Terms that apply to restaurants participating in the FoodieBits ecosystem.
MERCHANT TERMS
Effective Date: September 2, 2026
1. Application and Participation
These Merchant Terms ("Merchant Terms") are published by FoodieBits LLC, a Texas limited liability company ("FoodieBits," "Company," "we," "us," or "our") and apply to all restaurants, food service businesses, and other merchants ("Merchant," "you," or "your") that apply to participate in, or participate in, the FoodieBits ecosystem. These Merchant Terms supplement and are incorporated into the FoodieBits Terms of Service. In the event of any conflict between these Merchant Terms and the Terms of Service, these Merchant Terms shall control with respect to merchant-specific matters.
Submitting a merchant application through the FoodieBits website or any other channel is an expression of interest only and does not create a participation agreement, contractual obligation, or guarantee of acceptance. FoodieBits reserves the right, in its sole discretion, to accept or decline any merchant application for any reason or no reason. Actual participation in the FoodieBits ecosystem is governed by the separate Merchant Participation Agreement executed between FoodieBits and the Merchant at the time of onboarding.
2. Planned Tiers and Pricing
All merchant tiers described on the FoodieBits website are planned and subject to change before general availability. Currently described tiers include Free ($0/month), Local Featured ($50/month), Featured + SMS ($100/month), and Premium ($150/month). Tier names, pricing, included features, and availability may be modified, added, or removed at any time prior to or after general availability without prior notice to prospective or participating merchants.
Merchant subscription revenue is a stated component of the FoodieBits business model. No representation is made regarding the timing, pricing, or availability of any particular tier at launch or thereafter.
3. Founding Merchant Program
The Founding Merchant Program is a planned early-access program for restaurants that express interest in joining the FoodieBits ecosystem before public app launch. The program contemplates a Founding Merchant bonus of 10,000 $FBITZ, subject to program terms to be established.
The bonus is described in token quantity only. FoodieBits makes no representation, warranty, or guarantee regarding any monetary, market, or exchange value associated with $FBITZ or the Founding Merchant bonus. Eligibility criteria, vesting schedules, distribution mechanics, and all other program terms are subject to final program documentation and legal review, and may differ materially from descriptions on the Website. The Founding Merchant Program may be modified, suspended, or discontinued at any time.
4. Merchant Representations and Warranties
By applying to participate in the FoodieBits ecosystem, you represent and warrant that:
(a)You are duly authorized to act on behalf of the business entity you represent and to bind that entity to these Merchant Terms and the applicable Merchant Participation Agreement;
(b)Your business holds all licenses, permits, and certifications required by applicable federal, state, and local law to operate a food service establishment, including without limitation health permits, food handler certifications, and business licenses;
(c)All information you provide to FoodieBits, including business name, address, contact information, menu data, and operational details, is accurate, current, and complete, and you will promptly update such information if it changes;
(d)You will comply with all applicable laws and regulations in connection with your participation in the FoodieBits ecosystem, including without limitation food safety and health regulations, consumer protection laws, employment laws, tax obligations, and any applicable digital asset or blockchain-related regulations; and
(e)You will not engage in any fraudulent, deceptive, or misleading conduct in connection with your participation, including without limitation falsifying redemption records, submitting inflated settlement claims, misrepresenting reward availability, or misusing FoodieBits branding or merchant badges.
5. Reward Redemption
Participating merchants agree to honor all valid FoodieBits redemption codes presented in person by diners, in accordance with the reward terms displayed to the diner at the time of unlock and with the applicable FoodieBits Promotion Rules.
Merchants may configure reasonable operating conditions for redemptions, such as excluded dates, time-of-day restrictions, minimum purchase requirements, or dine-in-only limitations, provided that all such conditions are configured in the merchant dashboard and displayed to the diner before the reward is unlocked. Conditions not disclosed to the diner before unlock may not be imposed at the time of redemption.
FoodieBits reserves the right to audit redemption activity and to investigate suspected irregularities, including unusual redemption volumes, patterns inconsistent with normal business operations, or diner complaints.
6. Settlement and Token Disclaimers
Where settlement in $FBITZ applies under the Merchant Participation Agreement, the swap from $FBITZ to USDC (or any other digital asset) is merchant-controlled and executed by the merchant through Jupiter or a comparable Solana liquidity routing provider. FoodieBits provides software routing only.
FoodieBits does not hold or custody merchant funds during or after the settlement process, does not provide ACH, bank transfer, or fiat conversion services, does not operate as a money transmitter, and does not guarantee swap execution, pricing, liquidity, or settlement timing. Merchants are solely responsible for their own off-ramp arrangements, wallet security, tax obligations, accounting, and compliance with all applicable laws.
The value of $FBITZ is subject to volatility. FoodieBits makes no representation regarding the value at which $FBITZ may be swapped, transferred, or used at any given time.
7. Merchant Media Services
Merchant media services described on the FoodieBits website are planned and, where available, are provided subject to separate scheduling, deliverable, and payment terms.
By participating in the FoodieBits ecosystem or providing content to FoodieBits, you grant FoodieBits a non-exclusive, worldwide, royalty-free, sublicensable, transferable license to use, reproduce, modify, adapt, publish, display, and distribute approved photography, video, menu content, business descriptions, logos, and other business information (collectively, "Merchant Content") for the purpose of promoting the Merchant and the FoodieBits ecosystem across all media and channels. This license shall survive termination of participation with respect to Merchant Content already published or distributed at the time of termination.
You represent and warrant that you own or have obtained all necessary rights, releases, and permissions for all Merchant Content you provide or authorize, and that the use of such content by FoodieBits will not infringe, misappropriate, or violate any third-party right.
8. Merchant Records and Badges
FoodieBits does not publish third-party restaurant listings. Merchant records appear in the FoodieBits ecosystem only where the merchant has been onboarded and activated. Official FoodieBits merchant badges, including the Founding Merchant badge, are applied only to records explicitly designated by FoodieBits and may be used by the Merchant only in accordance with the FoodieBits brand guidelines provided at onboarding.
Unauthorized use of FoodieBits branding, logos, badges, or trademarks is prohibited and may result in immediate termination of participation and legal action.
9. Compliance with Laws
You shall comply with all applicable federal, state, local, and foreign laws, rules, and regulations in connection with your participation in the FoodieBits ecosystem, including without limitation food safety, health and sanitation, consumer protection, advertising, employment, tax, anti-money laundering, and any applicable digital asset regulations.
10. Relationship of Parties
The relationship between FoodieBits and each Merchant is that of independent contractors. Nothing in these Merchant Terms or the FoodieBits ecosystem creates a partnership, joint venture, agency, franchise, employment, or fiduciary relationship. Neither party has the authority to bind the other or to incur any obligation on the other's behalf. FoodieBits does not grant any Merchant exclusive territory, exclusive access, guaranteed diner volume, or guaranteed revenue.
11. Indemnification
You agree to indemnify, defend, and hold harmless FoodieBits and its members, managers, officers, employees, agents, and service providers from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with
(a)your food, beverages, service, operations, or business conduct,
(b)your violation of these Merchant Terms, the Terms of Service, or any applicable law,
(c)any third-party claim related to your Merchant Content,
(d)any dispute between you and a diner, customer, or employee, or
(e)your use of any settlement, swap, or token-related feature.
12. LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FOODIEBITS SHALL NOT BE LIABLE TO ANY MERCHANT FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR IN CONNECTION WITH THESE MERCHANT TERMS OR THE MERCHANT'S PARTICIPATION IN THE FOODIEBITS ECOSYSTEM, REGARDLESS OF THE THEORY OF LIABILITY.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF FOODIEBITS FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE MERCHANT TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY THE MERCHANT TO FOODIEBITS, IF ANY, DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
13. Term and Termination
Either party may terminate participation in accordance with the Merchant Participation Agreement then in effect. FoodieBits may also suspend or terminate any merchant's participation immediately, with or without notice, for suspected fraud, abuse, violation of these Merchant Terms, or conduct that FoodieBits determines is harmful to the ecosystem, diners, or other merchants.
Rewards already unlocked by diners before the effective date of termination shall be honored by the Merchant through their stated expiration, to the extent reasonably practicable. FoodieBits shall have no liability for rewards that cannot be honored due to merchant termination.
Upon termination, the Merchant shall immediately cease use of all FoodieBits branding, badges, logos, and trademarks. The provisions of these Merchant Terms that by their nature should survive termination shall survive, including without limitation Sections 6, 7, 9, 10, 11, 12, and 14.
14. Modifications
FoodieBits reserves the right to modify these Merchant Terms at any time. Material changes will be reflected by an updated Effective Date at the top of this page and may be communicated through the merchant dashboard or other reasonable means. Continued participation in the FoodieBits ecosystem after an update constitutes acceptance of the modified Merchant Terms.
15. Governing Law
These Merchant Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict-of-law principles, consistent with the FoodieBits Terms of Service. The dispute resolution provisions of the Terms of Service, including binding arbitration and the class action waiver, apply to disputes arising under these Merchant Terms.
16. Contact
Questions regarding these Merchant Terms should be directed to:
FoodieBits LLC
Legal inquiries: legal@foodiebits.com
Merchant support: support@foodiebits.com
This page is provided for general information only and is not legal advice.