’s location as part of the reservation. The Delivery Fees will be displayed to the Foodie when the Foodie is making a reservation for a delivery.
“Out of Delivery Area Fees” means the fee that Fudi charges a Foodie for the additional cost of having the Chef deliver the food to the Foodie’s location, when the Foodie’s location is outside the normal radius of the Chef’s delivery range, as part of the reservation. The Out of Delivery Area Fees will be displayed to the Foodie when the Foodie is making a reservation for a delivery.
“Total Fees” means collectively all fees, plus any Taxes.
Certain areas of the Site and Application (and your access to or use of certain aspects of the Services or Collective Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Application, Services, or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Application, Services, or Collective Content.
You acknowledge and agree that, by accessing or using the site, application or services, or by downloading or posting any content from or on the site, via the application or through the services, you are indicating that you have read, and that you understand and agree to be bound by these terms, whether or not you have registered with the site and application. If you do not agree to these terms, then you have no right to access or use the site, application, services, or collective content. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “You” and “Your” will refer and apply to that company or other legal entity.
Fudi reserves the right, at its sole discretion, to modify the Site, Application or Services or to modify these Terms, including the various fees, at any time and without prior notice. If we modify these Terms, we will either post the modification on the Site or via the Application or otherwise provide you with notice of the modification. We will also update the "Last Updated Date" at the top of these Terms. By continuing to access or use the Site, Application or Services after we have posted a modification on the Site or via the Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Application and Services.
The Site, Application and Services are intended solely for persons who are 18 or older. Any access to or use of the Site, Application or Services by anyone under 18 is expressly prohibited. By accessing or using the Site, Application or Services you represent and warrant that you are 18 or older.
The Site, Application and Services can be used to facilitate the listing of various food services, and reserving such food services (“Reservation”). Such Reservations are included in Listings on the Site, Application and Services by Chefs. You may view Listings as an unregistered visitor to the Site, Application and Services. However, if you wish to make a reservation for a meal, or schedule a pickup or delivery, you must first register to create a Fudi Account (defined below).
As stated above, Fudi makes available an online platform or marketplace with related technology for foodies and chefs to meet online and arrange for meal reservations directly with each other. Fudi is not an owner or operator of properties, including, but not limited to, restaurants, pop-up restaurants, cafeterias, or other establishments where food is served by the chefs, nor is it a provider of food establishment locations, including, but not limited to, restaurants, meal-preparation stations, and/or other food preparation and/or distribution locations. Fudi does not own, sell, resell, furnish, provide, rent, re-rent, manage and/or control properties, including, but not limited to, restaurants, and/or other food preparation and presentation locations. Unless explicitly specified otherwise in the Fudi platform, Fudi’s responsibilities are limited to: (i) facilitating the availability of the Site, Application and Services and (ii) serving as the limited payment collection agent of each Chef for the purpose of accepting payments from Foodies on behalf of the Chef.
Please note that, as stated above, the site, application and services are intended to be used to facilitate Chefs and Foodies connecting and making reservations for the purpose of the preparation, by Chefs, of food and/or related services for Foodies. Fudi cannot and does not control the content contained in any listings, and the condition, legality, suitability, quality and/or freshness of the food being prepared by chefs for their foodies. Fudi is not responsible for and disclaims any and all liability related to any and all listings and reservations. Accordingly, any reservations will be made or accepted at the user’s own risk.
In order to access certain features of the Site and Application, and to make a reservation or create a Listing, you must register to create an account (“Fudi Account”) and become a Member. You may register to join the Services directly via the Site or Application or as described in this section.
You can also register to join by logging into your account with certain third-party social networking sites (“SNS”) (including, but not limited to, Facebook; each such account, a “Third-Party Account”), via the Site or Application, as described below. As part of the functionality of the Site, Application and Services, you may link your Fudi Account with Third-Party Accounts, by either: (i) providing your Third-Party Account login information to Fudi through the Site, Services or Application; or (ii) allowing Fudi to access your Third-Party Account, as permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Fudi and/or grant Fudi access to your Third-Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Fudi to pay any fees or making Fudi subject to any usage limitations imposed by such third-party service providers. By granting Fudi access to any Third-Party Accounts, you understand that Fudi will access, make available and store (if applicable) any Content that you have provided to and stored in your Third-Party Account (“SNS Content”) so that it is available on and through the Site, Services and Application via your Fudi Account and Fudi Account profile page. Unless otherwise specified in these Terms, all SNS Content, if any, will be considered to be Member Content for all purposes of these Terms. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts will be available on and through your Fudi Account on the Site, Services and Application. Please note that if a Third-Party Account or associated service becomes unavailable or Fudi’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content will no longer be available on and through the Site, Services and Application. You have the ability to disable the connection between your Fudi Account and your Third-Party Accounts, at any time, by accessing the "Settings" section of the Site and Application. Please note that your relationship with the third-party service providers associated with your third-party accounts is governed solely by your agreement(s) with such third-party service providers. Fudi makes no effort to review any SNS Content for any purpose, including but not limited to for accuracy, legality or non-infringement and Fudi is not responsible for any SNS Content.
Your Fudi Account and your Fudi Account profile page will be created for your use of the Site and Application based upon the personal information you provide to Fudi or that Fudi obtains via an SNS as described above. You may not have more than one (1) active Fudi Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Fudi reserves the right to suspend or terminate your Fudi Account and your access to the Site, Application and Services if you create more than one (1) Fudi Account, or if any information provided during the registration process or thereafter proves to be inaccurate, fraudulent, not current or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Fudi Account, whether or not you have authorized such activities or actions. You will immediately notify Fudi of any unauthorized use of your Fudi Account.
As a Member, you may create a Dish or multiple Dishes. To create a Dish, you will be asked a variety of questions about the food dish to be listed, including, but not limited to, the name, description, photo, calories, and/or other related information about the food dish including pricing, availability and/or related rules and financial terms. In order to be visible and/or featured via the Site, Application and Services, as a chef, as well as all your Dishes, all Chefs must have valid physical addresses and/or roaming locations. Chefs and their respective Dishes will be made publicly visible and available via the Site, Application and Services. Other Members will be able to view, reserve, pay, and secure a reservation via the Site, Application and Services based upon the information provided in your Dishes. You understand and agree that once a Foodie requests and secures a reservation, you may not request the Foodie to pay a higher price than in the reservation.
You acknowledge and agree that you alone are responsible for any and all Dishes and Member Content you post. Accordingly, you represent and warrant that any Dishes you post and the reservation of, or a Foodie’s experience at your serving establishment you post (i) will not breach any agreements you have entered into with any third parties, such as homeowners association, condominium, lease or rental agreements, and (ii) will (a) be in compliance with all applicable laws, such as zoning laws and laws governing food preparation and/or serving of food, Tax requirements, and rules and regulations that may apply to any food serving location included in a Dish you post (including having all required permits, licenses and registrations), and (b) not conflict with the rights of third parties. Please note that Fudi assumes no responsibility for a Chef’s compliance with any agreements with or duties to third parties, applicable laws, rules and regulations. Fudi reserves the right, at any time and without prior notice, to remove or disable access to any Chef and/or Dish for any reason, including Listings that Fudi, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or Fudi’s then-current Policy Guidelines, or otherwise harmful to the Site, Application or Services.
If you are a Chef, you understand and agree that Fudi does not act as an insurer or as your contracting agent. If a Foodie requests a reservation from you, any agreement you enter into with such Foodie is between you and the Foodie and Fudi is not a party to it. Notwithstanding the foregoing, Fudi serves as the limited authorized payment collection agent of the Chef for the purpose of accepting, on behalf of the Chef, payments from Foodies of such amounts stipulated by the Chef (including delivery, pickup, or other fees and/or Taxes).
When you create a Dish, you may also choose to include certain requirements which must be met by the Members who are eligible to request a reservation of your Dish, such as requiring Members to have a profile picture or verified phone number, in order to secure a reservation. Any Member wishing to secure a reservation included in Dishes with such requirements must meet these requirements. More information on how to set such requirements is available via the Chef section of the Site, Application and Services.
If you are a Chef, Fudi makes certain tools available to you to help you to make informed decisions about which Members you choose to confirm or preapprove for reservations for your Dishes. You acknowledge and agree that, as a Chef, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who may also be otherwise at the reservation at your request or invitation, excluding the Foodie and the individuals the Foodie invites to the Reservation, if applicable.
Fudi recommends that Chefs obtain appropriate insurance for their places of food preparation, presentation, and serving. Please review any insurance policy that you may have for your reservations carefully, and in particular please make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Foodies and/or the individuals the Foodie invites to the Reservation, if applicable, while at the reservation.
Fudi may offer Chefs the option of having photographers take photographs of their food preparation and serving. If you as a Chef choose to have a photographer do this, the photographs taken will be made available to you to include in your Dish with a watermark or tag bearing the words "FudiSys.com Verified Photo" or similar wording (“Verified Images”). You agree that you alone are responsible for ensuring that your Dish is accurately represented in the Verified Images. You alone are responsible for using the Verified Images and you warrant that you will cease to use the Verified Images or any other images if such images cease to accurately represent your Dish. All images, materials and content created by these photographers, including Verified Images, constitute Fudi Content, regardless of whether you include them in your Dish. You agree that Fudi may use the Verified Images for advertising, marketing, commercial and other business purposes in any media or platform, whether in relation to your Dish or otherwise, without further notice or compensation.
Fudi does not endorse any Member or any Reservation or Chef or Dish. You understand that Verified Images are intended only to indicate a photographic representation of the Dish at the time the photograph was taken. Verified Images are therefore not an endorsement by Fudi of any Member or any Dish. Members are required by these Terms to provide accurate information, and although Fudi may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, Fudi does not make any representations about, confirm, or endorse any Member or the Member's purported identity or background.
Any references in the Site, Application or Services to a Member being “Verified” or “Conected” (or similar language) only indicate that the Member has completed a relevant verification process, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by Fudi about any Member, including of the Member's identity and whether the Member is trustworthy, safe or suitable. Instead, any such description is intended to be useful information for you to evaluate when you make your own decisions about the identity and suitability of others whom you contact or interact with via the Site, Application and Services. Fudi therefore recommends that you always exercise due diligence and care when deciding whether to eat with a Chef or to accept a reservation request from a Foodie, or to have any other interaction with any other Member. Except as provided in the Fudi Chef Guarantee Terms and Conditions (“Fudi Chef Guarantee”), which is an agreement between Fudi and Chefs, Fudi is not responsible for any damage or harm resulting from your interactions with other Members.
By using the Site, Application or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm. You agree not to attempt to impose liability on or seek any legal remedy from Fudi with respect to such actions or omissions. Accordingly, we encourage you to communicate directly with other Members on the Site and Services regarding any reservations or dishes. This limitation shall not apply to any claim by a Chef against Fudi regarding the remittance of payments received from a Foodie by Fudi on behalf of a Chef, which instead shall be subject to the limitations described in the section below entitled “Limitation of Liability”.
For certain types of reservations made by Foodies, Chefs may be required to either confirm or reject the Reservation request within the Reservation Request Period, otherwise the Reservation request will automatically expire. When a reservation is requested via the Site, Application or Services, Fudi will share with you (i) the first and last name of the Foodie who has requested the Reservation, (ii) a link to the Foodie’s Fudi Account profile page, (iii) if the Foodie and Chef have both connected their Fudi accounts to SNS, the names of any members of an SNS with whom you are "friends" or associated on the SNS if such individuals are also "friends" or associated with the Guest on such SNS, and (iv) an indication of whether or not the Foodie has provided other information to Fudi, such as a verified email address, connection to SNSs, or a government ID. If you are unable to confirm or decide to reject a Reservation request within the Reservation Request Period, any amounts collected by Fudi for the requested reservation will be refunded to the applicable Foodie’s credit card, or other payment method, and any pre-authorization of such credit will be released. When you confirm a reservation requested by a Foodie, Fudi will send you an email, text message and/or message via the Application confirming such reservation, depending on the selections you make via the Site, Application and Services.
Fudi will collect the Total Fees at the time of Reservation confirmation (i.e. when the Chef confirms the Reservation request) and will initiate payment of the Reservation Fees (less Fudi’s Fees and any Taxes in respect of the Reservation Fees, such as VAT) to the Chef within 10 business days of after the Foodie arrives at the applicable Reservation (except to the extent that a refund is due to the Foodie) and the Chef has confirmed the Reservation, by scanning the Reservation QR Code, or other confirmation method as specified in the Site, Application and Services. The time it takes for the Chef to receive payouts may depend upon the payout method chosen by the Chef. Some methods involve the use of third-party payment processors, who may impose their own additional charges for the use of their services on the Chef, including by deducting their charges from the payout amount.
If you owe or agree to pay any amount to Fudi (whether as a result of your reservations or actions as a Foodie or otherwise), then Fudi may (but is not obliged to) withhold the amount owing to Fudi from any payout amounts due to you as a Chef, and use the withheld amount to set off the amount owed by you to Fudi. If Fudi does so, then your obligation to pay Fudi will be extinguished to the extent of the amount withheld by Fudi, and Fudi will cease to owe to you any obligations (including, but not limited to, any obligation to pay you) with respect to the amount withheld. In addition to the amount due, if your account is delinquent or you otherwise have chargebacks on your account, you may be charged fees that are incidental to our collection of these delinquent amounts and chargebacks. Such fees or charges may include collection fees, convenience fees, or other third party charges. You hereby explicitly agree that all communication in relation to delinquent accounts will be made by electronic mail or by phone, as provided to Fudi by you. Such communication may be made by Fudi or by anyone on its behalf, including but not limited to a third party collection agent.
Each Chef hereby appoints Fudi as the Chef’s limited payment collection agent solely for the purpose of accepting the Reservation Fees from Foodies.
Each Chef agrees that payment made by a Foodie through Fudi shall be considered the same as a payment made directly to the Chef, and the Chef will make the Reservation available to the Fodie in the agreed-upon manner as if the Chef has received the Reservation Fees. Each Chef agrees that Fudi may, in accordance with the cancellation policy selected by the Chef and reflected in the relevant Dishes, (i) permit the Foodie to cancel the Reservation and (ii) refund (via Fudi) to the Foodie that portion of the Reservation Fees specified in the applicable cancellation policy. Each Chef understands that as Fudi accepts payments from Foodies as the Chef’s limited payment collection agent and that Fudi's obligation to pay the Chef is subject to and conditional upon successful completion and verification of the reservation by Chefs from Foodies. Fudi does not guarantee payments to Chefs for amounts that have not been successfully received by Fudi from Foodies. In accepting appointment as the limited authorized agent of the Chef, Fudi assumes no liability for any acts or omissions of the Chef.
Please note that Fudi does not currently charge fees for the creation of Dishes. However, you as a Cher acknowledge and agree that Fudi reserves the right, in its sole discretion, to charge you for and collect fees from you for the creation of Dishes. Please note that Fudi will provide notice of any Dish fee collection via the Site, Application and Services, prior to implementing such a Dish fee feature.
The Chefs, not Fudi, are solely responsible for honoring any confirmed reservations and making available any reservations reserved through the Site, Application and Services. If you, as a Foodie, choose to enter into a transaction with a Chef for the purpose of a Reservation, you agree and understand that you will be required to enter into an agreement with the Chef and you agree to accept any terms, conditions, rules and restrictions associated with such Reservations imposed by the Chef. You acknowledge and agree that you, and not Fudi, will be responsible for performing the obligations of any such agreements, that Fudi is not a party to such agreements, and that, with the exception of its payment obligations hereunder, Fudi disclaims all liability arising from or related to any such agreements. You acknowledge and agree that, notwithstanding the fact that Fudi is not a party to the agreement between you and the Chef, Fudi acts as the Chef’s payment collection agent for the limited purpose of accepting payments from you on behalf of the Chef. Upon your payment of the Total Fees to Fudi, your payment obligation to the Chef for the Reservation Fees is extinguished, and Fudi is responsible for remitting the Reservation Fees (less the Chef Fees and any Taxes in respect of the Chef Fees, such as VAT in Europe), in the manner described in these Terms. In the event that Fudi does not remit any such amounts as described in these Terms, such Chef will have recourse only against such Fudi entity.
The Total Fees payable will be displayed to a Foodie before the Foodie sends a Reservation request to a Chef. As noted above, the Chef, in certain circumstances, is required to either confirm or reject the Reservation request within the Reservation Request Period; otherwise, the requested Reservation will be automatically cancelled. If a requested Reservation is cancelled (i.e. not confirmed by the applicable Chef), any amounts collected by Fudi will be refunded to such Foodie, depending on the selections the Foodie makes via the Site and Application, and any pre-authorization of such Foodie’s credit card will be released, if applicable.
You as a Foodie agree to pay Fudi for the Total Fees for any Reservation requested in connection with your Fudi Account if such requested Reservations are confirmed by the applicable Chef. In order to establish a Reservation pending the applicable Chef’s confirmation of your requested Reservation, you understand and agree that Fudi, on behalf of the Chef, reserve the right, in its sole discretion, to:
As a general rule, Fudi will collect the Total Fees due once Fudi receives confirmation of your Reserfvation from the applicable Chef; if necessary, Total Fees may instead be collected at a later point. Please note that Fudi cannot control any fees that may be charged to a Foodie by his or her bank related to Fudi’s collection of the Total Fees, and Fudi disclaims all liability in this regard.
Chefs may choose to include security deposits in their Dishes (“Security Deposits”). Each Dish will describe whether a Security Deposit is required for the applicable Reservation. If a Security Deposit is included in a Dish for a confirmed Reservation, and a Chef makes a claim against such Security Deposit, Fudi will, in its capacity as the payment collection agent of the Chef, use its commercially reasonable efforts to charge the Foodie’s payment method in the amount of the Security Deposit, at the time of the Reservation, and the complete amount due to Chef at approximately 24 hours prior to the Reservation. Fudi will also use its commercially reasonable efforts to address Chefs’ requests and claims related to Security Deposits, but Fudi is not responsible for administering or accepting any claims by Chefs related to Security Deposits, and disclaims any and all liability in this regard.
In consideration for the use of Fudi’s online marketplace and platform, Fudi charges Service Fees. Where applicable, Taxes (such as VAT in Europe) may also be charged in respect of the Chef Fees and Foodie Fees. Fudi deducts the Chef Fees from the Reservation Fees before remitting the balance to the Chef as described in these Terms. Foodie Fees are, as noted above, included in the Total Fees.
Balances will be remitted by Fudi to Chefs via check, PayPal, direct deposit or other payment methods, as described on the Site or via the Application, in the Chef’s currency and payment method of choice, depending upon the selections the Chef makes via the Site, Application and Services. Amounts may be rounded up or down as described the “Rounding Off” section below.
Please note that Fudi may impose or deduct foreign currency processing costs on or from any payments or payouts by Fudi in currencies other than U.S. dollars. More information on any such costs or deductions will be available via the Site and Application. More information on Services Fees can be found at www.FudiSys.com/ServiceFees. Except as otherwise provided herein, Service Fees are non-refundable.
In cases where a Reservation is made, paid, but you as a Foodie do not show up to the Eating Establishment location as specified by Chef, fifty percent (50%) of your Reservation Fees will be refunded. If, as a Foodie, you cancel your Reservation before the requested Reservation is confirmed by a Chef, Fudi will cancel any pre-authorization to your credit card and/or refund any nominal amounts charged to your credit card in connection with the requested Reservation within a commercially reasonable time. If, as a Foodie, you wish to cancel a confirmed Reservation made via the Site, Application and Services, either prior to or after arriving at the Reservation location, the cancellation policy of the Chef contained in the applicable Dishes will apply to such cancellation. Our ability to refund the Reservation Fees and other amounts charged to you will depend upon the terms of the applicable cancellation policy. Details regarding refunds and cancellation policies are available via the Site and Application. The Foodie Fees are non-refundable regardless of the cancellation policy selected by the Chef.
If a Chef cancels a confirmed Reservation made via the Site, Services, and Application, (i) Fudi will refund the Total Fees for such Reservation to the applicable Foodie within a commercially reasonable time of the cancellation and (ii) the Foodie will receive an email or other communication from Fudi which may also containing alternative Chefs and/or Dishes and other related information. If a Chef cancelled a confirmed Reservation and you, as a Foodie, have not received an email or other communication from Fudi, please contact Fudi. If, as a Chef, you cancel a confirmed Reservation, you agree that Fudi may apply penalties or consequences to you or your Dishes, including (i) publishing an automated review on your Dishes or Profile indicating that a Reservation was cancelled, (ii) keeping the calendar for your Dishes unavailable or blocked for the dates of the cancelled Reservation, or (iii) imposing a cancellation fee (to be withheld from your future payouts or charged to the credit card and/or other payment method(s) on file in your Fudi Account). You will be notified of the situations in which a cancellation fee applies before you decide to cancel.
In certain circumstances, Fudi may decide, in its sole discretion, that it is necessary or desirable to cancel a confirmed Reservation made via the Site, Application and Services. This may be for reasons set forth in Fudi’s Extenuating Circumstances or for any other reason. Fudi may also determine, in its sole discretion, to refund to the Foodie part or all of the amounts charged to the Foodie in accordance with the Fudie Refund Policy. You agree that Fudi and the relevant Foodie or Chef will not have any liability for such cancellations or refunds.
If, as a Chef, your Foodie cancels a confirmed Reservation or Fudi decides that it is necessary to cancel a confirmed Reservation, and Fudi issues a refund to the Foodie in accordance with the Foodie Refund Policy or other applicable cancellation policies, you agree that in the event you have already been paid Fudi shall be entitled to recover the amount of any such Foodie refund from you, including by subtracting such refund amount out from any future Reservation Fees due to you.
In some instances, Foodies may be required to make recurring, incremental payments toward the Total Fees owed for a confirmed Reservation before arriving at the Reservation Location (collectively, "Recurring Payments"). More information on Recurring Payments will be made available via the Site, Application and Services, if applicable. If Recurring Payments apply to a confirmed Reservation, then the Foodie authorizes Fudi, on behalf of the Chef, to collect the Total Fees and the Chef agrees that such Fudi entity will initiate payouts to the Chef, in the increments and at the frequency associated with the applicable Recurring Payments, each as identified on the Site, Application and Services.
Fudi may, in its sole discretion, round up or round down amounts that are payable from or to Foodies or Chefs to the nearest whole functional base unit in which the currency is denominated (e.g. to the nearest dollar, Euro or other supported currency). For example, Fudi will round up an amount of $101.50 to $102.00, and $101.49 to $101.00.
Some currencies are denominated in large numbers. In those cases, Fudi may determine the functional base unit in which those currencies are denominated to be 10, 100 or 1,000 of the currency. The corresponding examples for such currencies would be for Fudi to round up an amount of 1,045 up to 1,050 and 1,044 down to 1,040, or 35,450 up to 35,500 and 35,449 down to 35,400, or 837,500 up to 838,000 and 837,499 down to 837,000.
Fudi will take steps to rectify any payment processing errors that Fudi becomes aware of. These steps may include crediting or debiting (as appropriate) the same payment method used for the original payout to or payment by you, so that you end up receiving or paying the correct amount.
Some Chefs may pledge to donate a portion of the funds they receive from Reservations made via the Site, Application and Services to a particular cause or charity. Fudi does not take any responsibility or liability for whether the Chef does in fact make the donation he or she pledged to make. In such cases, the Chef in question is responsible for his or her own compliance with all laws and regulations applicable to such pledges and/or fund-raising.
Tax regulations may require Fudi to collect appropriate tax information from our Chefs, or to withhold taxes from payouts to Chefs, or both. For instance, IRS regulations stipulate that Fudi must collect an IRS Form W-9 from US Chefs, and an appropriate IRS Form W-8 (e.g. Form W-8BEN) from non-US Chefs with at least one Dish in the US. You as a Chef are solely responsible for keeping the information in your tax forms current, complete and accurate. If you as a Chef fail to provide Fudi with documentation that Fudi determines to be sufficient to alleviate Fudi’s obligation (if any) to withhold taxes from payments to you (e.g. where you are a US Chef and you fail to provide Fudi with a completed IRS Form W-9), Fudi reserves the right in Fudi’s sole discretion to freeze all payouts to you until resolution, to withhold such amounts as required by law, or to do both.
You as a Chef understand and agree that you are solely responsible for determining (i) your applicable Tax reporting requirements, and (ii) the Taxes that should be included, and for including Taxes to be collected or obligations relating to applicable Taxes in Dishes. You are also solely responsible for remitting to the relevant authority any Taxes included or received by you. Fudi cannot and does not offer Tax-related advice to any Members.
Where applicable, or based upon request from a Chef, Fudi may issue a valid VAT invoice to such Chef.
You understand and acknowledge that appropriate governmental agencies, departments or authorities (the “Tax Authority”) where your Reservations are served may require Taxes to be collected from Foodies or Chefs on the amount paid for the right to use and/or serve food and/or food-related services, and to be remitted to the respective Tax Authority. The laws in jurisdictions may vary, but these taxes may be required to be collected and remitted as a percentage of the Reservation Fees set by Chefs, a set amount per day, or other variations, and are sometimes called "food taxes," "food and beverage taxes,” "sales and use taxes," "value added taxes," "food service taxes" and/or taxes related to the distribution, creation, cooking, serving, and clean-up of food and/or food-related artifacts (hereafter, “Food Taxes”).
In certain jurisdictions, Fudi may decide in its sole discretion to facilitate collection and remittance of Food Taxes from or on behalf of Foodies or Chefs, in accordance with your directions in this Agreement ("Collection and Remittance") if such tax jurisdiction asserts Fudi or Chefs have a tax collection and remittance obligation. In any jurisdiction in which Fudi decides to facilitate direct Collection and Remittance, whether you are a Foodie or Chef, in lieu of the Chef collecting Food taxes from Foodies and remitting to the Tax Authority, you hereby instruct and authorize Fudi to collect Food Taxes from Foodies on the Chef’s behalf at the time Reservation Fees are collected, and to remit such Food Taxes to the Tax Authority. When Fudi facilitates Collection and Remittance of Food Taxes in a jurisdiction for the first time, Fudi will provide notice to existing Chefs with Dishes for Reservations in such jurisdictions. When a new Dish listing is created in a jurisdiction where Fudi facilitates Collection and Remittance of Food Taxes, the Chef will be notified in the Dish listing creation flow.
The amount of Food Taxes, if any, collected and remitted by Fudi will be visible to and separately stated to both Foodies and Chefs on their respective transaction documents. Where Fudi is directly facilitating Collection and Remittance, Foodies and Chefs agree that Chefs are not permitted to attempt collection, or collect any Food Taxes relating to their Reservations on Fudi in that such jurisdiction. You expredsssly agree to release, defend, indemnify, and hold Fudi and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, debts, obligations, and expenses, including, without limitation, reasonable legal and/or accounting fees, arising out of or in any way related to Food Taxes, including, without limitation, the applicability of, calculation, collection or remittance of Food Taxes in any amount or at all as to your transactions or Reservations. For any jurisdiction in which Fudi facilitates Collection and Remittance, Chefs and Foodies expressly grant Fudi permission, without further notice, to store, transfer and disclose data and other information relating to them or to their Transactions, Reservations, and Food Taxes, including, but not limited to, personally identifiable information such as Chef’s or Foodie’s name, listing addresses, transaction dates and amounts, tax identification number(s), the amount of taxes collected from Foodies or allegedly due, contact information and similar information, to the relevant Tax Authority.
In other jurisdictions, Fudi may decide in its sole discretion to facilitate Food Tax collection on behalf of Chef sand Foodies in accordance with a Chef’s direction to opt in to a specific Food Tax line item in the Reservation process, in which the Chef directs that Food Taxes from Foodies be sent directly to the Chef so that the Chef will remit such taxes directly to Tax Authority ("Opt-in for Chef Remittance"). In any jurisdiction in which Fudi decides to facilitate Collection by Opt-in for Chef Remittance, whether you are a Foodie or Chef, you hereby instruct and authorize Fudi to send Food Taxes received from Foodies at the time Reservation Fees are collected to the Chef who is obligated to send such taxes to the Tax Authority directly. If Fudi offers and a Chef selects Opt-in for Chef Remittance in any jurisdiction, Chefs and Foodies remain solely responsible and liable for the payment and remittance of any and all taxes that may apply to Reservations; you agree and understand that Fudi is not responsible for, and will not send any such Food Taxes to the Tax Authority under Opt-in to Chef Remittance of Taxes. You hereby agree that through third party payment processors, Fudi is merely processing your election and direction to have Food Taxes from Foodies sent directly to the Chef for remittance by the Chef to the Tax Authority, and that you will remit all amounts collected from Foodies as Food Taxes to such Tax Authority.
You expressly agree to release, defend, indemnify, and hold Fudi and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, debts, obligations, and expenses, including, without limitation, reasonable legal and/or accounting fees, arising out of or in any way related to Food Taxes, including, without limitation, the applicability of, calculation of, collection of Food Taxes in any amount or at all as to your transactions or Reservations. For any jurisdiction in which Fudi facilitates Opt-in for Chef Remittance, Chefs and Foodies expressly grant Fudi permission, without further notice, to store, transfer and disclose data and other information relating to them or to their Transactions, Reservations, and Food Taxes, including, but not limited to, personally identifiable information such as Chef’s or Foodie’s name, addresses, transaction dates and amounts, tax identification number(s), the amount of taxes received by Chefs from Foodies, or allegedly due, contact information and similar information, to the relevant Tax Authority.
Whether you are a Foodie or Chef, you agree that any claim or cause of action relating to Fudi’s facilitation of Opt-in Remittance or Collection and Remittance of Taxes shall not extend to any supplier or vendor that may be used by Fudi in connection with facilitation of Opt-in Remittance or Collection and Remittance of Food Taxes, if any. Foodies and Chefs agree that Fudi may seek additional amounts from you in the event that the Taxes collected and/or remitted are insufficient to fully discharge your obligations to the Tax Authority, and agree that your sole remedy for Food Taxes collected is a refund of Food Taxes collected by Fudi from the applicable Tax Authority in accordance with applicable procedures set by that Tax Authority.
In any jurisdiction in which we have not provided notice of, or are not facilitating (or are no longer facilitating) the collection or remittance of Food Taxes by Collection and Remittance, Opt-in for Host Remittance or any other means or method, in your jurisdiction, Chefs and Foodies remain solely responsible and liable for the collection and/or remittance of any and all Food Taxes that may apply to Reservations.
Chefs and Foodies acknowledge and agree that in some jurisdictions, Fudi may decide not to facilitate collection or remittance of Food Taxes or may not be able to facilitate the collection and/or remittance of Food Taxes, and nothing contained in this Agreement is a representation or guarantee that Fudi will facilitate collection and/or remittance of Food Tax anywhere at all, including in any specific jurisdiction, or that Fudi will continue to facilitate any collection or remittance of Food Tax in any specific jurisdiction in which it may have been offered. Fudi reserves the right, in its sole determination, to cease any facilitation of any collection and remittance of Food Tax (regardless of method used or to be used in the future) for any reason or no reason at all, provided that it will give Chefs reasonable notice in any jurisdiction in which Fudi determines to cease any such facilitation.
As a Foodie, you are responsible for leaving the Eating Establishment in the condition it was in when you arrived. You acknowledge and agree that, as a Foodie, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Eating Establishment. In the event that a Chef claims otherwise and provides evidence of damage, including but not limited to photographs, you agree to pay the cost of replacing the damaged items with equivalent items. After being notified of the claim and given forty eight (48) hours to respond, the payment will be charged to and taken from the credit card on file in your Fudi Account and/or charged to another payment method on your Account. Fudi also reserves the right to charge the credit card on file in your Fudi Account, or otherwise collect payment from you and pursue any avenues available to Fudi in this regard, including using Security Deposits, in situations in which you have been determined, in Fudi’s sole discretion, to have damaged any Eating Establishments, including, but not limited to, in relation to any payment requests made by Chefs under the Fudi Chef Guarantee, and in relation to any payments made by Fudi to Chefs. If we are unable to charge the credit card on file or otherwise collect payment from you, you agree to remit payment for any damage to the Eating Establishment to the applicable Chef or to Fudi (if applicable).
Both Foodies and Chefs agree to cooperate with and assist Fudi in good faith, and to provide Fudi with such information and take such actions as may be reasonably requested by Fudi, in connection with any complaints or claims made by Members relating to Eating Establishments or any personal or other property located at an Eating Establishment (including, without limitation, payment requests made under the Fudi Chef Guarantee) or with respect to any investigation undertaken by Fudi or a representative of Fudi regarding use or abuse of the Site, Application or the Services. If you are a Foodie, upon Fudi’s reasonable request, and to the extent you are reasonably able to do so, you agree to participate in mediation or similar resolution process with a Chef, at no cost to you, which process will be conducted by Fudi or a third party selected by Fudi or its insurer, with respect to losses for which the Chef is requesting payment from Fudi under the Fudi Chef Guarantee.
If you are a Foodie, you understand and agree that Fudi may make a claim under your homeowner's, renter's or other insurance policy related to any damage or loss that you may have caused or been responsible for or to an Eating Establishment or any personal or other property located at an Eating Establishment (including without limitation amounts paid by Fudi under the Fudi Chef Guarantee). You agree to cooperate with and assist Fudi in good faith, and to provide Fudi with such information as may be reasonably requested by Fudi, in order to make a claim under your homeowner's, renter's or other insurance policy, including, but not limited to, executing documents and taking such further acts as Fudi may reasonably request to assist Fudi in accomplishing the foregoing.
Foodies agree that a confirmed Reservation is merely a license granted by the Chef to the Foodie to enter and experience the Dish(es) for the limited duration of the confirmed Reservation and in accordance with the Foodie’s agreement with the Chef. Foodies further agree to leave the Eating Establishment no later than the Dish time that the Chef specifies in the Dish or such other time as mutually agreed upon between the Chef and Foodie. If a Foodie stays past the agreed upon time without the Chef’s consent, they no longer have a license to stay in the Eating Establishment and the Chef is entitled to make the Foodie and his or her companions leave. In addition, Foodie agree that the Chef can charge the Foodie, for each 2 hour period that the Foodie stays over the agreed period without the Chef’s consent, an additional two (2) hour fee of two times the most expensive Dish purchased in the Reservation Fee originally paid by the Guest to cover the inconvenience suffered by the Chef, plus all applicable Service Fees, Taxes, and any legal expenses incurred by the Chef to make the Foodie leave (collectively, "Additional Sums"). Foodies agree that Fudi, in its role as limited collection agent for the Chef, shall charge the Foodie’s credit card or other payment methods it has on file to collect these Additional Sums. In addition, Fudi may recover any costs and expenses it incurs in collecting the Additional Sums by charging the Foodie’s credit card or other payment method on file.
Fudi’s online platform facilitates Reservations between Foodies and Chefs who may prefer to pay and to receive payments in different currencies, which may require foreign currency conversions to accommodate these differing currency preferences. Although the Fudi platform allows users to view the price of Dishes in a number of currencies, the currencies available for users to make and receive payments may be limited, and may not include the default currency in any given geographic location.
Each foreign currency conversion is processed at a foreign currency conversion rate. This rate generally refers to the amount of one currency that must be paid to buy a certain amount of another currency at a given time. For example, if it costs US$125.00 to buy €100.00, the currency conversion rate of US dollars to Euros would be 1.25, and the currency conversion rate from Euros to US dollars would be 0.8. Currency conversion rates will vary from time to time.
Fudi will process a foreign currency conversion in the following situations:
When you as a Foodie submit a Reservation request for a Dish, you will be able to view the actual exchange rate used to calculate the Total Fees in the Reservation Currency. Where the Adjusted Exchange Rate is applied, you will be able to view the mark-up included in the rate. The actual exchange rate (and any mark-up included in the rate) will also be stated in the receipt for your Reservation.
Fudi updates the Base Exchange Rate on a regular basis, but not on a real-time basis. In particular, Fudi does not always change the Base Exchange Rate immediately when its costs of foreign exchange change. Accordingly, the Base Exchange Rate may not be identical to the applicable market rate in effect at the specific time a foreign currency conversion is processed.
Please note that your payment company (for example, your credit or bank card issuer) will use a currency conversion rate for and may impose a currency conversion fee on your payment or payout, if your card or bank account is denominated in a currency that is different from the Reservation Currency or the Payout Currency respectively. Similarly, third-party payment processors may also use a currency conversion rate for or impose a currency conversion fee on your payment or payout. All of these currency conversion rates and fees are not controlled by or known to Fudi.
You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Site, Application, Services and Collective Content. In connection with your use of the Site, Application, Services and Collective Content, you may not and you agree that you will not:
Fudi has the right to investigate and prosecute violations of any of the above to the fullest extent of the law.
Fudi may access, preserve and disclose any of your information if we are required to do so by law, or if we believe in good faith that it is reasonably necessary to:
You acknowledge that Fudi has no obligation to monitor your access to or use of the Site, Application, Services or Collective Content or to review or edit any Member Content, but has the right to do so for the purpose of operating and improving the Site, Application and Services (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with these Terms, to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body, to respond to content that it determines is otherwise objectionable or as set forth in these Terms. Fudi reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that Fudi, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.
The Site, Application, Services, and Collective Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Site, Application, Services and Collective Content, including all associated intellectual property rights, are the exclusive property of Fudi and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Application, Services, or Collective Content.
Our Services have different products and offerings, so sometimes additional terms or product requirements may apply to your use of those products. For example, additional terms apply if you refer new users to Fudi using the Referral Program or participate in our Home Safety Program. If additional terms are available for the relevant product or Services you use, those additional terms become part of these Terms.
Subject to your compliance with these Terms, Fudi grants you a limited non-exclusive, non-transferable license to download and install a copy of the Application on each mobile device or computer that you own or control and run such copy of the Application solely for your own personal use. Furthermore, with respect to any App Store Sourced Application (defined below), you will only use the App Store Sourced Application:
Furthermore, with respect to any Google Play Store Sourced Application (defined below), you will only use the Google Play Store Sourced Application:
Furthermore, with respect to any Microsoft Windows Store Sourced Application (defined below), you will only use the Microsoft Windows Store Sourced Application:
Fudi reserves all rights in the Application not expressly granted to you by these Terms.
Subject to your compliance with the terms and conditions of these Terms, Fudi grants you a limited, non-exclusive, non-transferable license, to:
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, Application, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Fudi or its licensors, except for the licenses and rights expressly granted in these Terms.
Fudi may, in Fudi’s sole discretion, permit you to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Site, Application and Services, you hereby grant to Fudi a worldwide, irrevocable, perpetual (or for the term of the protection), non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content on, through, by means of or to promote or market the Site, Application and Services. Fudi does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Member Content.
You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Site, Application and Services. Accordingly, you represent and warrant that:
The Site, Application and Services may contain links to third-party websites or resources. You acknowledge and agree that Fudi is not responsible or liable for:
Links to such websites or resources do not imply any endorsement by Fudi of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.
All trademarks, service marks, logos, trade names and any other proprietary designations of Fudi used herein are trademarks or registered trademarks of Fudi. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Fudi welcomes and encourages you to provide feedback, comments and suggestions for improvements to the Site, Application and Services ("Feedback"). You may submit Feedback by emailing Fudi, through the “Contact” section of the Site and Application, or by other means of communication. You acknowledge and agree that all Feedback you give us will be the sole and exclusive property of Fudi and you hereby irrevocably assign to Fudi and agree to irrevocably assign to Fudi all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein, and waive any moral rights you may have in such Feedback. At Fudi’s request and expense, you will execute documents and take such further acts as Fudi may reasonably request to assist Fudi to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
Fudi respects copyright law and expects its users to do the same. It is Fudi’s policy to terminate in appropriate circumstances the Fudi Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Fudi’s Copyright Policy for further information.
Fudi may, in Fudi’s discretion and without liability to you, with or without cause, with or without prior notice and at any time, decide to limit, suspend, deactivate or cancel your Fudi Account. If Fudi exercises Fudi’s discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you:
You may cancel your Fudi Account at any time via the "Cancel Account" feature of the Services or by sending Fudi an email. Please note that if your Fudi Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Site, Application and Services, including, but not limited to, any reviews or Feedback.
If you choose to use the Site, Application, Services, or Collective Content or participate in the Referral Program, you do so at your sole risk. You you acknowledge and agree that Fudi does not have an obligation to conduct background or registered sex offender checks on any member, including, but not limited to, Foodies and Chefs, but may conduct such background or registered sex offender checks in its sole discretion. The Site, Application, Services, Collective Content and Referral Program are provided "as is", without warranty of any kind, either express or implied. Without limiting the foregoing, Fudi explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. Fudi makes no warranty that the Site, Application, Services, Collective Content, including, but not limited to, the Dishes or any Eating Establishment, or the Referral Program will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Fudi makes no warranty regarding the quality of any Dishes, Eating Establishments, Chefs, Foodies, the Services or Collective Content or the accuracy, timeliness, truthfulness, completeness or reliability of any Collective Content obtained through the Site, Application, Services or Referral Program.
No advice or information, whether oral or written, obtained from Fudi or through the Site, Application, Services or Collective Content, will create any warranty not expressly made herein.
You are solely responsible for all of your communications and interactions with other users of the Site, Application or Services and with other persons with whom you communicate or interact as a result of your use of the Site, Application or Services, including, but not limited to, any Chefs or Foodies. You understand that Fudi does not make any attempt to verify the statements of users of the Site, Application or Services or to review or visit any Eating Establishment. Fudi makes no representations or warranties as to the conduct of users of the Site, Application or Services or their compatibility with any current or future users of the Site, Application or Services. You agree to take reasonable precautions in all communications and interactions with other users of the Site, Application or Services and with other persons with whom you communicate or interact as a result of your use of the Site, Application or Services, including, but not limited to, Foodies and Chefs, particularly if you decide to meet offline or in person regardless of whether such meetings are organized by Fudi. Notwithstanding Fudi’s appointment as the limited payment collection agent of the Chefs for the purpose of accepting payments from Foodies on behalf of the Chefs, Fudi explicitly disclaims all liability for any act or omission of any Foodie, Chef, or other third party.
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Site, Application, Services and Collective Content, your Dishes or Reservation of any Eating Establishment via the Site, Application and Services, your participation in the Referral Program, and any contact you have with other users of Fudi whether in person or online remains with you. Neither Fudi nor any other party involved in creating, producing, or delivering the Site, Application, Services, Collective Content or the Referral Program will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these Terms, from the use of or inability to use the Site, Application, Services or Collective Content, from any communications, interactions or meetings with other users of the Site, Application, or Services or other persons with whom you communicate or interact as a result of your use of the Site, Application, Services, or your participation in the Referral Program or from your Dishes or Reservation of any Eating Establishment via the Site, Application and Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Fudi has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
Except for Fudi’s obligations to pay amounts to applicable Chefs pursuant to these terms or an approved payment request under the Fudi Chef Guarantee, in no event will Fudi’s aggregate liability arising out of or in connection with these terms and your use of the Site, Application and Services including, but not limited to, from your Dishes or Reservations of any Eating Establishment via the Site, Application and Services, or from the use of or inability to use the Site, Application, Services, or Collective Content or your participation in the Referral Program and in connection with any Reservations or interactions with any other members, exceed the amounts you have paid or owe for Reservations via the Site, Application and Services as a Foodie in the twelve (12) month period prior to the event giving rise to the liability, or if you are a Chef, the amounts paid by Fudi to you in the twelve (12) month period prior to the event giving rise to the liability, or one hundred US Dollars (US$100), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Fudi and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.
You agree to release, defend, indemnify, and hold Fudi and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Site, Application, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) Reservation of an Eating Establishment, or (iii) creation of a Dish; (d) the use, condition or rental of an Eating Establishment by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a Reservation and/or or use of an Eating Establishment; and (e) your participation in the Referral Program.
You may not use, export, re-export, import, or transfer the Application except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, the Application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Persons List or Entity List. By using the Site, Application and Services, you represent and warrant that (i) neither you nor your listed Dishes and/or Eating Establishment is located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Site, Application and Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons. Fudi does not permit Dishes associated with certain countries due to U.S. embargo restrictions.
The following applies to any Application accessed through or downloaded from the Apple App Store, Google Play Store, or Microsoft Windows Store (“App Store Sourced Application”):
If you come in contact with a Fudi user who you feel is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Fudi by contacting Fudi with your police station and report number; provided that your report will not obligate Fudi to take any action beyond that required by law (if any) or cause Fudi to incur any liability to you.
These Terms constitute the entire and exclusive understanding and agreement between Fudi and you regarding the Site, Application, Services, Collective Content, and any Reservations or Dishes or Eating Establishments made via the Site, Application and Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Fudi and you regarding Reservations or Dishes or Eating Establishments, the Site, Application, Services, and Collective Content.
You may not assign or transfer these Terms, by operation of law or otherwise, without Fudi’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Fudi may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Fudi (i) via email (in each case to the address that you provide) or (ii) by posting to the Site or via the Application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
These Terms and your use of the Services will be interpreted in accordance with the laws of the State of Florida and the United States of America, without regard to its conflict-of-law provisions. You and Fudi agree to submit to the personal jurisdiction of a state court located in Palm Beach County, Boca Raton, Florida or a United States District Court, Palm Beach County in Palm Beach, Florida for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.
You and Fudi agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or use of the Site or Application (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights. You acknowledge and agree that you and Fudi are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Fudi otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration and a separate form for Florida residents) The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Florida and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Unless you and Fudi otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Fudi submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law. Fudi will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys' fees and expenses if it prevails in arbitration.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Fudi will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
Notwithstanding the provisions of the "Modification" section above, if Fudi changes this "Dispute Resolution" section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending Fudi written notice (including by email) within 30 days of the date such change became effective, as indicated in the "Last Updated Date" above or in the date of Fudi’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Fudi in accordance with the provisions of this "Dispute Resolution" section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
The failure of Fudi to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Fudi. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties. Notwithstanding the foregoing, the parties agree that the payment card networks are third party beneficiaries of these Terms for purposes of enforcing provisions related to payments, but that their consent or agreement is not necessary for any changes or modifications to these Terms.
The following paragraphs will apply if you are contracting with Fudi Ireland:
If you have any questions about these Terms or any App Store Sourced Application, please contact Fudi.