DRIVER TERMS OF SERVICE
Date of Last Revision: March 11, 2025
Acceptance of These Terms of Service
FL Marketplace LLC ("Food Loop Marketplace," "we," "us," or "our") provides our services (described below) and related content to you through our website located at http://www.tryfoodloop.com/ and others (the "Site") and through our mobile applications and related technologies ("Mobile Apps", and collectively, such Mobile Apps and the Site, including any updated or new features, functionality and technology, the "Service"). All access and use of the Service is subject to the terms and conditions contained in these Driver Terms of Service (as amended from time to time, these "Terms of Service"). By accessing, browsing, or otherwise using the Site, Mobile Apps, or any other aspect of the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not accept the terms and conditions of these Terms of Service, you will not access, browse, or otherwise use the Service.
We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these Terms of Service were last revised. You may read a current, effective copy of these Terms of Service by visiting the https://www.tryfoodloop.com/terms-of-services.php link on the Site and under the Terms of Service section of our Mobile App. We will also notify you of any material changes, either through the Service user interface, a pop-up notice, email, or through other reasonable means. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service. You should periodically visit this page to review the current Terms of Service so you are aware of any revisions. If you do not agree to abide by these or any future Terms of Service, you will not access, browse, or use (or continue to access, browse, or use) the Service.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST FOOD LOOP MARKETPLACE ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.
Your Privacy: At Food Loop Marketplace, we respect the privacy of our users. For more information please see our Privacy Policy, located at https://www.tryfoodloop.com/privacy-policy.php and under the Privacy Policy section of our Mobile App (the "Privacy Policy"). By using the Service, you consent to our collection, use and disclosure of personal data and other data as outlined therein.
Additional Terms: In addition, when using certain features through the Service, you will be subject to any additional terms applicable to such features that may be posted on or within the Service from time to time. All such terms are hereby incorporated by reference into these Terms of Service.
SPECIAL PROVISIONS FOR DRIVERS
If you register as a driver on the Food Loop Platform, you will be required to enter into an Independent Contractor Agreement ("Driver Agreement"), which can be found here: https://www.tryfoodloop.com/driver-agreement.php, in addition to these Terms of Service. The Driver Agreement contains specific terms that govern your relationship with Food Loop as an independent contractor providing delivery services.
In the event of any conflict between these Terms of Service and the Driver Agreement, the Driver Agreement will take precedence with respect to your activities as a driver on the Food Loop Platform.
By registering as a driver, you acknowledge that you will be subject to both these Terms of Service and the Driver Agreement, and you agree to comply with both.
INDEPENDENT CONTRACTOR STATUS AND RELATIONSHIP
Independent Business Operation
Driver acknowledges and agrees that they are an independent contractor and not an employee of Food Loop Marketplace. This is a material term of the agreement that reflects the intentions and realities of the relationship. Specifically, Driver:
a) Has the right to:
- Work for any competitors or other delivery services simultaneously
- Accept or decline any individual delivery requests without penalty
- Set their own hours and availability with no minimum requirements
- Choose their own routes and delivery methods
- Wear their own clothing (subject to professional standards)
- Use their own equipment and vehicle
- Take breaks at their discretion
- Operate under their own business name if desired
b) Is responsible for:
- All vehicle costs, maintenance, and operating expenses
- Fuel expenses and vehicle depreciation
- Mobile phone, data plans, and communication costs
- Vehicle and business insurance coverage
- Income tax obligations and reporting
- Self-employment taxes and records
- Any required business licenses or permits
- Workers compensation coverage (if desired)
- All other business expenses and liabilities
No Supervision
Food Loop Marketplace expressly does not:
- Control Driver's schedule or hours
- Require specific hours of availability
- Mandate acceptance of any deliveries
- Specify delivery routes or methods
- Require exclusive service commitment
- Provide training on delivery methods
- Supply any equipment or supplies
- Direct day-to-day activities
- Monitor Driver except for basic quality metrics
- Require attendance at meetings
Business Independence
Driver may:
- Maintain their own customer base outside the platform
- Market their services independently
- Set their own prices for additional services
- Hire their own employees or subcontractors (subject to background checks)
- Determine their own business structure
- Develop their own business methods
- Create their own promotional materials
- Build their own brand identity
Platform Relationship
Driver understands and agrees that:
- Food Loop Marketplace is a technology platform
- Platform connects independent drivers with delivery opportunities
- No employment or joint venture relationship is created
- Platform fees are for use of technology services
- Driver maintains independence in accepting opportunities
- Quality standards protect platform integrity only
- Ratings systems provide customer feedback only
- No guaranteed volume of deliveries is promised
- No territory rights are granted
- Either party may terminate the relationship per the Termination section
Access and Use of the Service
Service Description: The Service is designed to provide a digital democratized co-op marketplace that connects Consumers on the Service (“Customers”) with third party independent service providers, including local restaurants and merchants on the Service (“Merchants”) with whom Customers may place orders for food and related goods through the Service (“Orders”) and independent hire delivery service providers on the Service who deliver such Orders (“Drivers”).
Your Registration Obligations: You may be required to register with Food Loop Marketplace or provide information about yourself (e.g., name and email address) in order to access and use certain features of the Service. If you choose to register for the Service, you agree to provide and maintain true, accurate, current, and complete information about yourself (“Registration Data”) as prompted by the Service’s registration form. Registration Data and certain other information about you are governed by our Privacy Policy. If you are under 18 years of age, you are not authorized to use the Service, with or without registering.
Member Account, Password and Security: You are responsible for maintaining the confidentiality of your password and account details, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify Food Loop Marketplace of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. Food Loop Marketplace will not be liable for any loss or damage arising from your failure to comply with this paragraph.
Modifications to Service: Food Loop Marketplace reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Food Loop Marketplace will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
General Practices Regarding Use and Storage: You acknowledge that Food Loop Marketplace may establish general practices and limits concerning use of the Service, including the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on Food Loop Marketplace’ or its third-party service providers’ servers on your behalf. You agree that Food Loop Marketplace has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that Food Loop Marketplace reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Food Loop Marketplace reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
Alcohol Policy: If permitted by applicable law, you may deliver an Order that contains alcohol products. Upon delivery of such Order, you will (i) examine a government-issued identification card of the person receiving the Order to confirm that such person is at least 21 years of age and that the name on the identification card matches the name on the Order; and (ii) confirm that such person does not appear intoxicated. If you are unable to verify the age of the person receiving the Order, such person’s name does not match the name on the Order, or such person appears intoxicated, you agree not to release any alcohol products contained in the Order to such person and instead will return such alcohol products to the applicable Merchant.
Independence of Drivers: By agreeing to these Terms of Service or accessing or otherwise using the Service, you understand and agree that the Service is a technology service and that Food Loop Marketplace does not itself provide any retail, food preparation, delivery, or transportation services, nor is it a common carrier. If you perform Driver Services (as defined below) for us, you are acting an independent delivery service provider engaged in your own business, which is separate from Food Loop Marketplace’ business of providing technology services, and not as an employee, agent, joint venturer, or partner of Food Loop Marketplace. You agree that we shall not have the right to, and shall not, control the manner or the method of accomplishing any Driver Services to be performed by you. You further acknowledge and agree that any assistance we may offer you in the course of your performance of the Driver Services (including to facilitate communications between you and Customers and Merchants) or any safety related effort, feature, process, policy, standard or other effort that may be undertaken by us in the interest of public safety (whether legally required or not) is not an indicia of any employment, actual agency, apparent agency, or ostensible agency relationship with you.
Conditions of Access and Use
Driver Conduct: You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages, Reviews (as defined below) and other materials (“content”) that you make available to Food Loop Marketplace, including by uploading, posting, publishing, or displaying (hereinafter, “upload(ing)”) via the Service or by emailing or otherwise making available to other users of the Service (collectively, “User Content”). The following are examples of the kinds of content and/or uses that are illegal or prohibited by Food Loop Marketplace. Food Loop Marketplace reserves the right to investigate and take appropriate legal action against anyone who, in Food Loop Marketplace’ sole discretion, violates this provision, including removing the offending content from the Service, suspending or terminating the account of such violators, and reporting the violator to law enforcement authorities. You agree to not use the Service to:
email or otherwise upload any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, discriminatory, or otherwise objectionable; or (vii) in the sole judgment of Food Loop Marketplace, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Food Loop Marketplace or its users to any harm or liability of any type;
interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of networks connected to the Service;
violate any applicable local, state, national, or international law, or any regulations having the force of law;
impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
solicit personal information from anyone under the age of 18;
harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
further or promote any criminal activity or enterprise or provide instructional information about illegal activities;
obtain or attempt to access or otherwise obtain any content or information through any means not intentionally made available or provided for through the Service;
circumvent, remove, alter, deactivate, degrade, or thwart any of the content protections in or geographic restrictions on any content (including Service Content (as defined below)) available on or through the Service, including through the use of virtual private networks; or
engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods. If you are blocked by Food Loop Marketplace from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address or virtual private network).
Driver Code of Conduct: By using the Service, you agree, to at all times, adhere to the Driver Code of Conduct (“Code of Conduct”) which can be found at this link https://www.tryfoodloop.com/code.of.conduct.php
Driver Services and Responsibilities: From time to time, if you are logged into the Service as a Driver, the Service may notify you of opportunities to deliver goods specified in an Order from a Merchant’s location to a Customer’s location (each, a “Delivery Request”). You may accept or reject any Delivery Request. You agree that you will only accept a Delivery Request with the good faith intention to deliver the Order of such Delivery Request. If you accept a Delivery Request (and unless you, in the exercise of your reasonable discretion and business judgment, choose to cancel such Delivery Request through the Service), you agree to proceed in a safe and timely fashion, and in accordance with all applicable laws, rules, and regulations, to (i) retrieve the specific goods specified the applicable Order from the appropriate Merchant location, and (ii) complete the delivery of such goods to the appropriate Customer’s location, in accordance with any instructions from such Customer provided through the Service and without any substantial diminishment in the quality or presentation of such goods ((i) and (ii) collectively, the “Driver Services”). You agree to timely mark any accepted and completed Delivery Request as completed on the Service. You acknowledge and understand that Food Loop Marketplace strives to provide a high quality experience to Customers and Merchants. In furtherance thereof, you agree to diligently perform the Driver Services in a professional and workmanlike manner in accordance with industry standard for like services in your region. We reserve the right to suspend or terminate your access to the Service if we determine, at our sole discretion, that your performance of the Driver Services repeatedly falls below the foregoing standard, including if you make any false reports regarding the completion of a Delivery Request, unreasonably cancel or otherwise fail to complete Delivery Requests accepted by you, or engage in negligent, reckless, or willful acts or omissions that results in repeated or significant complaints by Customers or Merchants. In the event that you fail to fully perform any Driver Services due to an act or omission by you, you will forfeit all or a portion of the agreed upon fee for such service.
Background Checks: You will be required to undergo one or more background checks conducted by Checkr, Inc. ("Checkr") in order to register with Food Loop Marketplace as a Driver. You agree that we may use Registration Data and other information you have provided to us for conducting such background checks through Checkr, including providing such information to Checkr to conduct such background checks on our behalf. Your use of Checkr's services is subject to Checkr's Terms of Service available at https://checkr.com/legal/terms-of-service, which you agree to by consenting to these background checks.
The background check will include, but is not limited to:
- Social Security number trace and validation
- National criminal records search
- County criminal records search
- National sex offender registry search
- Motor vehicle records check
- Drug screening (where required by applicable law)
- Global watchlist records check
You agree that as part of any background check, we may obtain information about you through Checkr, including your criminal and driving records, and you agree to provide any information or authorizations necessary to facilitate our access to such records. You hereby consent to the preparation of background reports by Checkr and the release of such reports to us and/or our designated representatives and agents, and to assist us in determining your eligibility to use the Services or to evaluate your continued compliance with these Terms of Service.
To this end, you hereby authorize, without reservation, any state or federal law enforcement agency or court, educational institution, motor vehicle record agency, credit bureau or other information service bureau or data repository, or employer to furnish any and all information regarding you to Checkr, us and/or our designated representatives and agents. You authorize Checkr and our representatives and agents to provide such information to us.
All background reports will be obtained in compliance with the Fair Credit Reporting Act ("FCRA"). A summary of your rights under the FCRA may be found on the Consumer Financial Protection Bureau website at: http://files.consumerfinance.gov/f/201504_cfpb_summary_your-rights-under-fcra.pdf. Additionally, you acknowledge that you have received and reviewed Checkr's "Summary of Your Rights Under the Fair Credit Reporting Act" prior to consenting to these background checks.
Food Loop Marketplace reserves the right to periodically run additional background checks through Checkr during your time as a Driver to ensure continued compliance with our safety standards and these Terms of Service. Such periodic checks will occur at least annually and may occur more frequently as required by law or our safety policies. Your continued use of the Services constitutes your ongoing consent to such background checks.
Eligibility Criteria and Appeals:
You may be disqualified from or lose eligibility to serve as a Driver based on the results of your background check. Disqualifying events include, but are not limited to:
- Felony convictions within the past seven years
- Violent crime convictions
- Sexual offense convictions
- DUI or serious moving violations within the past three years
- Multiple moving violations within the past three years
- Appearing on any sex offender registry
- Appearance on any terrorist or sanctions watchlist
- A suspended or invalid driver's license
- Failed drug screening (where applicable)
If you believe the information in your background check report is incomplete or incorrect, you have the right to dispute it. To initiate a dispute:
1. Contact Checkr directly through their candidate portal
2. Submit a written explanation and any supporting documentation
3. Allow up to 30 days for the dispute investigation
4. Contact Food Loop Marketplace at hello@tryfoodloop.com once your dispute is resolved
Data Retention and Privacy:
Background check information will be:
- Stored securely and accessed only by authorized personnel
- Retained only as long as necessary and required by law
- Used solely for the purposes of evaluating and maintaining Driver eligibility
- Handled in accordance with our Privacy Policy and applicable data protection laws
You may request a copy of your background check report at any time by contacting Checkr directly or emailing hello@tryfoodloop.com.
Insurance: You represent and warrant that while you are operating as a Driver on the Service, you will maintain current insurance coverage that meets or exceeds all applicable legal requirements and the following minimum requirements:
1. Personal Auto Insurance:
- Comprehensive and collision coverage
- Liability coverage meeting state minimum requirements
- Coverage that specifically allows for delivery services or commercial use
- Minimum liability limits of:
* $100,000 for bodily injury per person
* $300,000 for bodily injury per accident
* $50,000 for property damage per accident
2. Commercial or Delivery Insurance:
- If your personal auto insurance does not cover delivery services, you must maintain additional commercial or delivery rider coverage
- Coverage must be active during all periods when you are:
* Available to accept orders on the Service
* En route to pick up orders
* Transporting orders to customers
3. Additional Insurance Requirements:
- All insurance policies must be issued by insurers with an A.M. Best rating of A- or better
- You must be listed as a named insured on all policies
- Coverage must be primary and non-contributory
- Policies must include a waiver of subrogation in favor of Food Loop Marketplace
- Coverage must include uninsured/underinsured motorist coverage
4. Proof of Insurance:
- You must provide current certificates of insurance before beginning Driver Services
- Certificates must show all required coverages and limits
- You agree to furnish updated certificates:
* Upon our request at any time
* When you purchase new coverage
* When you renew existing coverage
* When you make any changes to coverage
- Certificates must list FL Marketplace LLC as certificate holder and additional insured
5. Notification Requirements:
- You must provide thirty (30) days' written notice prior to:
* Cancellation of any policy
* Non-renewal of any policy
* Material changes in coverage
- You must notify us immediately of:
* Any accidents while performing Driver Services
* Any claims made against your insurance policies
* Any suspension or revocation of coverage
6. Coverage Gaps:
- You acknowledge that standard personal auto insurance policies may not cover delivery services
- You are responsible for:
* Understanding your policy coverage and limitations
* Maintaining appropriate coverage without gaps
* Any costs or damages not covered by your insurance
- Food Loop Marketplace reserves the right to suspend your access to the Service if we determine your insurance coverage is inadequate or has lapsed
7. Verification and Compliance:
- Food Loop Marketplace may periodically verify your insurance coverage
- You authorize your insurance providers to release information about your coverage to Food Loop Marketplace
- Failure to maintain required insurance coverage or provide proof of coverage is grounds for immediate termination of your ability to perform Driver Services
By agreeing to these Terms of Service, you acknowledge that these insurance requirements are material terms of our agreement and that failure to comply with any insurance requirement is grounds for immediate termination. You further acknowledge that these requirements may change based on:
- Changes in applicable laws or regulations
- Changes in industry standards
- Changes in Food Loop Marketplace's business needs or risk assessment
- Requirements of Food Loop Marketplace's own insurance carriers
Food Loop Marketplace will notify you of any changes to these insurance requirements, and you agree to comply with updated requirements within the timeframe specified in such notice.
Ratings and Reviews: The Service may allow you to upload to the Service ratings or reviews of Customers or Merchants (collectively, “Reviews”). To the extent that you provide any Reviews, such Reviews are considered User Content hereunder. You acknowledge and agree that Reviews are not endorsed by Food Loop Marketplace and do not represent the views of Food Loop Marketplace. Food Loop Marketplace is not responsible and has no liability for any Reviews. Food Loop Marketplace strives to maintain a high level of integrity with respect to Reviews. In furtherance thereof, you agree that: (i) you will only base Reviews on your first-hand experience with a Customer or a Merchant; (ii) you will not provide Reviews for any Merchant with whom you have an ownership interest, employment relationship or other affiliation or for any competitor of such Merchant; (iii) you will not submit a Review in exchange for payment or other benefits; (iv) any Review you submit will comply with the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising (which may be found at http://www.ftc.gov/os/2009/10/091005revisedendorsementguides.pdf); and (v) your Reviews will otherwise comply with these Terms of Service. We reserve the right to remove any Review by you from the Service and/or to suspend your ability to upload Reviews if we determine, in our sole discretion, that any Review by you could impair the integrity of the Service (including the integrity of Reviews thereon) or otherwise violates these Terms of Service.
Competitors: No employee, independent contractor, agent, or affiliate (acting in such capacity) of any company that provides a platform or service connecting customers who place orders on such platform or service with third-party service providers, including merchants and drivers is permitted to view, access, or use any portion of the Service without express written permission from Food Loop Marketplace. By viewing, using, or accessing the Service, you represent and warrant that you are not a competitor of Food Loop Marketplace or any of its affiliates, or acting on behalf of a competitor of Food Loop Marketplace in using or accessing the Service.
Service Fees and Subscription Terms
1. Subscription Requirements
YOU ACKNOWLEDGE AND AGREE THAT:
- A valid subscription is required to access Driver Services
- Subscription fees must be paid in advance
- Subscription rates are subject to change with notice
- No proration or partial month billing
- Activation may require initial verification period
2. Payment Authorization
BY SUBSCRIBING TO THE SERVICE, YOU:
- Warrant all payment information is accurate and complete
- Authorize recurring subscription charges through Stripe
- Accept responsibility for all subscription charges
- Agree to maintain valid payment method
- Consent to automatic subscription renewal
3. Subscription Changes
FOOD LOOP MARKETPLACE RESERVES THE RIGHT TO:
- Modify subscription terms with 30 days notice
- Adjust pricing with 30 days notice
- Change subscription features or benefits
- Introduce new subscription tiers
- Discontinue subscription offerings
Your continued use after changes constitutes acceptance.
4. Subscription Disputes
YOU AGREE THAT:
- Disputes must be filed within 15 days of charge
- All disputes must be submitted in writing
- Failure to dispute within 15 days waives all claims
- Subscription charges are non-refundable
- Chargebacks may result in immediate termination
Driver Fees and Earnings
1. Fee Structure
FOOD LOOP MARKETPLACE WILL:
- Establish base delivery fees
- Set mileage rates
- Define incentive programs
- Determine bonus criteria
- Process customer tips
ALL FEES SUBJECT TO CHANGE WITH NOTICE
2. Driver Revenue
YOUR EARNINGS ("Driver Revenue") CONSIST OF:
- Base delivery fees
- Mileage compensation
- Customer tips (100% passed through)
- Applicable bonuses
- Special incentives
LESS:
- Refunds
- Chargebacks
- Payment processing fees
- Adjustments
- Required withholdings
3. Payment Terms
YOU ACKNOWLEDGE AND AGREE THAT:
- Payments processed through Fiserv
- 15-day payment processing period
- No guaranteed minimum earnings
- Earnings subject to verification
- Payment may be delayed or withheld for:
* Account investigation
* Fraud prevention
* Customer disputes
* Compliance issues
* Legal requirements
4. Banking Requirements
YOU ARE SOLELY RESPONSIBLE FOR:
- Providing accurate bank information
- Maintaining valid account status
- Updating account changes promptly
- Account verification requirements
- Payment routing accuracy
FAILURE TO MAINTAIN VALID BANKING INFORMATION MAY RESULT IN DELAYED OR FORFEITED PAYMENTS
5. Tax Obligations
YOU ACKNOWLEDGE THAT:
- You are an independent contractor
- No tax withholding provided
- Self-employment tax is your responsibility
- Income reporting is your obligation
- Tax documentation is your duty
FOOD LOOP MARKETPLACE IS NOT RESPONSIBLE FOR ANY TAX-RELATED OBLIGATIONS
6. Fee Adjustments
FOOD LOOP MARKETPLACE MAY:
- Adjust fees without notice
- Modify payment calculations
- Change incentive structures
- Alter bonus programs
- Update mileage rates
CONTINUED USE OF SERVICE CONSTITUTES ACCEPTANCE
7. Payment Disputes
FOR PAYMENT DISPUTES:
- Order payment disputes handled by Fiserv
- 30-day dispute filing deadline
- Written dispute required
- Supporting documentation needed
- Investigation period may delay payment
8. Payment Holds
WE MAY HOLD PAYMENTS FOR:
- Fraud investigation
- Customer complaints
- Documentation verification
- Compliance review
- Security concerns
NO INTEREST PAID ON HELD AMOUNTS
9. Forfeiture
PAYMENTS MAY BE FORFEITED FOR:
- Terms of Service violations
- Fraudulent activity
- Invalid banking information
- Abandoned accounts
- Unresolved disputes
10. Liability Limitations
FOOD LOOP MARKETPLACE:
- Makes no earnings guarantees
- Does not ensure minimum payments
- Is not liable for payment delays
- Not responsible for bank errors
- Not liable for tax consequences
By accepting these Terms, you acknowledge understanding of these fee structures and payment terms, and agree that Food Loop Marketplace maintains sole discretion over all fee-related policies and procedures.
Payment Processing: Notwithstanding any amounts owed to you or Food Loop Marketplace hereunder, FOOD LOOP MARKETPLACE DOES NOT DIRECTLY PROCESS PAYMENTS FOR ANY SERVICES. We use two separate payment processors for different types of transactions:
1. Subscription Payments:
To facilitate payment for your monthly Driver subscription via bank account, credit card, or debit card, we use Stripe, Inc. and its affiliates ("Stripe"), a third-party payment processor. These subscription payment processing services are provided by Stripe and are subject to the Stripe terms and conditions and other policies available at https://stripe.com/legal and Stripe's Global Privacy Policy available at: https://stripe.com/privacy (collectively, the "Stripe Agreements"). By agreeing to these Terms of Service, you agree to be bound by the Stripe Agreements for subscription payments, as the same may be modified by Stripe from time to time. You hereby authorize Stripe to store and continue billing your specified payment method even after such payment method has expired, to avoid interruptions in payment for your subscription to the Service.
2. Marketplace Order Payments:
For processing payments related to food delivery orders through the Marketplace, including delivery fees, tips, and other order-related charges, we use Fiserv, Inc. and its affiliates ("Fiserv"), a third-party payment processor. These order payment processing services are provided by Fiserv and are subject to Fiserv's terms and conditions and other policies available at https://www.fiserv.com/en/about-fiserv/terms-conditions.html and Fiserv's Privacy Policy available at: https://www.fiserv.com/en/about-fiserv/privacy-policy.html (collectively, the "Fiserv Agreements"). By agreeing to these Terms of Service, you agree to be bound by the Fiserv Agreements for order-related payments, as the same may be modified by Fiserv from time to time.
Important Disclaimers and Acknowledgments:
1. You acknowledge that:
- Different payment processors may apply different processing fees or terms
- Payment processing times may vary between processors
- Each processor maintains its own dispute resolution procedures
- You may need to create or maintain separate accounts with each processor
2. You authorize:
- Both Stripe and Fiserv to store your payment information
- Both processors to share necessary payment information with Food Loop Marketplace
- Automatic debits and credits to your accounts as required for Service operation
3. Food Loop Marketplace:
- Assumes no liability or responsibility for any payments processed through either Stripe or Fiserv
- Does not guarantee the accuracy or timeliness of any payment processing
- Is not responsible for any errors, delays, or failed transactions by either payment processor
- May change payment processors upon notice to you
4. Payment Disputes:
- Subscription payment disputes should be directed to Stripe
- Marketplace order payment disputes should be directed to Fiserv
- You agree to work with the appropriate processor to resolve any payment issues
- Food Loop Marketplace may assist but is not responsible for resolving payment disputes
5. Security:
- Both processors maintain their own security protocols and certifications
- You are responsible for maintaining the security of your payment credentials
- You must promptly notify us of any unauthorized transactions
For questions about:
- Subscription payments: Please contact Stripe at https://stripe.com/contact
- Marketplace order payments: Please contact Fiserv at https://www.fiserv.com/en/contact-us.html
- General payment issues: Contact us at hello@tryfoodloop.com
Food Loop Marketplace reserves the right to hold or delay payments if we suspect fraudulent activity or violation of these Terms of Service, applicable laws, or our policies.
Refunds and Cancellations: Payments made by you hereunder are final and non-refundable, unless otherwise determined by Food Loop Marketplace. You may cancel your subscription by following the instructions provided on the Service.
Commercial Use: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, grant access to, transfer, or otherwise use or exploit any portion of the Service for any commercial purposes.
Mobile Services and Software
Mobile Services: The Service includes certain services that are available via a mobile device, including (i) the ability to upload content to the Service via a mobile device, (ii) the ability to browse the Service and the Site from a mobile device, and (iii) the ability to access certain features and content through Mobile Apps (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Mobile Services, you agree that we may communicate with you regarding Food Loop Marketplace and other entities by SMS, MMS, text message, or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Food Loop Marketplace account information to ensure that your messages are not sent to the person that acquires your old number.
Communication Services: By using the Service and providing us with your telephone numbers, you are consenting to be contacted by Food Loop Marketplace, its affiliates or its partners, including Drivers and Merchants, through any of the following means (each, a "Communication Service"):
- Telephone calls (which may be recorded)
- Automated calling systems
- Automated telephone dialing systems
- Artificial voice or pre-recorded messages
- Text messages (SMS)
- Multimedia messages (MMS)
- Push notifications
- Email messages
- In-app notifications
- Emergency alerts
- System status updates
This consent applies even if you have previously opted in to the National Do Not Call List, any state Do Not Call List, or the internal Do Not Call List of any company.
Registration and Enrollment:
- You may be required to respond to an initial message to complete registration
- Two-factor authentication may be required for security purposes
- You must verify your phone number and email address
- Account activation may be delayed until verification is complete
Consent and Opt-Out Rights:
You do not have to consent to receive communications to use the Service. However, certain critical communications about your account, security, and delivery status cannot be opted out of while using the Service. You may opt out of non-essential communications by:
1. Texting "STOP" to cancel promotional messages
2. Adjusting your notification preferences in the app
3. Emailing hello@tryfoodloop.com
4. Calling +1 737-279-6280
Account Updates:
You agree to:
- Promptly update your contact information if it changes
- Notify us immediately of any unauthorized account access
- Keep your communication preferences current
- Maintain accurate emergency contact information
Terms Acceptance:
By clicking the Register & Agree button and providing your phone number, you:
1. Agree to Food Loop Marketplace's Privacy Policy (www.tryfoodloop.com/privacypolicy)
2. Accept the Customer Terms of Service
3. Consent to arbitrate any claims against Food Loop Marketplace
4. Agree to receive communications through any available technology
5. Acknowledge that consent is not required to use our services
Contact Options:
You may contact Food Loop Marketplace about its products or services at any time through:
- Email: hello@tryfoodloop.com
- Phone: +1 737-279-6280
- Website: www.tryfoodloop.com/contact
- In-app support center
- Live chat (when available)
Carrier Rates and Compatibility:
- Standard carrier message and data rates apply
- No additional charges from Food Loop Marketplace for communications
- Carrier restrictions may apply to certain features
- Device compatibility may affect service availability
- Contact your carrier for specific plan details
Emergency Communications:
- We may send emergency alerts regardless of your preferences
- Critical safety information cannot be opted out of
- Delivery status updates are considered essential communications
- System outage notifications may be sent as needed
Service Interruptions:
We are not liable for:
- Delays in message delivery
- Failed message delivery
- Carrier network issues
- Device compatibility problems
- Third-party communication service failures
Communication Controls:
Text Message Commands:
- "STOP" - Cancel promotional messages
- "START" - Restart messages after cancellation
- "HELP" - Get support information
- "INFO" - Get account information
- "STATUS" - Check delivery status
Privacy and Security:
- All communications are subject to our Privacy Policy
- Messages may be encrypted for security
- Communication records are retained per legal requirements
- Your contact information is protected per our data security standards
**Language Support:
- Primary support in English
- Spanish support available
- Other languages through translation services
- In-app translation features available
By continuing to use the Service, you acknowledge and agree to these communication terms and understand that they may be updated periodically with notice through the Service.
Mobile App License: Subject to these Terms of Service, Food Loop Marketplace hereby grants to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to (a) install the Mobile App on one mobile device and (b) use the Mobile App for your own personal use solely to access and use the Service. For clarity, the foregoing is not intended to prohibit you from installing the Mobile App on another device on which you also agreed to these Terms of Service. Each instance of these Terms of Service that you agree to in connection with downloading a Mobile App grants you the aforementioned rights in connection with the installation and use of the Mobile App on one device.
Ownership; Restrictions: The technology and software underlying the Service or distributed in connection therewith are the property of Food Loop Marketplace, its affiliates, and its licensors (including the Mobile Apps, the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Food Loop Marketplace.
Special Notice for International Use; Export Controls: Food Loop Marketplace is headquartered in the United States. If you access or use the Service from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the Laws of your specific jurisdiction. Software available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
Third-Party Distribution Channels: Food Loop Marketplace offers Software that may be made available through the Apple App Store, the Google Play Store, or other distribution channels (“Distribution Channels”). If you obtain such Software through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. These Terms of Service are between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third-party products and services in connection with your use of the Service, you agree to comply with all applicable terms of any agreement for such third-party products and services.
Apple-Enabled Software: With respect to Mobile Apps that are made available for your use in connection with an Apple-branded product (the, “Apple-Enabled Software”), in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:
Food Loop Marketplace and you acknowledge that these Terms of Service are concluded between Food Loop Marketplace and you only, and not with Apple Inc. (“Apple”), and that as between Food Loop Marketplace and Apple, Food Loop Marketplace, not Apple, is solely responsible for the Apple-Enabled Software and the content thereof.
You may not use the Apple-Enabled Software in any manner that is in violation of or inconsistent with the Usage Rules set forth for Apple-Enabled Software in, or otherwise be in conflict with, the Apple Media Services Terms and Conditions.
Your license to use the Apple-Enabled Software is limited to a non-transferable license to use the Apple-Enabled Software on an iOS product that you own or control, as permitted by the “Usage Rules” set forth in the Apple Media Services Terms and Conditions, except that such Apple-Enabled Software may be accessed and used by other accounts associated with the purchaser via Apple’s Family Sharing or volume purchasing programs.
Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Enabled Software.
Apple is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple-Enabled Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Enabled Software, if any, to you; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Enabled Software, or any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty, which will be Food Loop Marketplace’ sole responsibility, to the extent it cannot be disclaimed under applicable law.
Food Loop Marketplace and you acknowledge that Food Loop Marketplace, not Apple, is responsible for addressing any claims of you or any third party relating to the Apple-Enabled Software or your possession and/or use of that Apple-Enabled Software, including: (a) product liability claims; (b) any claim that the Apple-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation.
In the event of any third-party claim that the Apple-Enabled Software or your possession and use of that Apple-Enabled Software infringes that third party’s intellectual property rights, as between Food Loop Marketplace and Apple, Food Loop Marketplace, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.
You represent and warrant that (a) you are not 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 (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
If you have any questions, complaints, or claims with respect to the Apple-Enabled Software, they should be directed to Food Loop Marketplace as follows:
Email: hello@tryfoodloop.com
Phone: +1 737-279-6280
You must comply with applicable third-party terms of agreement when using the Apple-Enabled Software, e.g., your wireless data service agreement.
Food Loop Marketplace and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you with respect to the Apple-Enabled Software as a third-party beneficiary thereof.
Google-Sourced Software: The following applies to any Mobile App you download from the Google Play Store (“Google-Sourced Software”): (a) you acknowledge that these Terms of Service are between you and Food Loop Marketplace only, and not with Google, Inc. (“Google”); (b) your use of Google-Sourced Software must comply with Google’s then-current Google Play Terms of Service; (c) Google is only a provider of Google Play where you obtained the Google-Sourced Software; (d) Food Loop Marketplace, and not Google, is solely responsible for Food Loop Marketplace’ Google-Sourced Software; (e) Google has no obligation or liability to you with respect to Google-Sourced Software or these Terms of Service; and (f) you acknowledge and agree that Google is a third-party beneficiary to these Terms of Service as it relates to Food Loop Marketplace’ Google-Sourced Software.
Open Source Software: The Software may contain or be provided together with open source software. Each item of open source software is subject to its own license terms. If required by any license for particular open source software, Food Loop Marketplace makes such open source software, and Food Loop Marketplace’ modifications to that open source software (if any), available by written request to hello@tryfoodloop.com Copyrights to the open source software are held by the respective copyright holders indicated therein.
Intellectual Property Rights
Service Content: You acknowledge and agree that the Service may contain content or features (“Service Content”) that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws. Except as expressly authorized by Food Loop Marketplace, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you upload to or make available through the Service in accordance with these Terms of Service. Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited.
Trademarks: The names "Food Loop", "Food Loop Marketplace", "Loop", and "Loop Marketplace", along with their associated logos, designs, and stylized representations, are trademarks and service marks of Food Loop Marketplace (collectively the "Food Loop Marketplace Trademarks"). These marks represent our brand identity and valuable intellectual property assets.
Specifically protected marks include:
- "Food Loop"
- "Food Loop Marketplace"
- "Loop"
- "Loop Marketplace"
- All associated logos and designs
- All stylized representations of these marks
- All variations and combinations of these marks
Other company, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Food Loop Marketplace. Nothing in these Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Food Loop Marketplace Trademarks displayed on the Service, without our prior written permission in each instance.
Use of Food Loop Marketplace Trademarks is strictly prohibited without explicit written permission. This includes:
- Commercial use
- Marketing materials
- Promotional content
- Website content
- Social media
- Printed materials
- Any other public-facing materials
All goodwill generated from the use of Food Loop Marketplace Trademarks will inure to our exclusive benefit. Any unauthorized use of Food Loop Marketplace Trademarks may constitute trademark infringement and will be enforced to the fullest extent of the law.
Third-Party Material: Under no circumstances will Food Loop Marketplace be liable in any way for any content or materials of any third parties (including users), including for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Food Loop Marketplace does not pre-screen content, but that Food Loop Marketplace and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Food Loop Marketplace and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Food Loop Marketplace, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
User Content: You represent and warrant that you own all right, title and interest in and to such User Content, including all copyrights and rights of publicity contained therein. You hereby grant Food Loop Marketplace and its affiliated companies, successors, and assigns a non-exclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable (directly and indirectly through multiple tiers), perpetual, and irrevocable license to copy, display, upload, perform, distribute, store, modify, and otherwise use your User Content in connection with the operation of the Service and the promotion, advertising or marketing of the foregoing in any form, medium or technology now known or later developed. You assume all risk associated with your User Content and the transmission of your User Content, and you have sole responsibility for the accuracy, quality, legality and appropriateness of your User Content.
You hereby authorize Food Loop Marketplace and its third-party service providers to derive statistical and usage data relating to your use of the Service (“Usage Data”). We may use Usage Data for any purpose in accordance with applicable law and our Privacy Policy.
Any questions, comments, suggestions, ideas, feedback, reviews, or other information about the Service (“Submissions”), provided by you to Food Loop Marketplace are non-confidential and Food Loop Marketplace will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment, attribution, or compensation to you.
You acknowledge and agree that Food Loop Marketplace may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable Laws, or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Food Loop Marketplace, its users, or the public. You understand that the technical processing and transmission of the Service, including your User Content, may involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices.
Copyright Complaints: Food Loop Marketplace respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Food Loop Marketplace of your infringement claim in accordance with the procedure set forth below.
Food Loop Marketplace will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Food Loop Marketplace’ Copyright Agent at hello@tryfoodloop.com (Subject line: “DMCA Takedown Request”). You may also contact the Copyright Agent by mail or facsimile at:
Holland & Knight LLP
Attn: Food Loop Marketplace DMCA Agent
1801 California St
Suite 5000
Denver, CO 80202
To be effective, the notification must be in writing and contain the following information:
a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or other intellectual property interest that is allegedly infringed;
identification of the copyrighted work or other intellectual property that you claim has been infringed, or, if multiple copyrighted works or other intellectual property are covered by a single notification, a representative list of such works or other intellectual property;
identification of the content that is claimed to be infringing or to be the subject of infringing activity, and where the content that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright or intellectual property owner or are authorized to act on the behalf of the owner of the copyright or intellectual property that is allegedly infringed.
Counter-Notice: If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:
your physical or electronic signature;
identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
a statement by you, made under penalty of perjury, that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content to be removed or disabled; and
your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within the District of Delaware and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Copyright Agent, Food Loop Marketplace will send a copy of the counter-notice to the original complaining party informing them that Food Loop Marketplace may replace the removed content or cease disabling it within twenty (20) business days. Unless the owner of the applicable copyrighted work or other intellectual property files an action seeking a court order against Food Loop Marketplace or the user, the removed content may be replaced, or access to it restored, within ten (10) to twenty (20) business days or more after receipt of the counter-notice, at our sole discretion.
Repeat Infringer Policy: In accordance with the DMCA and other applicable law, Food Loop Marketplace has adopted a policy of terminating, in appropriate circumstances and at Food Loop Marketplace’ sole discretion, the accounts of users who are deemed to be repeat infringers. Food Loop Marketplace may also at its sole discretion limit access to the Service and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
Third-Party Services and Websites
The Service may provide links or other access to services, sites, technology, and resources that are provided or otherwise made available by third parties (the “Third-Party Services”). Additionally, you may enable or log in to the Service via various online Third-Party Services, such as social media and social networking services like Facebook or Twitter. Your access and use of the Third-Party Services may also be subject to additional terms and conditions, privacy policies, or other agreements with such third party, and you may be required to authenticate to or create separate accounts to use Third-Party Services on the websites or via the technology platforms of their respective providers. Some Third-Party Services will provide us with access to certain information that you have provided to third parties, including through such Third-Party Services, and we will use, store and disclose such information in accordance with our Privacy Policy. For more information about the implications of activating Third-Party Services and our use, storage and disclosure of information related to you and your use of such Third-Party Services within the Service, please see our Privacy Policy. Food Loop Marketplace has no control over and is not responsible for such Third-Party Services, including for the accuracy, availability, reliability, or completeness of information shared by or available through Third-Party Services, or on the privacy practices of Third-Party Services. We encourage you to review the privacy policies of the third parties providing Third-Party Services prior to using such services. You, and not Food Loop Marketplace, will be responsible for any and all costs and charges associated with your use of any Third-Party Services. Food Loop Marketplace enables these Third-Party Services merely as a convenience and the integration or inclusion of such Third-Party Services does not imply an endorsement or recommendation. Any dealings you have with third parties while using the Service are between you and the third party. Food Loop Marketplace will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any Third-Party Services.
Indemnification
To the maximum extent permitted under applicable law, you agree to defend, indemnify, and hold harmless Food Loop Marketplace, its parent companies, subsidiaries, affiliates, successors, assigns, licensors, and its and their respective past, present, and future officers, directors, employees, agents, contractors, service providers, vendors, suppliers, attorneys, and representatives (collectively, the "Food Loop Marketplace Parties") from and against any and all:
1. Losses, damages, costs, expenses, and liabilities (including reasonable attorneys' fees and expenses)
2. Notices, demands, claims, actions, suits, proceedings, and investigations
3. Judgments, settlements, fines, penalties, and assessments
4. Any other losses or adverse consequences whatsoever
(collectively, "Claims") arising from, connected with, or relating to:
a) Your access to or use of the Service (including any features, functionalities, or tools)
b) Any deliveries or services you provide through the Service
c) Your User Content or any content you submit, post, or transmit through the Service
d) Your connection to or interaction with the Service
e) Your violation of these Terms of Service
f) Your violation of our Privacy Policy, Code of Conduct, or other policies
g) Your violation of any applicable laws, rules, or regulations
h) Your violation of any third party's rights, including:
- Privacy rights
- Publicity rights
- Intellectual property rights
- Contract rights
- Property rights
- Other legal rights
i) Any misrepresentation made by you
j) Any errors, negligence, gross negligence, willful misconduct, or other acts or omissions by you
k) Your failure to maintain adequate insurance coverage
l) Any motor vehicle accidents, injuries, property damage, or other incidents occurring during your provision of delivery services
m) Any claims by customers, merchants, or other third parties relating to your actions or omissions
n) Any allegations of food tampering, contamination, or improper handling
o) Your tax liabilities, payment obligations, or employment-related claims
Indemnification Procedures:
1. Food Loop Marketplace will:
- Provide prompt notice to you of any Claim
- Have the right (but not obligation) to assume exclusive defense and control of any Claim
- Have the right to select and retain counsel of its choosing
- Have the right to settle any Claim at its sole discretion
2. You will:
- Immediately notify us of any potential or actual Claim
- Cooperate fully with our defense of any Claim
- Provide us with all reasonable assistance, information, and authority
- Not make any admissions or statements about any Claim without our prior written consent
- Not settle or compromise any Claim without our prior written consent
- Reimburse us for any expenses we incur in defending a Claim
- Pay any settlements, judgments, or other resolutions of a Claim
3. If we assume defense of a Claim, you will:
- Not interfere with our defense
- Have the right to participate in the defense at your own expense
- Have no authority to settle without our written consent
Additional Terms:
1. This indemnification obligation will:
- Survive termination of these Terms of Service
- Be independent of and in addition to any other remedies available
- Not be limited by any insurance coverage you maintain
- Apply regardless of any negligence or fault of Food Loop Marketplace Parties
2. You agree that:
- Your indemnification obligations are material terms of this agreement
- We may set off any amounts you owe under this section against any amounts we may owe you
- We may withhold any payments due to you to cover potential indemnification obligations
- Your obligation to defend will not be eliminated or reduced by our negligence or fault
- The costs of defense will be advanced by you as incurred
Food Loop Marketplace's rights under this section are in addition to, and not in lieu of, any other rights or remedies available under these Terms of Service, at law, or in equity.
Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE FOOD LOOP MARKETPLACE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
THE FOOD LOOP MARKETPLACE PARTIES MAKE NO WARRANTY THAT (A) THE SERVICE WILL MEET YOUR REQUIREMENTS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE FOOD LOOP MARKETPLACE PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING DAMAGES FOR LOSS OF GOODWILL, USE, OR DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE FOOD LOOP MARKETPLACE PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (A) THE USE OR THE INABILITY TO USE THE SERVICE; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (E) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL THE FOOD LOOP MARKETPLACE PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID FOOD LOOP MARKETPLACE IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “INDEMNIFICATION”, “DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION WILL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
Dispute Resolution and Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
Agreement to Arbitrate
THIS DISPUTE RESOLUTION BY BINDING ARBITRATION SECTION IS REFERRED TO IN THESE TERMS OF SERVICE AS THE “ARBITRATION AGREEMENT.” YOU AGREE THAT ANY AND ALL DISPUTES OR CLAIMS THAT HAVE ARISEN OR MAY ARISE BETWEEN YOU AND FOOD LOOP MARKETPLACE, WHETHER ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE (INCLUDING ANY ALLEGED BREACH THEREOF), THE SERVICE, ANY ADVERTISING, OR ANY ASPECT OF THE RELATIONSHIP OR TRANSACTIONS BETWEEN US, WILL BE RESOLVED EXCLUSIVELY THROUGH FINAL AND BINDING ARBITRATION, RATHER THAN A COURT, IN ACCORDANCE WITH THE TERMS OF THIS ARBITRATION AGREEMENT, EXCEPT THAT YOU MAY ASSERT INDIVIDUAL (NOT ON A CLASS OR REPRESENTATIVE BASIS) CLAIMS IN SMALL CLAIMS COURT, IF YOUR CLAIMS QUALIFY. FURTHER, THIS ARBITRATION AGREEMENT DOES NOT PRECLUDE YOU FROM BRINGING ISSUES TO THE ATTENTION OF FEDERAL, STATE, OR LOCAL AGENCIES, AND SUCH AGENCIES CAN, IF THE LAW ALLOWS, SEEK RELIEF AGAINST US ON YOUR BEHALF. YOU AGREE THAT, BY ENTERING INTO THESE TERMS OF SERVICE, YOU AND FOOD LOOP MARKETPLACE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. THE FEDERAL ARBITRATION ACT GOVERNS THE INTERPRETATION AND ENFORCEMENT OF THIS ARBITRATION AGREEMENT.
Prohibition of Class and Representative Actions and Non-Individualized Relief
YOU AND FOOD LOOP MARKETPLACE AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND FOOD LOOP MARKETPLACE AGREE OTHERWISE IN WRITING, THE ARBITRATOR:
1. MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS;
2. MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING; AND
3. MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S).
NOTWITHSTANDING THE FOREGOING, YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
c. Pre-Arbitration Dispute Resolution Process
Food Loop Marketplace is committed to resolving disputes efficiently and effectively. Before initiating arbitration, the parties agree to follow this mandatory pre-arbitration process:
1. In-App Resolution
- Submit initial claim through the Food Loop Marketplace app's dispute center
- Provide all required documentation and evidence
- Allow 5 business days for initial response
2. Customer Support Escalation
- If not resolved through the app, contact customer support at hello@tryfoodloop.com
- Include all relevant documentation
- Allow 10 business days for review and response
3. Written Notice Requirement
If the dispute remains unresolved, you must send a detailed written Notice of Dispute ("Notice") by certified mail to:
Holland & Knight LLP
Attn: Food Loop Marketplace Legal Department - Notice of Dispute
1801 California St, Suite 5000
Denver, CO 80202
THE NOTICE MUST INCLUDE:
- Your name, address, and contact information
- Your Food Loop Marketplace account information
- A detailed description of your claim
- All supporting documentation
- The specific relief sought
- Your signature and date
4. Mandatory Negotiation Period
- 90-day good faith negotiation period begins upon receipt of Notice
- Both parties must engage in reasonable settlement discussions
- Parties may agree to extend negotiation period
- Parties may agree to non-binding mediation
d. Arbitration Procedures
If the dispute is not resolved during the pre-arbitration process, the following procedures apply:
1. Arbitration Administration
- Arbitration will be administered by the American Arbitration Association ("AAA")
- Consumer Arbitration Rules will apply
- Available at www.adr.org or 1-800-778-7879
- Food Loop Marketplace will pay all AAA filing, administration, and arbitrator fees
2. Location and Format
- In-person hearings in St. George, Utah
- Virtual hearings available upon request
- Document-only arbitration for claims under $10,000
- English language proceedings
3. Discovery and Evidence
- Reasonable discovery permitted
- Electronic document exchange required
- Depositions limited to exceptional cases
- Expert testimony as approved by arbitrator
e. Arbitration Time Limits
1. Claims Must Be Brought Within:
- SIX (6) MONTHS after the claim arises
- Time tolled during pre-arbitration process
- Continuing violations treated as separate claims
2. Expedited Processing Available For:
- Claims under $10,000
- Emergency relief requests
- Time-sensitive matters
f. Relief Available
THE ARBITRATOR MAY AWARD:
- Monetary damages
- Individual injunctive relief
- Declaratory relief
- Public injunctive relief where required by law
- Attorneys' fees if provided by law
- Costs and expenses as deemed appropriate
g. Opt-Out Right
YOU HAVE THE RIGHT TO OPT OUT OF THIS ARBITRATION AGREEMENT WITHIN 30 DAYS OF ACCEPTING THESE TERMS OF SERVICE BY:
1. Emailing: hello@tryfoodloop.com
2. Subject Line: "ARBITRATION OPT-OUT"
3. Including: Your name, address, and clear statement of intent to opt out
YOUR OPT-OUT MUST BE RECEIVED WITHIN 30 DAYS OR THIS ARBITRATION AGREEMENT WILL BE BINDING.
h. Severability and Survival
If any portion of this Arbitration Agreement is found to be unenforceable or unlawful:
- The unenforceable portion shall be severed
- Remaining portions remain in full force
- Entire agreement void if class action waiver found unenforceable
This Arbitration Agreement survives:
- Termination of these Terms of Service
- Termination of your account
- Transfer of rights
- Any bankruptcy proceeding
i. Modification
NOTWITHSTANDING ANY PROVISION IN THESE TERMS OF SERVICE TO THE CONTRARY, WE AGREE THAT IF FOOD LOOP MARKETPLACE MAKES ANY FUTURE MATERIAL CHANGE TO THIS ARBITRATION AGREEMENT, YOU MAY REJECT THAT CHANGE WITHIN 30 DAYS OF SUCH CHANGE BECOMING EFFECTIVE BY WRITING TO FOOD LOOP MARKETPLACE AT THE ADDRESS PROVIDED ABOVE.
j. Emergency Relief
Notwithstanding the foregoing, either party may seek emergency temporary restraining orders or preliminary injunctions in court, provided that the remainder of the dispute proceeds in arbitration.
By using the Service, you acknowledge that you have read and understood this Arbitration Agreement and agree to be bound by its terms.
Termination
You agree that Food Loop Marketplace, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including for lack of use or if Food Loop Marketplace believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Service, may be referred to appropriate law enforcement authorities. Food Loop Marketplace may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of these Terms of Service may be effected without prior notice, and acknowledge and agree that Food Loop Marketplace may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Food Loop Marketplace will not be liable to you or any third party for any termination of your access to the Service.
User Disputes
You agree that you are solely responsible for your interactions with any other user in connection with the Service, and Food Loop Marketplace will have no liability or responsibility with respect thereto. Food Loop Marketplace reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service.
General
These Terms of Service (together with the terms incorporated by reference herein) constitute the entire agreement between you and Food Loop Marketplace governing your access and use of the Service, and supersede any prior agreements between you and Food Loop Marketplace with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use Third-Party Services, third-party content or third-party software. These Terms of Service will be governed by the laws of the State of Delaware without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Food Loop Marketplace submit to the personal and exclusive jurisdiction of the state and federal courts located within Delaware. The failure of Food Loop Marketplace to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of these Terms of Service and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign these Terms of Service without the prior written consent of Food Loop Marketplace, but Food Loop Marketplace may assign or transfer these Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. As used in these Terms of Service, the words “include” and “including,” and variations thereof, will not be deemed to be terms of limitation, but rather will be deemed to be followed by the words “without limitation.” Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service. Food Loop Marketplace will not be in default hereunder by reason of any failure or delay in the performance of its obligations where such failure or delay is due to civil disturbances, riot, epidemic, hostilities, war, terrorist attack, embargo, natural disaster, acts of God, flood, fire, sabotage, fluctuations or unavailability of electrical power, network access or equipment, or any other circumstances or causes beyond Food Loop Marketplace’ reasonable control.
Notice for California Users
Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted (a) via email at dca@dca.ca.gov; (b) in writing at: Department of Consumer Affairs, Consumer Information Division, 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834; or (c) by telephone at (800) 952-5210 or (800) 326-2297 (TDD). Sacramento-area consumers may call (916) 445-1254 or (916) 928-1227 (TDD). You may contact us at FL Marketplace LLC.,
Holland & Knight LLP
Attn: Food Loop Marketplace California Consumer Affairs
1801 California St
Suite 5000
Denver, CO 80202
U.S. Government Restricted Rights
The Service is made available to the U.S. government with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the U.S. government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Access or use of the Service (including the Software) by the U.S. government constitutes acknowledgement of our proprietary rights in the Service (including the Software).
Questions? Concerns? Suggestions?
Please contact us at hello@tryfoodloop.com to report any violations of these Terms of Service or to pose any questions regarding these Terms of Service or the Service.
