Square for Franchises Terms of Service

Effective Date: June 10, 2024

Square for Franchises (the “Franchise Service”) provides an integrated franchise management solution for customers of Square services (“you” or “Seller”), each of whom has agreed to link Square Accounts with other members of a Franchise, or a similarly structured group of affiliated merchants who share common branding and/or ownership, to form a single Franchise Account that is comprised of the participating Sellers’ Square Accounts.

By using the Franchise Service, you agree to be bound by these terms (“Square Franchise Terms”), the General Terms, the Additional Point of Sale Terms of Service, the Privacy Notice for Square Sellers and Website Visitors, and all other terms, policies, and guidelines applicable to the Franchise Service or any other Square Services that you use. If you are using the Franchise Service on behalf of a business, you represent that you have the authority to bind that business or entity to these terms. Defined terms have the same meaning as in the General Terms.

1. Franchise Account Creation

To use the Franchise Service, you each must create a Square Account, as defined in the General Terms, Section 1. If you operate the corporate Square Account (“Franchisor”), you must initiate the linkage of other Sellers’ (“Franchisees”) Square Accounts to the Franchisor Square Account to create a unified Franchise Account. The Franchisor is responsible for ensuring that all Franchisees agree to the Square Franchise Terms and agree to pay any Fees owed to Square for the Services.

We reserve the right to decline the Franchise Services to any Seller for any reason or no reason.

2. Relationship between Franchisor and Franchisees

Unless otherwise agreed to between Franchisor and Franchisee, by joining a Franchise Account, you acknowledge and agree that the Franchisor has access to and control over (including the right to manage and delete) all data in the Franchise Account, including data associated with and stored in any Franchisee’s Square Account. When enabled by the Franchisor, the Franchisor has the ability to:

• Access and process all data and information associated with any Franchisee’s Square Account, including, but not limited to, the Franchisee’s menu, transaction history, sales monitoring, account balances, reports, Customer Directory, and other customer data;
• Calculate royalty fees using fixed formulas applied to Franchisee sale data;
• Manage menus across the Franchise Account;
• Process and manage customer marketing contacts, communications, and marketing and privacy opt-outs across the Franchise Account;
• Enable the acceptance of gift cards across the Franchise Account, control their settings, monitor their sales, redemption, and reconciliation, and, for credit or debit card purchases, automatically pool their proceeds in a central Square Checking account owned by the Franchisor to streamline accounting reconciliation across the Franchise. The Franchisor is responsible for manually distributing the proceeds from gift card sales to the Franchisees and for ensuring the accuracy of any such distribution. You acknowledge and agree that Square is not responsible for resolving any conflict arising between any Franchisor and any Franchisee related to the distribution of gift card proceeds;
• Enable and control the settings associated with a Franchise-wide loyalty program;
• Offer and control a Franchise-branded online and mobile application ordering experience; and
• Use any other Franchise Services on behalf of any Franchisee to be offered by Square from time to time.

By joining a Franchise Account, you acknowledge and agree that all Franchisees may have access to certain data in the Franchise Account that originates with other Franchisees or the Franchisor, including, but not limited to:

• Customer Directory data;
• Loyalty data;
• Gift card data.

3. Online and Mobile Application Ordering Services

An optional feature of the Franchise Services include a white-label online ordering solution and white-label mobile application (“Franchise App”) which assists Sellers with accepting and processing payments from customers (collectively, the “Ordering Services.”).

I. eCommerce Terms.
A. eCommerce Activities. The Ordering Services enable the Franchise Sellers to sell goods and services through an online ordering portal hosted and/or designed by Square (such goods and services, “Commercial Products”), and otherwise enables you to collect payments from your customers and end users (such activities, collectively, “the Franchise eCommerce Activities”). You agree that we are not liable or responsible for any of the Franchise eCommerce Activities, or any compliance with any laws or regulations related to it, which includes the following:

• Fulfillment, Delivery and Refunds. The Franchise Sellers are solely responsible for fulfilling and delivering all orders made by your customers or end users in connection with the Franchise eCommerce Activities. All Franchise Sellers also agree to make available to your customers a refund policy applicable to their online purchases. If a Franchise Seller uses On-Demand Delivery fulfillment services, the Franchise Seller agrees to the On-Demand Delivery Terms.
• Product and Service Claims and Warranties. The Franchise Sellers are solely responsible for all product or service related claims and warranties you make in connection with the Franchise eCommerce Activities. Square will not be liable or responsible for any product or service-related claims made against any Franchise Sellers by your customers or end users.
• Customer Service. The Franchise Sellers are solely responsible for any complaints, inquiries or comments related to the Franchise eCommerce Activities, including without limitation any issues related to payments, promotions, refunds, chargebacks or product and service satisfaction. All Franchise Sellers agree to provide complete and accurate contact information on your eCommerce websites and/or your Franchise App so that your customers or end users may submit comments, complaints or inquiries to you.
• Site Terms, Policies, and Legal Compliance. All Franchise Sellers agree to clearly post, on your eCommerce websites and/or your Franchise App, a privacy and cookie policy, and any other terms or policies that may be required by applicable law. All Franchise Sellers warrant that your eCommerce websites, your Franchise App, and the Franchise eCommerce Activities will comply with all applicable laws and regulations, including consumer, eCommerce and related laws. All Franchise Sellers acknowledge that we will not be liable for your omission of such policies and terms or non-compliance, and we will not provide any legal advice regarding such terms, policies, or compliance.

B. eCommerce Restrictions. In addition to the restrictions set forth in these Square Franchise Terms, the General Terms and Payment Terms, YOU WILL NOT offer or sell any Commercial Products that:

• are illegal or potentially illegal, including those that are counterfeited, stolen, or fraudulent. Commercial Products sold using the Ordering Services must comply with all applicable laws or regulations, including with respect to intellectual property, trade secrets, privacy or publicity rights, consumer protection laws, product safety or trade regulations or export controls, regulations or sanctions;
• infringe or have the potential to infringe the intellectual property or privacy rights of another or that may be libelous, slanderous, or otherwise defamatory;
• we determine, in our discretion, are inappropriate, offensive, pornographic, sexually explicit, or violent;
• or use images, names, or likeness of any third party (including notable personalities or celebrities) when offering or selling Commercial Products without the third party’s prior consent.

II. Your Content and Content Restrictions

You agree to the provisions governing your “Content” in Section 6 of the General Terms and Section 3.II of the Additional Point of Sale Terms of Service.

III. App Stores

A. Seller Obligations.

In order for Square to submit your Franchise App to the Apple App Store and Google Play Store (each, an “App Store”), the Franchisor must do the following: (i) create and maintain a developer account in each App Store; (ii) invite Square to access your developer accounts so that we can submit and update your Franchise App; and (iii) pay all fees associated with creating and maintaining your developer accounts.

B. Ordering Services Cancellation.

If the Franchisor cancels the Ordering Services, your termination will take effect immediately unless otherwise provided by applicable law. After cancellation, you will no longer have access to the Ordering Services, including your Franchise App, and we may delete all information on the Ordering Services. We accept no liability for such deleted information or Content. We may modify (e.g., change data storage or capacity limits), replace, refuse access to, suspend, disable, or discontinue the Ordering Services, partially or entirely, in our sole discretion. We further reserve the right to withhold, remove and or discard any Content available as part of your Franchise Account, with or without notice if deemed by us, in our sole discretion, to be contrary to these Square Franchise Terms. For avoidance of doubt, we have no obligation to store, maintain, or provide you a copy of any Content that you or others provide when using the Ordering Services. We also reserve the right to limit or cease phone or chat support to you if you consume a disproportionate amount of such customer services or otherwise negatively affect our ability to provide support to other customers (as determined in our sole discretion).

4. Privacy and data sharing

Except for data that Square processes in accordance with our Square profile - Privacy Notice for Buyer Features and Square Pay, you acknowledge and agree that Square is acting as a “service provider” or “processor” (as defined by applicable data protection laws) on your behalf and is processing personal data on your behalf and at your direction. Square processes personal data on your behalf to provide the Franchise Services, which may include: (i) sharing sales reporting metrics from Franchisees to the Franchisor; (ii) centralizing menu management across the Franchise organization; (iii) facilitating loyalty accounts and gift cards to be used at any Franchise location; (iv) synchronizing customer data and marketing permissions to the Franchisor Customer Directory; (v) enabling online and mobile order processing; and (vi) other services offered by Square from time to time. The personal data we process comprises the categories of data described in our Privacy Notice and our Privacy Notice for Users Who Do Not Apply or Sign Up for a Square Account or Other Services.

Square makes no representations or warranties that the Square Franchise Terms reflect your allocation of rights and obligations pursuant to applicable data protection laws between Franchisee and Franchisor. You acknowledge that you are solely responsible for ensuring that your use of the Franchise Services adheres to applicable data laws and any agreements governing the transfer and processing of personal data as between Franchisee and Franchisor.

Without limitation, you agree that your use of the Franchise Services and any resulting processing of personal data, including processing described in Section 2, and any disclosure of personal data to other Square Sellers or third parties that results from your use of the Franchise Service, will comply with applicable data protection laws. If required, you will:

• Enter into a separate agreement with any relevant Franchisee or Franchisor to allocate your rights and responsibilities under applicable data protection laws and to ensure a lawful transfer mechanism;
• Provide data subjects with a privacy notice that satisfies the transparency requirements of such data protection laws to ensure that personal data may be processed via the Franchise Services fairly, lawfully, and in a transparent manner;
• Ensure you have all necessary rights, consents and authorizations, including any necessary consents to international transfers or concerning your receipt, sharing, marketing to, or other processing of personal data through the Franchise Services;
• Allow data subjects to exercise their rights under applicable privacy law (including their rights to access, correct, or delete their personal data, and any lawful instructions that you receive about the data subject’s exercise of their rights), which you can do by submitting privacy requests at privacy.block.xyz;
• Implement, monitor, and maintain physical, operational, technical, administrative and organizational safeguards and other security measures to (1) ensure a level of security appropriate to the risks related to the processing of personal data in your possession, custody, or control; (2) restrict the dissemination of access credentials to authorized users with a reasonable business need; and (3) protect against any actual or reasonably suspected unauthorized, accidental or unlawful acquisition, destruction, loss, alteration, copying, disclosure, access, use or other processing of personal data

5. Restrictions

In addition to the restrictions in Section 3 of the General Terms, except where prohibited by law, you may not, nor may you permit any third party, directly or indirectly, to:

• Link a Square Account of a Seller who does not share common affiliation and branding with the other Sellers in the Franchise;
• Link a Square Account of a Seller who is not located in the same country as you are;
• Use the Franchise Services outside of the United States.

6. Disclaimers

The Franchise Services provide the ability to connect Square Accounts to facilitate certain functionality that may be useful for a Franchise or a similarly structured group of affiliated merchants who share common branding. The Franchise Services do not work for all business models and may not allow you to operate your business in a legally- or contractually-compliant manner. Square offers no guarantee that the Franchise Services are compatible with the rights and responsibilities of Franchisee and Franchisor, whether defined by applicable law or any agreement between Franchisee and Franchisor. You acknowledge and agree that you are not relying on the Franchise Services to satisfy any of your obligations under applicable federal or state laws, including but not limited to disclosure, registration, termination, transfer, non-renewal, or privacy requirements. The Franchise Services do not create any business relationship between or among Sellers in a Franchise. Your relationship to other Sellers in the Franchise is not governed by these terms.

7. Pricing; Subscription Auto-Renewals; Cancellations
A. Payment of Fees and Taxes.

All Fees owed to Square are in USD and are exclusive of any applicable Taxes. If you purchase any Services that we offer for a Fee, you provide your consent to us, or our third party service providers, to store your payment card information and you authorize us to charge you (a) any Fees for the Services you may purchase, as agreed to between you and Square, and (b) any applicable Taxes in connection with your use of the Services to the payment card you provide, and you will reimburse us for all costs associated with the collection of any overdue amounts, including any interest due for the same. If the payment card you provide expires and you do not provide new payment card information or cancel your account, you authorize us to continue billing you and you will remain responsible for any uncollected Fees and associated Taxes.

B. Subscription Auto-Renewals.

AT THE END OF YOUR SUBSCRIPTION TERM, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR AN ADDITIONAL SUBSCRIPTION TERM OF THE SAME LENGTH UNTIL YOU ACTIVELY CANCEL THE SUBSCRIPTION, AND YOUR PREFERRED PAYMENT METHOD WILL BE CHARGED ACCORDINGLY. YOU MAY CANCEL YOUR SUBSCRIPTION AT ANY TIME ON THE APP INTEGRATIONS PAGE OF YOUR DASHBOARD OR BY CALLING CUSTOMER SUPPORT AT ANY TIME.

8. Term and Termination

You or Square may terminate your participation in a Franchise Account at any time.

The Franchisor may terminate the Franchise Account at any time, and you will no longer have access to the Franchise Account. Each Franchisee’s right to access and use the Franchise Service is subject to the Franchisor’s ongoing provisioning of access to the Franchise Account on the Franchisee’s behalf.

Upon termination of any Seller’s participation in a Franchise Account, all data shared across the Franchise Account will remain accessible to the Franchise Account, unless Square is provided with a court order precluding us from doing so.

9. Disputes

Any disputes between you and any other member of your Franchise Account must be resolved directly by you without Square’s involvement. Square may, at its sole discretion, take action to resolve a dispute, including, but not limited to, terminating a Franchisee, Franchisor, or Franchise Account.

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