Effective Date: September 28, 2026
This Merchant Subscriber Agreement (the “Agreement”) governs your access to and use of the Platform (as defined in our Terms of Use) as a Merchant Subscriber. It forms a binding agreement between you and Main Menus Inc., a company incorporated under the laws of British Columbia (the “Company”), and is entered into at the time you complete this Agreement and create your account (a “Merchant Account”).
This Agreement is read together with our Terms of Use and Privacy Policy. Capitalized terms not defined in the Agreement have the meanings as provided in our Terms of Use. Use of the terms “Main Menus”, “us”, “we”, or “our” means the Company.
If there is a conflict between this Agreement and the Terms of Use on a matter specific to Merchant Subscribers, this Agreement governs.
By completing the Merchant Subscriber Agreement and clicking “I Agree” below, you confirm that you have read and agree to be bound by this Agreement, our Terms of Use, and the Privacy Policy.
THE MERCHANT SUBSCRIBER SERVICE
Main Menus offers its Platform through which a Merchant Subscriber may create a Merchant Account and publish coupons and other promotional offers (collectively, “Promotional Material”) and business descriptions that are visible and accessible to Consumers. Consumers are able to redeem the Promotional Material at the Merchant Subscriber’s place of business through a unique QR code.
YOUR PROMOTIONAL CONTENT
You are solely responsible for all Promotional Material and other content you publish on the Platform, including business descriptions, Promotional Material terms, and images (“Merchant Content”), and we are not responsible for your Merchant Content. You represent and warrant that your Merchant Content:
- is accurate, honest, and not misleading;
- complies with all applicable laws and regulations, including the Competition Act, R.S.C. 1985, c. C-34 and applicable consumer protection legislation;
- does not infringe any third party’s intellectual property rights and will not infringe any third party’s intellectual property rights if posted to the Platform under this Agreement; and
- contains nothing defamatory, obscene, or unlawful.
You must honour all Promotional Material you publish on the Platform in accordance with its stated terms, until the earlier of:
- the expiry date stated in the Promotional Material; or
- December 31 of the calendar year in which the Promotional Material was created.
For greater certainty, this obligation continues notwithstanding the closure or termination of your Merchant Account prior to that date, and your Merchant Content may remain accessible to Consumers on the Platform until December 31 of the calendar year in which your Merchant Account is closed or terminated, except to the extent Consumer access has been suspended under Section 15.
Where Promotional Material is redeemed, you are solely responsible for determining, charging, collecting, reporting and remitting all sales, goods and services, and other applicable taxes arising from any transaction between you and a Consumer.
We are not a party to any transaction between you and a Consumer. We have no responsibility or liability arising from your failure to honour any Promotional Material, or for any other dispute arising between you and a Consumer in connection with such a transaction.
TERM
Your agreement with us as a Merchant Subscriber begins on the date of registration of your Merchant Account (the “Start Date”) and continues for an initial term of one (1) year (the “Initial Term”).
Following the Initial Term, your Merchant Account will automatically renew for successive one (1) year periods, each commencing on the anniversary of the Start Date (each a “Renewal Term”, and together with the Initial Term, the “Term”), unless closed by you, terminated by us, or not renewed by us in accordance with this Agreement.
We will notify you by email at least thirty (30) days before the start of each Renewal Term, setting out any applicable fees that will apply and how to close your Merchant Account before the renewal takes effect.
ACCOUNT FEES
As a Merchant Subscriber, you will pay Main Menus the fees set out in the Merchant Subscriber order form (the “Order Form”) to register and maintain your Merchant Account (the “Account Fees”).
Account Fees are billed in advance, in Canadian dollars, at the start of each Initial Term or Renewal Term, as set out in the Order Form. Account Fees are exclusive of taxes, which we will charge as required by applicable law.
Account Fees are non-refundable except as required by applicable law.
Account Fees are paid through a third-party payment processor (the “Payment Processor”). By accepting this Agreement, you authorize us to share the financial information, banking details, and transaction information related to your Merchant Account with our Payment Processor in accordance with our Privacy Policy. Our current Payment Processor, and the jurisdiction in which your payment information is processed, are identified in our Privacy Policy. We may change our Payment Processor at any time, and will update our Privacy Policy accordingly. You agree that, to the extent permitted by law, we are not responsible for any unauthorized use of your financial information, banking details, or transaction information by the Payment Processor, except to the extent that use results from our negligence, wilful misconduct, or breach of this Agreement.
We may amend our Account Fees from time to time. Any increase to the Account Fees will be made in accordance with the Amendments section below.
CLOSURE AND TERMINATION
You may close your Merchant Account at any time through your account settings. Account closure takes effect at the end of the then-current Initial Term or Renewal Term, and Account Fees already paid are non-refundable.
Without limiting our termination rights, if you fail to pay your Account Fees, we may suspend your Merchant Account and Consumer access to your Merchant Content until payment is received. We may terminate your Merchant Account if payment remains outstanding for more than thirty (30) days.
Notwithstanding Section 7, we may elect not to renew your Merchant Account at the end of the then-current Initial Term or Renewal Term by giving you written notice at least thirty (30) days before that Initial Term or Renewal Term ends. Where we give notice under this Section:
- your Merchant Account will not renew and this Agreement will terminate at the end of the then-current Initial Term or Renewal Term;
- you may continue to access the Platform and redeem Promotional Material in accordance with this Agreement until that date; and
- no further Account Fees will be charged, and Account Fees already paid in respect of the then-current Initial Term or Renewal Term are non-refundable.
We may suspend or terminate your Merchant Account immediately if you submit inaccurate, false or misleading Merchant Content, repeatedly fail to honour Promotional Material, breach this Agreement, our Terms of Use, or any other applicable policy, or take any action we reasonably believe harms the Platform or its users.
INTELLECTUAL PROPERTY
You, or your licensors, retain ownership of your Merchant Content, subject to the limited licences granted to us as described below. As between you and Main Menus, we exclusively retain all rights, title and interest and goodwill in the Platform, the Company, and the Company’s intellectual property. Nothing in this Agreement transfers ownership of either party’s intellectual property to the other, and each party reserves all intellectual property rights not expressly granted herein.
You hereby grant us a worldwide, non-exclusive, royalty-free, irrevocable licence and right to use, display, reproduce, distribute, promote, and advertise your Merchant Content on the Platform for the purpose of operating and promoting the Platform, subject to our Terms of Use (the “Limited Licence”). You also waive any moral rights in that content. This Limited Licence continues until December 31 of the calendar year in which your Merchant Account is closed or terminated.
We may remove any Merchant Content from the Platform that we determine, in our sole discretion, violates this Agreement, our Terms of Use, or applicable law.
If you provide us with feedback regarding the Platform, you irrevocably grant us the right to use and exploit that feedback for any lawful purpose without restriction or additional compensation.
INDEMNIFICATION
You agree to indemnify and hold harmless the Company and its directors, officers, employees, and contractors from any claims, losses, damages, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your Merchant Content; (b) your failure to honour published Promotional Material; or (c) your breach of this Agreement.
We may, on prompt written notice to you, assume the exclusive defence and control of any matter subject to indemnification under this Section, including selection of counsel and conduct of any litigation, appeal or settlement, provided that (i) we will consult with you in good faith, and (ii) you may reasonably reject any settlement that requires you to admit wrongdoing or liability or to undertake an ongoing affirmative obligation. You agree to cooperate reasonably with the defence of any such matter.
DISCLAIMERS
THE PLATFORM AND ITS CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. MAIN MENUS DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS. WE MAKE NO REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF ANY CONTENT ON THE PLATFORM, INCLUDING MERCHANT OFFERS. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. WE MAKE NO GUARANTEE OF A MINIMUM NUMBER OF CONSUMER VIEWS, CLICKS, OR COUPON REDEMPTIONS FOR ANY LISTING.
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, MAIN MENUS AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND CONTRACTORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PLATFORM. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS ANY STATUTORY RIGHTS THAT CANNOT BE WAIVED UNDER APPLICABLE CANADIAN OR BC LAW.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING UNDER OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE LESSER OF THE TOTAL FEES YOU PAID TO US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR $25 (TWENTY-FIVE CANADIAN DOLLARS). FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THIS AGREEMENT WILL NOT INCREASE THE MAXIMUM LIABILITY AMOUNT.
GENERAL
Governing Law. This Agreement shall be governed by the laws of British Columbia and the federal laws of Canada applicable therein. Any legal action or proceeding with respect to this Agreement shall be brought exclusively in the courts of British Columbia, and by agreeing to this Agreement, you irrevocably consent to the jurisdiction of those courts.
Entire Agreement. This Agreement, together with the Order Form, our Terms of Use and any other terms or agreements signed by you and the Company, constitute the entire agreement between you and the Company regarding the use of the Platform. If there is a conflict between this Agreement and the Terms of Use on a matter specific to Merchant Subscribers, this Agreement governs.
Amendments. We may amend this Agreement from time to time at our sole discretion, on at least thirty (30) days’ written notice before the amendment takes effect (the “Notice Period”). We will make a new copy of this Agreement available on the Platform at mainmenus.com/merchant-agreement with a revised effective date. Your continued use of the Platform as a Merchant Subscriber after the amendment constitutes your deemed acceptance of it. If you do not accept an amendment, you may close your Merchant Account. If we increase the Account Fees, we will give you at least thirty (30) days’ written notice before the increase takes effect.
Notices. Notices to you will be sent to the e-mail address provided on your Merchant Account. Notices to us should be sent to info@mainmenus.com.
Assignment. You may not assign, subcontract, delegate, or otherwise transfer any rights or obligations under this Agreement without our prior written consent. We may freely assign our rights or obligations under this Agreement without notice or restriction.
Severability. If any provision of this Agreement is held to be invalid or unenforceable, it will be modified to the minimum extent necessary to make it enforceable. The remaining provisions continue in full force.
Relationship of the Parties. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship between you and Main Menus. Neither party has the authority to bind or act on behalf of the other. You are not entitled to any share of the revenue, profits, or other proceeds earned by Main Menus from the Platform or its operation.
Survival. Any right or obligation that by its nature is intended to survive termination will survive, including Sections covering Merchant Content, intellectual property, accrued fees, taxes, disclaimers, limitation of liability, indemnification, and governing law.
Force Majeure. Main Menus shall not be liable to you for any delay in, or failure to perform its obligations under these Terms due to causes beyond our reasonable control, including acts of God, power outages, internet dysconnectivity, third-party hosting failure, cyberattacks, or government orders.
App Store Purchases. If you purchase or renew your Merchant Account through an App Store, that App Store’s billing, renewal, cancellation, price-change and refund policies apply to your subscription. You pay the App Store and not us, no Order Form applies, and “Account Fees” means the amounts that App Store charges you in respect of your Merchant Account.
CONTACT INFORMATION
The Platform is operated by Main Menus Inc. If you wish to contact Main Menus or any of its representatives in writing, please contact us at:
Main Menus Inc.
55 Water Street, #308
Vancouver, BC, V6B1A1 Canada
Email: info@mainmenus.com
Phone: 672-513-7802