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Effective Date: June 4, 2026
Hungry Hop Incorporated ("Hungry Hop") operates a digital marketplace platform, known as the Hungry Hop Marketplace Platform (accessible at https://www.hungryhop.com and via the "Hungry Hop" mobile application available on the Apple App Store and Google Play Store), that allows sellers to list, market, and sell goods and services to customers. This Merchant & Third-Party Provider Agreement ("Agreement") establishes a legal agreement between you ("Third-Party Provider," "Merchant," "Chef," or "Seller") and Hungry Hop regarding your access and use of the Platform Services offered on the Hungry Hop Marketplace Platform for selling purposes.
By registering as a Seller, listing products, or using the platform to facilitate sales within the United States and its territories and possessions, you agree to this Agreement. It is essential to read and understand these terms before accessing or using the platform for selling. Please note that the terms "including" and "include" are to be interpreted as "including, but not limited to." By accessing or using the Platform Services as a Seller, you confirm your agreement to be bound by this Agreement.
Definitions:
To ensure clarity regarding responsibilities, the following terms are defined as follows for the purposes of this Agreement:
You acknowledge that Hungry Hop is a technology services provider and does not provide food preparation, grocery, food safety certification, or logistics services. If you do not agree to this Agreement, you may not access or use the Platform Services as a Seller. This Agreement expressly supersedes prior agreements or arrangements with you regarding the use of the Services for selling.
Hungry Hop may immediately terminate this Agreement or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason, including but not limited to violations of this Agreement, poor performance, or regulatory non-compliance. Hungry Hop reserves the right to immediately suspend your Account without notice if we reasonably suspect that your Seller Services (goods or services) pose a health or safety risk to the public.
Please note that this Agreement includes provisions governing the process for bringing claims between you and Hungry Hop, including the arbitration agreement outlined in Section 2 below. We urge you to review the arbitration agreement carefully, as it requires all disputes with Hungry Hop to be resolved on an individual basis through final and binding arbitration, with limited exceptions. By entering into this Agreement, you acknowledge that you have read and understood all the terms and have taken the time to consider the consequences of this important decision.
In some instances, additional terms may apply to specific options or offers available through the Services, events, programs, activities, or promotions relevant to Sellers. Such additional terms will be disclosed to you alongside the relevant option or offer and will be considered a part of this Agreement for that particular option or offer. In case of any conflict between these supplemental terms and this Agreement, the supplemental terms will take precedence.
Please note that Hungry Hop may modify this Agreement at any time. We will provide notice of modifications by posting the updated Agreement through the Services and updating the "Effective Date" at the top of this Agreement, and you agree that posting in this manner constitutes sufficient notice to you. We may, but are not required to, provide additional notice by email or through an in-services message. The amended Agreement takes effect on the updated Effective Date, and your continued access to or use of the Services as a Seller on or after that date constitutes your acceptance of the modified Agreement. It is your responsibility to review the Agreement periodically for changes. If you do not agree to the modified Agreement, you must stop using the Services as a Seller. Notwithstanding the foregoing, any modification to the Arbitration Agreement in Section 2 will be noticed and will take effect as provided in Section 2, and where applicable law requires a specific form or timing of notice for a particular change, we will comply with that requirement.
Hungry Hop's handling of personal information in connection with the Services is outlined in our Privacy Policy, available at https://www.hungryhop.com.
PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH HUNGRY HOP ON AN INDIVIDUAL BASIS AND LIMITS YOUR RIGHTS TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.
Any dispute, claim, or controversy arising out of or relating to this Agreement, the Services provided by Hungry Hop, or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this Arbitration Agreement (hereinafter, "Dispute"), shall be resolved by binding arbitration, except for disputes either party elects to pursue in small claims court, or for claims seeking public injunctive relief (which may be brought in court to the extent required by law).
Excluded Disputes (EFAA and Other Statutory Carve-Outs). Notwithstanding anything to the contrary in this Arbitration Agreement, this Arbitration Agreement does not require arbitration of, and does not waive any class, collective, or representative rights with respect to: (i) any dispute alleging conduct constituting sexual assault or sexual harassment, to the extent the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2022 (9 U.S.C. §§ 401–402) renders a pre-dispute arbitration agreement or pre-dispute joint-action waiver unenforceable at the claimant's election; and (ii) any other dispute that, by applicable federal or state statute, may not be subject to a pre-dispute arbitration agreement. Whether a dispute falls within an exclusion under this paragraph shall be determined by a court of competent jurisdiction, not by the arbitrator. The remainder of this Arbitration Agreement shall remain in full force and effect with respect to all other Disputes.
By agreeing to this Agreement, you acknowledge and agree that any Dispute between you and Hungry Hop shall be resolved on an individual basis in arbitration, and not as a class, collective, coordinated, consolidated, mass and/or representative action. This means that you are waiving your right to participate in or bring any class, collective, coordinated, consolidated, mass and/or representative action against Hungry Hop, including but not limited to any claims brought as part of a classwide, collective, coordinated, consolidated, mass and/or representative settlement. You further waive any right to join or consolidate claims with those of any other persons, and no arbitrator shall have authority to conduct any such class, collective, or consolidated proceeding.
The arbitration shall be administered by the American Arbitration Association ("AAA") in accordance with its Commercial Rules then in effect, unless otherwise mutually agreed upon by the parties. The arbitration shall be conducted by a single arbitrator mutually selected by the parties from a list provided by AAA; if no agreement is reached, AAA shall appoint the arbitrator. The arbitration shall be held in Wilmington, Delaware (Hungry Hop's state of incorporation), or in the county where you reside if required by applicable state law, or via remote means if requested by either party.
Mass Arbitration / Batching Protocol. If twenty-five (25) or more substantially similar arbitration demands are filed against Hungry Hop by or with the assistance of the same law firm, group of law firms, or coordinated counsel within a sixty (60)-day period, the parties agree that AAA's Mass Arbitration Supplementary Rules (or any successor rules) shall apply, and the following batching procedure shall govern in lieu of separate, simultaneous individual arbitrations:
(i) The demands shall be grouped into batches of no more than fifty (50) demands per batch (each a "Batch"), with each Batch assigned a single arbitrator selected by AAA;
(ii) The first two (2) Batches shall proceed as bellwether arbitrations, with no more than ten (10) demands designated by claimants' counsel and ten (10) demands designated by Hungry Hop within each bellwether Batch proceeding to merits hearings;
(iii) Filing fees, administrative fees, and arbitrator compensation for non-bellwether Batches shall be tolled and not assessed by AAA until the bellwether Batches are resolved;
(iv) Following resolution of the bellwether Batches, the parties shall participate in a global mediation administered by AAA before any additional Batches proceed; and
(v) The applicable statutes of limitations for all demands subject to this batching protocol shall be tolled from the date the first demand in the coordinated filing is submitted until either (a) the demand proceeds to merits or (b) the demand is withdrawn.
This batching protocol is a material part of this Arbitration Agreement. If a court or arbitrator determines this batching protocol to be unenforceable, the parties' obligation to arbitrate shall remain in effect, but either party may then elect to litigate the affected demands in a court of competent jurisdiction on an individual basis.
The arbitration shall be conducted in accordance with the Federal Arbitration Act ("FAA") and shall be governed by the laws of the State of Delaware (Hungry Hop's state of incorporation), without regard to its conflict of laws principles, except where preempted by federal law or where state-specific laws (such as those in California) mandate otherwise for residents of that state. The parties agree to reasonable discovery as determined by the arbitrator, consistent with the efficient resolution of the Dispute. The arbitrator's decision shall be final and binding, subject to limited rights of appeal under the FAA.
Hungry Hop shall bear the administrative fees and arbitrator costs of arbitration, except for any filing fee equivalent to what you would pay in court (which you shall pay). Each party shall bear its own attorneys' fees and costs unless the arbitrator awards them pursuant to applicable law.
If, for any reason, a Dispute proceeds in court rather than in arbitration, the parties hereby waive any right to a jury trial. This arbitration provision shall survive the termination of your relationship with Hungry Hop. If any portion of this Arbitration Agreement is deemed invalid or unenforceable, it shall not invalidate the remaining portions of this Arbitration Agreement.
Opt-Out Right. You may opt out of this Arbitration Agreement by providing written notice to Hungry Hop within 30 days of first accepting this Agreement or any material amendment, sent to optout@hungryhop.com. Opting out will not affect other terms of this Agreement. Notice of any material amendment to this Arbitration Agreement will be provided in accordance with the Notice provision in Section 8 and the amendment-notice mechanism in Section 1. This Arbitration Agreement may be amended by Hungry Hop, but amendments shall not apply to Disputes arising before the amendment date unless you consent or fail to opt out within 30 days of notice.
If any portion of this Arbitration Agreement is found to be unenforceable or unlawful for any reason, (i) the unenforceable or unlawful provision shall be severed from this Agreement; (ii) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Arbitration Agreement or the parties' ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
Hungry Hop provides the Platform Services, accessible through various means such as mobile and/or web-based applications ("Applications"), that are personalized and multipurpose. The Hungry Hop Marketplace Platform allows you, as a Seller, to list and sell a range of goods and services (Seller Services), such as dine-in, pick-up, shipping and/or delivery options, to customers. The Platform offers tools for managing listings, personalized content such as recommendations and advertisements, and supporting services such as customer support.
Independent Merchant Status & Food Safety Compliance.
You acknowledge and agree that you are an independent Third-Party Provider and bear full responsibility for your Seller Services, including adhering to federal, state, and local laws, regulations, and standards governing the preparation, sale, marketing, and safety of your goods or services. You represent and warrant that you maintain all necessary valid licenses, permits, and certifications required by your jurisdiction (including but not limited to MEHKO Permits, Cottage Food Operations (CFO) registrations, commercial kitchen leases, and Food Handler Cards). You agree to provide proof of such valid documentation to Hungry Hop immediately upon request and to update Hungry Hop immediately if any such license is suspended, revoked, or expired.
Hungry Hop does not independently verify your credentials, claims, products, quality, or compliance with applicable laws (including but not limited to MEHKO Permit requirements, California Retail Food Code, or other food safety standards). Hungry Hop is not liable for any foodborne illnesses, allergic reactions, injuries, or deaths resulting from the consumption or use of your Seller Services. Customers must rely on information you provide on the Hungry Hop website or directly to assess your quality, reliability, and compliance. Hungry Hop does not guarantee the quality of your goods or services or their compliance with applicable laws. Additionally, you may make representations about adherence to certain standards, such as "organic," "kosher," "macrobiotic," or "nut-free," "gluten-free," or "lactose-free." However, Hungry Hop does not investigate or verify these claims. Hungry Hop is not liable or responsible for any Seller Services you offer that are unhealthy, cause injury, or are otherwise unacceptable to customers or do not meet their expectations.
By using the Hungry Hop Marketplace Platform and its services as a Seller, you acknowledge that Hungry Hop is not a provider of transportation, logistics, delivery, or food preparation services and is not a common or motor carrier. Any delivery services you offer, including through third-party drivers, are not actual agents, apparent agents, ostensible agents, or employees of Hungry Hop in any way.
You further acknowledge that any safety-related efforts, features, processes, policies, standards, or other undertakings by Hungry Hop in the interest of public safety are not indicative of an employment, actual agency, apparent agency, or ostensible agency relationship with you or any independent third-party driver you may use.
Allergen and Ingredient Disclosures.
You are solely responsible for accurately listing all ingredients and potential allergens (including the "Big 9" allergens) for every product listed on the Platform Services. You acknowledge that Hungry Hop does not inspect your food preparation area and cannot guarantee the absence of cross-contamination. You agree to indemnify Hungry Hop against any claims arising from allergic reactions or mislabeled ingredients.
Alcohol and Age-Restricted Items.
You are prohibited from listing, selling, or delivering alcohol, tobacco, or other age-restricted products unless you have received prior written approval from Hungry Hop and provided proof of valid licensure. If approved, you assume full responsibility for verifying the age and identity of the recipient in accordance with applicable laws. Hungry Hop disclaims all liability for the sale of age-restricted items to minors.
Fulfillment, Delivery, Shipping and Returns.
You may establish your own shipping rates, rules, and prices for applicable products offered through the Services, including any associated delivery options. If you utilize your own drivers or third-party logistics providers to fulfill local deliveries, you assume full liability for the conduct, safety, and insurance of those drivers. You agree that Hungry Hop is not liable for any accidents, traffic violations, or criminal conduct committed by your delivery personnel. You are solely responsible for setting, managing, and complying with all shipping rules, pricing, refunds, returns, and related issues, including, but not limited to, packaging, labeling, tracking, and customer communications. Hungry Hop does not control, endorse, or assume responsibility for any shipping arrangements, rates, or outcomes facilitated by you.
You are prohibited from shipping or offering any illegal products, hazardous materials, or items restricted for safety, health, or regulatory reasons. Hungry Hop reserves the right, at its sole discretion, to restrict or prohibit the shipment of certain goods (such as perishable items requiring refrigeration) to ensure compliance with applicable laws, regulations, or platform policies. You acknowledge and agree that you bear full responsibility for verifying the legality and safety of all shipped items and for any violations thereof.
Hungry Hop disclaims all liability for any shipping-related disputes, delays, damages, losses, or claims arising from your actions or omissions, including but not limited to incorrect shipping rates, failed deliveries, product damage during transit, or refund/return processing. You acknowledge that any such issues are to be resolved directly between you and the customer, and that Hungry Hop shall not be responsible or liable for any associated costs, refunds, or resolutions.
Hungry Hop may, at its sole discretion, remove or suspend you from the platform for reasons including but not limited to poor customer ratings, repeated shipping complaints, or violations of this Agreement, as provided in Section 1. In the event of a dispute involving shipping, returns, or related matters, Hungry Hop reserves the right to withhold or deduct from your payments (as outlined in Section 5) to compensate affected customers or resolve the issue, without liability to you.
By using the Services as a Seller, you acknowledge that Hungry Hop acts solely as a platform facilitator and assumes no responsibility for shipping, returns, or related risks, which remain entirely with you, to the maximum extent permitted by applicable law.
Subject to your compliance with this Agreement, Hungry Hop grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (i) access and use the Applications on your devices solely in connection with your use of the Services as a Seller; and (ii) access and use any content, information, and related materials that may be made available through the Services, in each case solely for your commercial use in listing and selling on the platform. Any rights not expressly granted herein are reserved by Hungry Hop and Hungry Hop's licensors.
You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by Hungry Hop; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of unduly burdening or hindering the operation and/or functionality of any aspect of the Services; (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks; (vii) use any data mining, robots, or similar data gathering or extraction methods on or in connection with the Services; or (viii) use the Services in a networked computer environment, or on any other website or application, without Hungry Hop's prior written consent.
The Services may include third-party services and content (including advertising) that are not under Hungry Hop's control. When you click on a link to third-party services or content, you will be subject to the terms and conditions and privacy policy of that website, destination, or third-party service provider. Hungry Hop will not alert you that you have left the Services or that you are subject to the terms and conditions (including privacy policies) of another website, destination, or third-party service provider. You assume all risks associated with using links to third-party websites and advertisements, as they are not part of the Services and are not under Hungry Hop's control. You acknowledge that different terms of use and privacy policies may apply to your use of such third-party services and content. Hungry Hop does not endorse such third-party services and content and shall not be responsible or liable for any products or services provided by such third-party providers.
You agree that the availability of the Applications may depend on the third-party from whom you received the Application's license, such as the Apple iPhone or Android app stores ("App Store"). You acknowledge that this Agreement is solely between you and Hungry Hop and not with the App Store. Hungry Hop is responsible for providing the Services as described in this Agreement. However, if you downloaded the Application from the Apple App Store, Apple and its subsidiaries are third-party beneficiaries of this Agreement. By accepting this Agreement, you acknowledge that Apple has the right to enforce this Agreement against you as a third-party beneficiary. This Agreement includes Apple's Licensed Application End User License Agreement, and you are considered the "end-user" for the purposes of that agreement. If there is a conflict between the terms of the Licensed Application End User License Agreement and this Agreement, the terms of this Agreement will prevail.
The Services and all rights therein are and shall remain the property of Hungry Hop, its affiliated entities, or their licensors. The Services contain copyrighted material, trademarks, and other proprietary information, including all source code, object code, software, algorithms, text, graphics, user and visual interfaces, "look and feel," video and audio files, photographs, and data, together with the selection, coordination, arrangement, and enhancement of such content, all of which are protected by United States and international copyright, trademark, patent, and trade secret laws. Neither this Agreement nor your use of the Services conveys or grants to you any rights in or related to the Services, except for the limited license granted above.
You agree that you will not use Hungry Hop's trademarks, service marks, or trade dress or any similar names, marks, or trade dress ("Hungry Hop's Marks"), aside from use incidental to your use of the Services as a Seller, without express, written permission from Hungry Hop. This prohibition on using Hungry Hop's Marks includes, but is not limited to, use in domain names, websites, and social media accounts.
To utilize the Services as a Seller, you must create and maintain an active seller account ("Account"). To obtain an Account, you must be at least 18 years old or the age of legal majority in your jurisdiction (if different than 18), and provide proof of valid business licenses or permits (e.g., MEHKO certification for home chefs). Hungry Hop reserves the right to verify your identity and business credentials using third-party services. Failure to pass these verifications may result in immediate termination. If you have been previously banned from accessing or using the Services, you are prohibited from registering for or maintaining an Account. When registering for an Account, you will need to provide certain business information, such as your name, address, contact details, license types, and link your Stripe account to your Hungry Hop account for remittances. You acknowledge that Hungry Hop does not save your payment method information on its platform; it uses Stripe for all transactions. For more details regarding how Hungry Hop uses your information, please refer to our current Privacy Policy at https://www.hungryhop.com. It is your responsibility to ensure that your Account information is accurate, complete, and up to date. Failure to comply with this Agreement, including maintaining current and accurate Account information, may result in your inability to access or use the Services as a Seller. You are responsible for all activities conducted through your Account and must maintain the confidentiality of your Account username and password at all times.
You must comply with all applicable laws and use the Services only for lawful purposes. You are prohibited from listing or selling unlawful or hazardous materials. Your use of the Services should not cause nuisance, annoyance, inconvenience, or property damage to customers or other parties. Proof of licenses, identity, or other documentation may be required to access or use the Services as a Seller, and your access may be denied if you refuse to provide such information.
To assist us in complying with our insurance and regulatory obligations, you agree to notify us within 24 hours of any incident or accident related to your sales or services (e.g., food safety issues) and to provide us with all reasonable information. You also agree to cooperate with any investigation into and resolution of such incidents. You agree to maintain a standard of cleanliness and hygiene in your food preparation area that meets or exceeds local health department standards. You grant Hungry Hop the right, but not the obligation, to remove any listing that receives credible complaints regarding food safety or quality.
By creating a seller account with Hungry Hop, you agree that its representatives, affiliates, officers, directors, and subsidiaries may contact you by telephone or text messages, including through an automatic telephone dialing system and/or with an artificial or pre-recorded voice, using any of the phone numbers provided by you or on your behalf, for operational and marketing purposes. You acknowledge that providing this consent is not mandatory for using the Services. You also acknowledge that you can choose to stop receiving text messages from Hungry Hop at any time.
You agree that Hungry Hop may contact you using any of the phone numbers you provided in connection with a Hungry Hop account (including via text or voice-recorded message) or your email address in the case of suspected fraud or unlawful activity.
You acknowledge that Hungry Hop has invested significant resources in developing its marketplace and customer base. You agree not to use the Platform Services, or any information obtained through them (including Customer names, phone numbers, or addresses), to solicit, advertise to, or contact Customers for the purpose of making sales outside of the Hungry Hop Marketplace Platform or to otherwise circumvent the payment of Commission Fees.
Specifically, you are prohibited from:
(i) Encouraging Customers to order directly from you via your own website, phone, application, or other third-party services;
(ii) Including marketing materials, coupons, flyers, or business cards in order packaging that direct Customers to alternative ordering channels or offer discounts for off-platform orders;
(iii) Using the Platform's communication tools (such as chat or messaging features) to request off-platform payments or share personal contact information for the purpose of diverting sales; and
(iv) Using Customer data derived from the Services for any marketing or promotional purposes unrelated to the fulfillment of the specific order placed through Hungry Hop.
A violation of this section constitutes a material breach of this Agreement. It may result in the immediate suspension or termination of your Account, and in the withholding of funds, as outlined in Section 5.
Customer reviews of your products. You acknowledge and agree that Hungry Hop and its affiliates may use, reproduce, modify, publish, and display customer reviews and comments about your products through any media, and that the license to such content is obtained from the customer under the applicable User Terms of Service.
Your reviews of customers. If Hungry Hop allows you to post reviews, ratings, or comments about customers, you grant Hungry Hop and its affiliates a non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such reviews, ratings, and comments, in whole or in part, worldwide and through any media, for any purpose and without compensation, attribution, or further obligation to you. You represent and warrant that any such review, rating, or comment you provide is accurate, is made in good faith, and does not infringe or violate the rights of any third party, and you agree that Hungry Hop may attribute it to you or publish it on an anonymized or aggregated basis at its discretion.
Hungry Hop welcomes your feedback, ideas, and suggestions. The treatment of any feedback, ideas, or suggestions you submit, including the basis on which they are received and the license you grant in them, is governed by the "User Submissions and Feedback" provision in Section 8.
It is your responsibility to ensure that you have the required data network access to use the Services. Your mobile network's data and messaging rates and fees may apply if you access or use the Services from your device. You are also responsible for obtaining and maintaining compatible hardware or devices required to access and use the Services and Applications, including any updates. Hungry Hop cannot guarantee that the Services, or any part of them, will work on any particular hardware or devices. Additionally, the use of the Internet and electronic communications may cause malfunctions and delays in the Services.
As a Seller, you acknowledge that Hungry Hop facilitates payments for your goods or services ("Charges") via Payment Services provided by Stripe. Charges include the retail prices you set, plus applicable taxes and fees.
Stripe Connected Account.
Payment processing services for Sellers on Hungry Hop are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Services Agreement (collectively, the "Stripe Service Agreement"). By agreeing to this Agreement or continuing to operate as a Seller on Hungry Hop, you agree to be bound by the Stripe Service Agreement, as the same may be modified by Stripe from time to time. Sellers are required to link their Stripe account to their Hungry Hop account for remittances. As a condition of Hungry Hop enabling Payment Services through Stripe, you agree to provide Hungry Hop with accurate and complete information about you and your business, and you authorize Hungry Hop to share it and transaction information related to your use of the Payment Services provided by Stripe.
Fee Structure and Policy.
Hungry Hop charges commission fees based on revenue tiers, processing fees, and/or transaction costs as outlined in our current Fee Policy, which is incorporated by reference into this Agreement. The specific commission rates, credit card processing fees, and payout schedules are detailed at: https://www.hungryhop.com/store/fee-policy.
By using the Services, you agree to the rates and terms specified in the Fee Policy. Hungry Hop reserves the right to modify the Fee Policy at any time. In accordance with the Fee Policy, any changes to fee structures will be communicated to sellers in advance via electronic communication or by posting the updated policy on the website. Your continued use of the platform after such changes have taken effect indicates your agreement to the updated terms.
Payouts and Disputes.
Funds earned from your Seller Services will be routed to your Stripe Connected Account, minus any fees owed to Hungry Hop. Payouts are subject to the holding periods and rules defined by Stripe. Payouts will generally be processed in accordance with the Fee Policy (currently three days after the designated delivery time), subject to Stripe's processing times. Fees retained by Hungry Hop are final and non-refundable, subject to Hungry Hop's discretion. If you wish to dispute any calculation of fees or payouts, you must raise the dispute in writing within 30 days of the transaction, or you waive your right to dispute the amount. These fees support platform operations and do not create an employment or agency relationship between you and Hungry Hop.
Chargebacks, Refunds, and Fraud.
As between Hungry Hop and the customer, Hungry Hop is the primary refund obligor and will issue any approved refund or process any chargeback directly to the customer. As between Hungry Hop and you, you bear ultimate financial responsibility for refunds and chargebacks on your orders as set forth in this Section 5, and Hungry Hop's payment of a refund or chargeback to the customer does not waive, reduce, or limit your obligation to reimburse Hungry Hop or Hungry Hop's right of recovery against you.
If a customer requests a refund or initiates a chargeback in connection with any order you sell through the Services, including chargebacks or refunds arising from the Seller Services (e.g., missing items, undercooked food, food safety issues) and chargebacks or refunds arising from Platform-Arranged Delivery (e.g., loss, damage, late or non-delivery, or misdelivery), you are fully liable for the refund amount and any associated chargeback fees levied by Stripe.
Hungry Hop will recover such amounts from you by deducting the refund or chargeback amount, any associated fees, and an administrative fee directly from your pending payouts, by debiting any payment method or account on file, or by invoicing you for the amount. If your payout balance is insufficient, you agree to pay Hungry Hop the remaining balance immediately upon demand. You authorize Hungry Hop to exercise the foregoing recovery rights without further notice or consent, and these rights survive termination of this Agreement with respect to any order placed prior to termination.
Hungry Hop is liable for refunds or chargebacks only if the issue arises solely from a failure of the Platform Services (e.g., the app malfunctioned and placed the wrong order), and your liability under this Section 5 does not extend to any chargeback or refund arising solely from a failure of the Platform Services.
Where a chargeback or refund relates to Platform-Arranged Delivery, Hungry Hop will pursue eligible recovery against the Third-Party Delivery Provider on your behalf under Section 7.3 and will remit to you any reimbursement, credit, or recovery actually received that is attributable to your order, net of amounts already credited to you or the customer. Pursuit of such recovery does not suspend or condition Hungry Hop's right to deduct the chargeback amount, fees, and administrative fee from your payouts in the first instance, and recovery from the Third-Party Delivery Provider is not guaranteed.
Hungry Hop reserves the right to withhold payment to you if we reasonably suspect fraudulent activity, money laundering, or a breach of this Agreement until such investigation is resolved to our satisfaction.
Sales Tax Collection and Responsibilities.
Hungry Hop utilizes Stripe's services to automatically calculate, collect, and remit applicable sales taxes for all sales facilitated through the Services, in compliance with U.S. federal, state, and local tax laws. You are solely responsible for accurately categorizing your products as taxable or non-taxable in accordance with applicable laws during product setup in your account. The product setup page provides an option to mark each product as taxable or not, and you must ensure this categorization complies with state and local tax requirements. Hungry Hop may provide guidance, including links to official state tax regulations, tooltips, and documentation to assist you in making these determinations, but you acknowledge that you bear full responsibility for correct categorization and any resulting tax liabilities. You acknowledge that the accuracy of tax calculations depends on the accuracy of the address and business information you provide.
You must flag each product as taxable or non-taxable on the platform. Default tax settings are automatically applied based on your license type as follows, though you may override these defaults:
For in-state sales, taxes are applied to taxable items with rates calculated based on your address for local delivery, dine-in, or pickup, and the customer's delivery address for shipping. For out-of-state sales (shipping only), taxes are not applied by default unless the applicable state's economic nexus threshold (e.g., $100,000 in revenue or 200 transactions) is met, after which taxes are calculated based on the customer's shipping address. Special rules apply for California: As a marketplace facilitator, Hungry Hop collects and remits California sales tax for all taxable sales shipped to California customers, regardless of individual thresholds, based on the customer's location.
Taxable products are clearly indicated in the cart (e.g., with a "T" icon), and tax amounts are itemized on the checkout page and customer receipts. You can access detailed sales records, including sales tax collected by Hungry Hop, in your platform dashboard. Hungry Hop maintains audit trails of all transactions, including product tax designations, sales amounts, tax amounts, delivery methods, and addresses, which are exportable for your tax filing purposes.
Hungry Hop provides real-time dashboards and notifications to you, tracking cumulative sales by state, thresholds, and tax collection status, with alerts when thresholds are approached. You are prohibited from selling or shipping items that would violate tax laws, including illegal or restricted products (e.g., certain perishable goods requiring refrigeration). Hungry Hop reserves the right to restrict such items and may suspend or remove you for violations, poor customer ratings, or tax non-compliance, as provided in Section 1.
Hungry Hop disclaims all liability for any tax-related disputes, errors, audits, or penalties arising from your categorizations, sales, or compliance failures. You agree to indemnify Hungry Hop for any such claims, as set forth in Section 6. In disputes involving taxes, Hungry Hop may withhold payments to resolve issues or compensate customers, consistent with this Section 5. You agree to indemnify and hold Hungry Hop harmless from and against any penalties, interest, or taxes assessed against Hungry Hop due to your failure to accurately categorize your products or your failure to remit taxes in jurisdictions where Hungry Hop is not the marketplace facilitator.
Damage, Cleaning, Lost and Found, and Violation of Terms.
If a customer causes damage to your property that requires repair or cleaning during the use of the Services, you may request Hungry Hop to charge the customer a fee on your behalf. The amount of the fee will be determined by Hungry Hop based on the severity and type of damage. Hungry Hop may verify the damages and require documentation before processing the fee. If the request is verified by Hungry Hop, it may facilitate payment for the reasonable cost of such repair or cleaning using the customer's provided payment method. Such fees, along with those related to lost and found goods, are non-refundable and will be transferred to you, if applicable. In addition, where a customer fails to comply with the Hungry Hop User Terms of Service applicable to Customers, the customer may be responsible to you for Charges related to incomplete transactions arising from that non-compliance. You agree that Hungry Hop has no liability for such incidents and that you will handle any related disputes directly with the customer.
THE PLATFORM SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." HUNGRY HOP DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THIS AGREEMENT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. HUNGRY HOP EXPLICITLY DISCLAIMS ANY WARRANTY THAT THE SELLER SERVICES (GOODS SOLD BY SELLERS) ARE SAFE FOR CONSUMPTION, WHOLESOME, OR FREE FROM ADULTERATION. IN ADDITION, HUNGRY HOP MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.
HUNGRY HOP DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF CUSTOMERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD SOLD THROUGH THE SERVICES, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
HUNGRY HOP DOES NOT CONTROL, MANAGE OR DIRECT ANY CUSTOMERS. CUSTOMERS ARE NOT ACTUAL AGENTS, APPARENT AGENTS, OSTENSIBLE AGENTS, OR EMPLOYEES OF HUNGRY HOP.
HUNGRY HOP DOES NOT CONTROL, ENDORSE OR TAKE RESPONSIBILITY FOR ANY USER CONTENT OR THIRD-PARTY CONTENT AVAILABLE ON OR LINKED TO BY THE SERVICES. HUNGRY HOP CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM, SERVICES, OR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
HUNGRY HOP DOES NOT WARRANT OR GUARANTEE THE ACCURACY OR AVAILABILITY OF THE CONTENT ON THE PLATFORM OR ON OTHER SITES OR APPLICATIONS TO WHICH IT LINKS.
For Platform-Arranged Delivery, Hungry Hop's liability is further limited as set forth in Section 7, and Hungry Hop is not liable for the acts or omissions of any Third-Party Delivery Provider or its couriers.
Payment Services Liability: Hungry Hop is not a bank or a money transmitter. We are not liable for any errors, delays, interruptions, or failures in the Payment Services provided by Stripe. Any disputes regarding the processing of payments or the holding of funds must be directed to Stripe.
OTHER THAN AS REQUIRED BY APPLICABLE LAW, IF ANY, IN NO EVENT SHALL HUNGRY HOP OR ITS SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUBSIDIARIES, COMMUNITY, AFFILIATES, LICENSORS, CO-BRANDERS OR OTHER PARTNERS, AND ANY AND ALL THIRD PARTIES THAT PROVIDE CONTENT, INFORMATION OR SERVICES FOR THE PLATFORM BE LIABLE TO YOU FOR ANY LOSS, EXPENSE OR DAMAGES WHATSOEVER ARISING OUT OF THE USE OF, MISUSE OF, RELIANCE ON, OR INABILITY TO USE, THE PLATFORM OR ITS CONTENT, REGARDLESS OF: THE TYPE OF DAMAGES (INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, LOSS OF DATA, INCOME, PROFITS OR REVENUE, LOSS OF OR DAMAGE TO PROPERTY, AND CLAIMS OF THIRD PARTIES - EVEN IF HUNGRY HOP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES); HOW IT WAS CAUSED (DIRECTLY OR INDIRECTLY BY ANY ERRORS OR OMISSIONS IN THE CONTENT, BY THE USE, INABILITY TO USE, EXISTENCE OR RELIANCE UPON SUCH CONTENT, INFORMATION OR SERVICES, BY THE USE OR PERFORMANCE OF THE PLATFORM, BY THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, BY THE INFORMATION OR SERVICES PROVIDED THROUGH THE PLATFORM, OR OTHERWISE ARISING OUT OF THE USE OF THE PLATFORM); OR THE LEGAL THEORY ASSERTED (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE). HUNGRY HOP ASSUMES NO DUTY OF CARE AND THE INFORMATION IS PROVIDED WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND FREEDOM FROM COMPUTER VIRUSES OR SIMILAR DISABLING DEVICES. YOU ALONE ARE RESPONSIBLE FOR EVALUATING THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION, ADVICE OR OTHER CONTENT AVAILABLE ON THE PLATFORM. ALTHOUGH WE MAKE GOOD FAITH EFFORTS TO MAINTAIN A SECURE OPERATING ENVIRONMENT, WE CANNOT GUARANTEE COMPLETE SECURITY.
Aggregate Liability Cap. WITHOUT LIMITING ANY OTHER DISCLAIMER OR LIMITATION IN THIS AGREEMENT, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HUNGRY HOP'S TOTAL AGGREGATE LIABILITY TO YOU IN CONNECTION WITH THIS AGREEMENT AND THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF COMMISSION FEES PAID BY YOU TO HUNGRY HOP IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THIS CAP APPLIES IN THE AGGREGATE TO ALL CLAIMS OF EVERY KIND AND NATURE AND DOES NOT APPLY TO: (I) LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW; (II) LIABILITY ARISING FROM HUNGRY HOP'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FRAUD; OR (III) YOUR INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN CATEGORIES OF DAMAGES OR LIABILITY, THIS CAP MAY NOT APPLY TO YOU IN FULL.
If you are dissatisfied with any portion of the Platform or related services, or with any of these terms, your sole and exclusive remedy is to stop using the Platform and related services.
You agree to indemnify, defend, and hold Hungry Hop and its affiliates and their officers, directors, employees, and agents harmless from and against any and all actions, claims, demands, losses, liabilities, costs, damages, and expenses (including attorneys' fees), arising out of or in connection with: (i) your use of the Platform Services or goods sold through your use of the Services (Seller Services); (ii) your breach or violation of any of this Agreement; (iii) Hungry Hop's use of your content or listings; or (iv) your violation of the rights of any third party, including customers. Your indemnification obligation explicitly covers claims related to: (v) foodborne illness, death, or injury resulting from your products; (vi) misclassification of your employment status; (vii) your failure to comply with tax regulations; and (viii) any amounts Hungry Hop pays, owes, or is required to indemnify to a Third-Party Delivery Provider arising from the condition or legality of your goods, your packaging, or delivery information you provide, as further described in Section 7.
Defense and Control of Claims. Notwithstanding your defense obligations above, Hungry Hop reserves the right, at its own expense and in its sole discretion, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. In the event Hungry Hop assumes such defense and control:
(a) you shall cooperate fully and in good faith with Hungry Hop's defense of the claim, including providing all information, documents, records, witnesses, and assistance reasonably requested by Hungry Hop. You shall bear your own internal costs of cooperation. Where Hungry Hop has assumed exclusive defense and control of a claim, Hungry Hop shall reimburse your reasonable, documented, out-of-pocket third-party costs incurred at Hungry Hop's specific written request, including reasonable travel expenses, third-party document production and copying costs, and reasonable fees of third-party witnesses or experts engaged at Hungry Hop's direction. Reimbursement shall not extend to (i) fees or costs of any separate counsel you elect to retain under sub-paragraph (d) below, (ii) costs incurred without Hungry Hop's prior written request, or (iii) costs that are unreasonable in amount or scope;
(b) Hungry Hop shall have sole authority to direct the defense, including the selection of counsel, the strategy of the defense, and all litigation decisions;
(c) you shall not settle, compromise, consent to the entry of any judgment with respect to, or otherwise dispose of any claim subject to indemnification, in whole or in part, without Hungry Hop's prior written consent, which may be withheld in Hungry Hop's sole discretion;
(d) you may, at your own expense, retain separate counsel to participate in (but not control) the defense, provided that such participation does not interfere with Hungry Hop's control of the matter; and
(e) your indemnification obligations under this Section shall continue in full force and effect, including the obligation to pay all losses, damages, settlements, judgments, and reasonable attorneys' fees and costs (including those incurred by Hungry Hop's chosen counsel), notwithstanding Hungry Hop's assumption of defense and control.
Hungry Hop will not, without your prior written consent (not to be unreasonably withheld), enter into any settlement that imposes a non-monetary obligation on you or that does not include a full release of you from the indemnified claim, except where Hungry Hop fully funds the settlement on your behalf. You shall not, without Hungry Hop's prior written consent, enter into any settlement or compromise that (i) imposes any liability, obligation, or restriction on Hungry Hop or its affiliates; (ii) requires any admission of fault, wrongdoing, or violation of law by Hungry Hop or its affiliates; or (iii) does not include a complete and unconditional release of Hungry Hop and its affiliates from all liability arising out of the claim.
Notice. You agree to promptly notify Hungry Hop in writing of any actual or threatened claim, demand, or proceeding that may be subject to indemnification under this Section, and in no event later than fourteen (14) calendar days after you become aware of the claim. Failure to provide timely notice shall not relieve you of your indemnification obligations except to the extent Hungry Hop is materially prejudiced by such failure.
You represent and warrant that you maintain valid general liability insurance (and commercial auto insurance, if you perform deliveries) with coverage limits sufficient to satisfy your obligations under this Agreement and consistent with industry standards for your specific business type. You agree to name Hungry Hop as an additional insured upon request.
In the event that you have a dispute with one or more customers or other users, you release Hungry Hop (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, or if this release is otherwise governed by California law, you expressly waive the protections of California Civil Code §1542 (and any analogous provisions of other states' law) with respect to the foregoing release. Section 1542 provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
This Section governs orders fulfilled through a Third-Party Delivery Provider such as UniHop. It applies only to Platform-Arranged Delivery and does not change your responsibilities for deliveries you perform yourself or arrange through your own drivers or logistics providers, which remain governed by the "Fulfillment, Delivery, Shipping and Returns" provisions of Section 3.
7.1 Role of the Parties. Where you elect Platform-Arranged Delivery, physical transportation of the order is performed by an independent Third-Party Delivery Provider and its courier network, not by Hungry Hop and not by you. Hungry Hop coordinates access to the Third-Party Delivery Provider as part of the Platform Services but is not a carrier, does not transport goods, and does not control the couriers. You remain the seller and merchant of record for the order.
7.2 Allocation of Delivery Liability. As between you and Hungry Hop, Hungry Hop is not liable for loss, theft, damage, spoilage, contamination, delay, misdelivery, non-delivery, or for injury, death, or property damage, arising from acts or omissions of a Third-Party Delivery Provider or its couriers in performing Platform-Arranged Delivery, including: (a) loss, theft, damage, spoilage, contamination, or destruction of food, goods, or packaging while in the custody of the Third-Party Delivery Provider or its couriers; (b) late, delayed, missed, partial, or non-delivery of any order; (c) misdelivery to an incorrect address, recipient, or location; (d) injury, death, or property damage caused by the Third-Party Delivery Provider or its couriers, including motor vehicle accidents and conduct during pickup or delivery; (e) the condition, quality, temperature, or appearance of goods on arrival to the extent attributable to handling or transportation by the Third-Party Delivery Provider or its couriers; (f) the conduct, professionalism, hygiene, language, or behavior of any courier; (g) any data breach, privacy incident, or unauthorized disclosure of personal information by the Third-Party Delivery Provider or its couriers; and (h) any failure of a Third-Party Delivery Provider's technology, API, dispatch system, or tracking functionality. You acknowledge that responsibility for such delivery performance rests with the Third-Party Delivery Provider, which is contractually accountable to Hungry Hop for the delivery services it performs, and not with Hungry Hop.
7.3 Pass-Through Claims and Recovery. Although you have no direct contract with the Third-Party Delivery Provider, Hungry Hop will, for Platform-Arranged Delivery, act as your single point of contact and will pursue eligible delivery claims against the Third-Party Delivery Provider on your behalf under Hungry Hop's agreement with that provider, and will remit to you any reimbursement, credit, or recovery actually received that is attributable to your order, net of amounts already credited to you or the customer. As a condition of preserving these rights, and because Hungry Hop must in turn submit your claim to the Third-Party Delivery Provider within the claim deadline set by Hungry Hop's agreement with that provider, you must notify Hungry Hop of any delivery loss, damage, or non-performance within seven (7) calendar days of the delivery date (or scheduled delivery date), provide supporting documentation Hungry Hop reasonably requests, and cooperate with the claim. This seven (7)-day window is intended to sit inside, and to leave Hungry Hop adequate time to forward your claim within the Third-Party Delivery Provider's contractual claim deadline. A claim you submit after this window may be rejected by the Third-Party Delivery Provider, and Hungry Hop has no obligation to pursue, fund, or credit any claim it is no longer able to pass through as a result of your late submission. Recovery is not guaranteed and may be limited, reduced, denied, or capped under Hungry Hop's agreement with the Third-Party Delivery Provider, including limitations on consequential losses and on losses arising solely from delay where physical delivery was completed.
7.4 Your Continuing Responsibilities. Even where a Third-Party Delivery Provider performs delivery, you remain solely responsible for: (a) ensuring goods are lawful and properly prepared; (b) packaging that is sufficient and tamper-evident for transport and appropriate to the goods (including temperature-sensitive items); (c) accurate and complete order, handling, and delivery information; (d) accurate allergen and ingredient disclosures; and (e) compliance with all laws applicable to your goods, including any restrictions on alcohol, tobacco, or other age-restricted or perishable items. The Third-Party Delivery Provider is not responsible for losses caused by your defective goods or packaging or by inaccurate information you provide, and neither is Hungry Hop.
7.5 Seller Indemnification for Delivery-Related Claims. In addition to your obligations in Section 6, you agree to indemnify, defend, and hold harmless Hungry Hop and its affiliates from any claim, loss, liability, cost, or expense (including reasonable attorneys' fees), including any amount Hungry Hop is required to pay or indemnify to a Third-Party Delivery Provider, to the extent arising from: (a) the nature, legality, or condition of your goods; (b) insufficient, unsafe, or non-compliant packaging; (c) inaccurate or incomplete delivery information or handling instructions you provide; or (d) your sale or tender of prohibited, restricted, or age-restricted items in violation of this Agreement.
7.6 Release. To the maximum extent permitted by applicable law, you release Hungry Hop and its officers, directors, agents, subsidiaries, and employees from claims, demands, and damages of every kind arising out of or connected with the acts or omissions of a Third-Party Delivery Provider or its couriers, including delivery delay, non-delivery, accidents, and conduct during delivery, except to the extent a claim arises solely from a failure of the Platform Services themselves. If you are a California resident, or if this release is otherwise governed by California law, you expressly waive the protections of California Civil Code §1542 (and any analogous provisions of other states' law) with respect to the foregoing release, which provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
7.7 Data. You acknowledge that, to enable Platform-Arranged Delivery, Hungry Hop shares order and delivery information (including customer name, address, and contact details) with the Third-Party Delivery Provider solely as needed to perform the delivery, consistent with Hungry Hop's Privacy Policy.
7.8 No Third-Party Beneficiary; Independent Contractors. Nothing in this Section makes you a party to, or a third-party beneficiary of, any agreement between Hungry Hop and a Third-Party Delivery Provider, and nothing creates an agency, partnership, joint venture, or employment relationship among you, Hungry Hop, the Third-Party Delivery Provider, or any courier. Hungry Hop may change, add, or remove Third-Party Delivery Providers at any time.
7.9 Insurance Maintained by the Third-Party Delivery Provider. Hungry Hop requires, by written agreement, that each Third-Party Delivery Provider cause its courier network to maintain commercially appropriate insurance for the deliveries performed, including, at a minimum: (i) commercial auto and Hired and Non-Owned Auto (HNOA) liability; (ii) workers' compensation or equivalent coverage where required by applicable law; (iii) cargo coverage; and (iv) driver-level personal auto liability satisfying applicable jurisdictional requirements. Hungry Hop also requires the Third-Party Delivery Provider itself to maintain commercial general liability, technology errors-and-omissions, and cyber/privacy liability coverage at the platform-coordinator level. Hungry Hop does not itself insure, and is not the insurer of, any Platform-Arranged Delivery. The specific coverages, limits, and exclusions actually in force at any given time are determined by the Third-Party Delivery Provider's policies and its agreement with Hungry Hop, and may change. Recovery for any loss, injury, damage, or claim arising from Platform-Arranged Delivery is to be sought from the applicable Third-Party Delivery Provider and/or the insurance maintained by it or its courier network, coordinated through the pass-through process in Section 7.3.
7.10 Survival. This Section 7 survives termination of this Agreement with respect to any orders placed prior to termination.
The laws of the State of Delaware (Hungry Hop's state of incorporation) shall govern and construe this Agreement, without consideration of the choice or conflict of law principles of any jurisdiction, except as outlined in the Arbitration Agreement in Section 2 or in additional terms that apply to your region, or where preempted by federal law or state-specific laws (such as those in California) that mandate otherwise for residents of that state. This Choice of Law provision pertains solely to the interpretation of this Agreement and should not be construed as extending any state's law to you in cases where your dispute did not arise in that state.
However, any disputes, claims, or controversies stemming from incidents or accidents resulting in personal injury, including but not limited to claims of sexual assault or harassment, which you allege happened in relation to your use of the Services, whether before or after you agreed to this Agreement, will be governed by and construed in accordance with the laws of the state in which the incident or accident occurred.
All disputes, claims, or controversies related to this Agreement or their breach, termination, enforcement, interpretation, or validity shall be exclusively brought in the state and federal courts located in Wilmington, Delaware (Hungry Hop's state of incorporation), except where venue in the county of your residence is required by applicable state law. This applies even if other courts may have jurisdiction over the parties and the subject matter, except as provided in the Arbitration Agreement or in supplemental terms applicable to your region.
However, any dispute, claim, or controversy related to incidents resulting in personal injury, including sexual harassment or assault claims, that allegedly occurred while using the Services, whether before or after agreeing to this Agreement, shall be exclusively brought in the state or federal courts where the incident occurred, and other courts that may have jurisdiction over the parties and subject matter are not applicable, except as provided in the Arbitration Agreement or in supplemental terms applicable to your region, and to the extent permitted by law.
The Choice of Law and Choice of Forum provisions above do not apply to the Arbitration Agreement in Section 2. Please refer to Section 2 for applicable provisions related to such disputes.
Hungry Hop respects the intellectual-property rights of others and complies with the Digital Millennium Copyright Act, 17 U.S.C. § 512 ("DMCA"). If you believe that material available on or through the Platform Services infringes your copyright, you may submit a written notification ("DMCA Notice") to Hungry Hop's designated agent at the contact information below.
Designated Copyright Agent: DMCA Compliance Department, Hungry Hop Incorporated; PO BOX 5010, PMB 185, Rancho Santa Fe, California 92067; dmca@hungryhop.com. Hungry Hop's designated agent is registered with the United States Copyright Office, searchable at https://dmca.copyright.gov.
Required Contents of a DMCA Notice. To be effective under 17 U.S.C. § 512(c)(3), your DMCA Notice must include substantially: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed (or a representative list); (iii) identification of the allegedly infringing material with information reasonably sufficient to locate it (such as a URL); (iv) information reasonably sufficient to permit Hungry Hop to contact you; (v) a statement of your good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner.
Counter-Notification. If you believe that material you posted was removed or disabled by mistake or misidentification, you may submit a counter-notification to the designated agent containing the elements set forth in 17 U.S.C. § 512(g)(3).
Repeat-Infringer Policy. Consistent with 17 U.S.C. § 512(i), Hungry Hop has adopted a policy of terminating, in appropriate circumstances and at its sole discretion, the Accounts of users deemed to be repeat infringers.
False Claims. Under 17 U.S.C. § 512(f), any person who knowingly materially misrepresents that material is infringing, or was removed by mistake, may be liable for damages, including costs and attorneys' fees.
Notices from Hungry Hop to You. Hungry Hop may give notice to you by: (i) a general notice on or through the Services; (ii) electronic mail to the email address linked to your Account; (iii) telephone call or text message to any phone number provided in connection with your Account; or (iv) written communication sent by first-class mail or pre-paid post to any address associated with your Account. A notice is deemed received forty-eight (48) hours after mailing or posting (if by mail or post) and at the time of sending (if by email, telephone, or through the Services).
Notices from You to Hungry Hop. The required method depends on the category of notice. A notice sent by an incorrect method or to an incorrect address is not deemed received; Hungry Hop may, but is not obligated to, treat a misdirected notice as received as a courtesy.
(a) Routine Notices (Email Permitted; Email Preferred), to support@hungryhop.com: (i) Account-related notices; (ii) fee, payout, and Charge disputes, including disputes within the 30-day window under Section 5; (iii) Platform-Arranged Delivery claims and reports under Section 7.3; (iv) incident or accident reports required under Section 4; (v) general support, complaints, and feedback; and (vi) any other operational or non-legal communication.
(b) Designated-Channel Notices (Email Only to the Specified Address): (i) Arbitration opt-out under Section 2: optout@hungryhop.com; (ii) DMCA notices and counter-notifications: dmca@hungryhop.com; and (iii) privacy and data-protection requests: privacy@hungryhop.com. Postal mail may be used only as a courtesy duplicate and does not by itself satisfy the requirement.
(c) Legal Notices (Postal Mail Required), to Hungry Hop's registered agent for service of process at Legal Dept., Hungry Hop Incorporated, PO BOX 5010, PMB 185, Rancho Santa Fe, California 92067, by first-class mail, certified mail (return receipt requested), or recognized overnight courier. Email is not valid for these: (i) service of process and any legal process; (ii) any notice that applicable law requires to be delivered by physical mail or to a registered agent; (iii) any pre-suit demand, statutory consumer-protection notice, or cure notice; (iv) any notice asserting a claim for indemnification or contribution against Hungry Hop; (v) any notice of termination or material amendment of this Agreement initiated by you; and (vi) any notice that by its nature or by law requires a physical signature or original document.
Hungry Hop's Contact Information.
Address for Service of Process and Legal Notices: Legal Dept., Hungry Hop Incorporated; PO BOX 5010, PMB 185, Rancho Santa Fe, California 92067.
Designated Email Addresses:
General support and routine notices: support@hungryhop.com;
Arbitration opt-out (Section 2): optout@hungryhop.com;
DMCA notices (this Section 8): dmca@hungryhop.com;
Privacy and data-protection requests: privacy@hungryhop.com.
Deemed-Received Rule. Notices from you to Hungry Hop are deemed received: (i) email under (a) or (b): on the next business day after sending, provided sent to the correct address with no bounce-back; (ii) first-class mail under (c): five (5) business days after deposit, postage pre-paid; and (iii) certified mail or overnight courier under (c): on the date of delivery per the carrier's tracking record.
Conflicts. If any specific notice provision elsewhere in this Agreement conflicts with this Notice provision (such as the Arbitration opt-out in Section 2, or the DMCA notice procedures earlier in this Section 8), the specific notice provision controls.
Any information, feedback, ideas, concepts, know-how, suggestions, or techniques you provide to Hungry Hop through the Platform Services, by email, or by any other means (collectively, "Submissions") are provided on a non-confidential and non-proprietary basis. You should not send Hungry Hop any Submission you consider confidential or proprietary. By making any Submission, you acknowledge and agree that:
(i) Hungry Hop is under no obligation to review, use, keep confidential, or return any Submission;
(ii) you grant Hungry Hop and its affiliates a perpetual, irrevocable, worldwide, royalty-free, fully sublicensable, and non-exclusive license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display the Submission, in whole or in part, for any purpose (commercial or otherwise) without compensation, attribution, or further obligation to you;
(iii) you represent and warrant that the information in your Submission is true, accurate, and complete, that you will not impersonate any person or entity or misrepresent your affiliation with any person or entity, and that the Submission does not infringe or violate the rights of any third party; and
(iv) Hungry Hop's treatment of any personally identifiable information contained in a Submission is governed by our Privacy Policy.
Hungry Hop is not liable for any delay or failure to perform resulting from causes outside its reasonable control, including acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, pandemics or public-health emergencies, internet or telecommunications outages, and shortages of transportation facilities, fuel, energy, labor, or materials.
Assignment. Prior written approval from Hungry Hop is required for any assignment of this Agreement. Hungry Hop, on the other hand, can assign this Agreement without your consent to a subsidiary or affiliate, an acquirer of Hungry Hop's equity, business, or assets, or a successor by merger. Any attempt by you to assign in violation of this section will be deemed invalid.
Relationship of the Parties. This Agreement and your use of the Services do not create a joint venture, partnership, employment, or agency relationship between you, Hungry Hop, any customer, or any Third-Party Delivery Provider or its couriers.
Severability. If any provision of this Agreement is deemed invalid or unenforceable, it will be removed, and the remaining provisions will be enforced to the fullest extent permitted by law. The Arbitration Agreement's Severability and Survivability section in this Agreement will not be affected by this provision.
No Waiver. Unless acknowledged and agreed to in writing by Hungry Hop, Hungry Hop's failure to enforce any right or provision in this Agreement will not be considered a waiver of such right or provision.
Survival. Sections 2 (Arbitration Agreement), 6 (Disclaimers; Limitation of Liability; Indemnity), 7 (Third-Party Delivery Services, including 7.10 Survival), and the Choice of Law, Choice of Forum, and Notice provisions of this Section 8 survive termination of this Agreement, together with any accrued payment, fee, chargeback, or indemnification obligations.
Entire Agreement. This Agreement, together with the Fee Policy and any supplemental terms expressly incorporated by reference, constitutes the entire agreement between you and Hungry Hop regarding the Services and supersedes all prior or contemporaneous agreements, communications, and understandings on that subject.
