EatOkra is your guide to black-owned restaurants. We are happy to have you here.
Please carefully read the following terms ("Terms" or "Agreement") which constitute a legal agreement between you (“You” or “User” or "Featured Merchant") and EatOkra Inc. ("EatOkra" or "we" or "our") and govern your access to and use of our website (http://www.eatokra.com) (the "Website") and our App (EatOkra) (the "App") and our services (the Website, the App and the services are collectively referred to as the "Platform"), as well as our services offered through this Platform (the "Services"). EatOkra is not a restaurant, delivery service, or food preparation business.,
By accessing this Platform in any way, including, without limitation, browsing or using the Platform, using any information, and/or submitting information to EatOkra, you agree to and are bound by the terms, conditions, policies, and notices contained or referenced on this page.
From time to time, we may update this Platform and these Terms. Your continued use of this Platform - including downloading, installing, and/or using the App after we post any changes to these Terms - constitutes your agreement to those changes. You agree to review these Terms periodically to ensure that you are familiar with the most recent version. EatOkra may, in its sole discretion, and at any time, discontinue this Platform, or any part thereof, with or without notice, or may prevent your use of this Platform with or without notice to you. If you do not agree to these Terms, please stop using the site and uninstall the App immediately. You agree that you do not have any rights in this Platform. EatOkra will have no liability to you if this Platform, or any of its part is discontinued, or your ability to access the App or any content you may have posted on the Platform is terminated.
This Platform is not intended for use by anyone under the age of 13. You must be at least 13 years of age to access and use the Platform. If you are under 13 years of age (or the age of legal majority where you live), you may only use the Platform under the supervision of a parent or legal guardian who agrees to be bound by these Terms. If you are a parent or legal guardian of a User under the age of 13 (or the age of legal majority), you agree to be fully responsible for the acts or omissions of such User in connection with the Platform.
Each User must create and register an account to use certain functionality and features of the Platform. If you register for an account, you will have to provide a password, address, email address, phone number, and/or financial information (including payment card information) ("Account Information"). You must provide accurate, truthful, current, and complete Account Information and promptly update this information if it changes. EatOkra has no liability for failure to deliver notices that result from inaccurate account information or otherwise. Some Account Information, specifically your name and phone number may be shared with EatOkra’s software provider called Incentivio.
After creating an account, you may utilize the many functionalities of the Platform, such as: recommending a business that is at least 50% Black-owned, leaving a review of a Featured Restaurant or a Featured Vendor, and determining the hours of operation of a Featured Restaurant.
5.1 Authority and Agreements. All potential restaurant business owners (the “Featured Restaurants”) and potential vendor business owners (the “Featured Vendors”) (collectively, “Featured Merchants”) who desire to have their business listed on the Platform must represent to EatOkra that you have the authority to bind such business, and that your acceptance of these Terms will be treated as acceptance by that business. Additionally, Featured Merchants must complete and sign a separate Merchant Order Form, which incorporates these Terms by reference.
Each Featured Restaurant must be at least 50% black-owned. In addition, each Featured Restaurant may also have a separate contractual relationship with (i) any of EatOkra software providers (i.e., Incentivio) and (ii) one of our booking partners and/or our third-party delivery app partners, such as UberEats, GrubHub, DoorDash, and/or other delivery partners we engage from time to time (“Delivery Partners”). The Delivery Partners may have their own terms, and you may be subject to such specific terms and conditions, which are not part of these Terms.
Each Featured Vendor must be at least 50% black-owned and shall agree with EatOkra terms and conditions for Caterers and may also have a separate contractual relationship with any of EatOkra software providers (i.e., Incentivio). Those providers may have their terms, and your business may be subject to such specific terms and conditions, which are not part of these Terms.
Moreover, if a Featured Restaurant or a Featured Vendor is listed on the App, the restaurant owner must maintain all data regarding their restaurant and ensure that it is accurate and up to date. EatOkra is not responsible for updating the Featured Restaurant and the Featured Vendor information. All business owners must guarantee that your products or services are not fraudulent, illegal, counterfeit, or stolen.
5.2 Delivery and Pricing. Featured Merchants are responsible for determining delivery areas and item pricing. As a Featured Merchant, you acknowledge that EatOkra will use such information provided by Featured Merchants to limit the Featured Merchant’s ability to sell items only to those potential Customers who request delivery within the delivery area. Featured Merchants are also responsible for providing EatOkra with projected timelines for the preparation of the Featured Merchant's orders. EatOkra may use Featured Merchant’s preparation timelines, geolocation, projection of delivery time, and/or other technologies and data available to EatOkra, in determining the estimated time for delivery that will be displayed in the Platform for all of the Featured Merchant's applicable items. Any geolocation tracking will be dependent on the individual consent of the Featured Merchant or Delivery Partners and will cease upon completion of each order.
5.3 Required Licenses. Featured Merchants must hold and maintain any and all required licenses. Upon EatOkra’s request, Featured Merchants must provide copies of applicable required licenses to EatOkra. Featured Merchants must immediately notify EatOkra of any change, expiration, revocation, renewal, or termination of any applicable required licenses and will, upon EatOkra’s request, provide copies of any new applicable required licenses to EatOkra. Failure to comply with Featured Merchant’s obligations in this section may result, at the sole discretion of EatOkra, in the suspension and/or removal of the Featured Merchant from the Platform.
5.4 Service Fees. EatOkra will charge Featured Merchant the Service Fee on orders placed through the Platform.
Delivery Partners will charge Customers the “Delivery Fee” on the Featured Merchant’s behalf for the Featured Merchant’s provision of delivery services. Delivery Partners will charge Customers the Delivery Fee for all applicable items and remit such Delivery Fee to the Featured Merchant. EatOkra and/or the Delivery Partners reserve the right to charge Customers additional delivery fees on the Featured Merchant's behalf, including but not limited to, a small basket fee.
If any of Featured Merchant’s Locations are in jurisdictions that prohibit the Featured Merchant from paying EatOkra percentage-based fees for facilitating the delivery of Alcohol Items and/or certain other services with respect to Alcohol Items, EatOkra will charge the Featured Merchant the Alcohol Service Fee as required by each such jurisdiction’s Laws for orders in such Locations. For clarity, EatOkra will continue to charge Featured Merchant the applicable Service Fee for all other Food Items as set forth elsewhere in these Terms, as well as the applicable Service Fee for any other service that EatOkra may provide Featured Merchant. EatOkra may invoice Featured Merchants for any owed Service Fees and Featured Merchants must make such payment in accordance with the terms of such invoice.
If fee cap laws require EatOkra to implement fee cap law requirements then EatOkra will, respectively: charge the Featured Merchant a Service Fee as permitted by those fee cap laws for that Location, those Food Items or Services, or the applicable Sales Channel; allow the Featured Merchant to terminate this Agreement as required by the fee cap law; or provide the benefits to Featured Merchant required by the fee cap law.
EatOkra will charge the Featured Merchant the Device Fee for each Device supplied to the Featured Merchant.
EatOkra may charge Customers fees that are retained by EatOkra, at EatOkra's sole discretion, including but not limited to membership subscription fees, service fees, and delivery fees (which are distinct from the Delivery Fee between Featured Merchants and Delivery Partners).
If this Agreement requires EatOkra to update its internal technology, accounting, or other systems, such updates may not occur immediately from the Effective Date. Instead, EatOkra may implement such updates within a reasonable period of the Effective Date and they will take effect from the date that the technology, accounting, or other system is updated rather than the Effective Date.
All fees charged by EatOkra to Featured Merchants are exclusive of applicable Sales Taxes. Where applicable, EatOkra will charge Sales Taxes in addition to (and may collect Sales Taxes in the same manner as) the associated fee.
5.5 Food Items. Featured Merchants must make Food Items available for purchase through the Platforms during its normal business hours and ensure the menu of available Food Items is accurate.
Featured Merchants must: (a) prepare, handle, store, label, and package all Food Items in accordance with applicable Laws, including without limitation Food Safety Standards, Laws related to the Food Items or packaging materials used, and, if applicable, Alcohol Safety Standards; (b) identify Food Items correctly, particularly where the Food Items may be subject to age restrictions or identification requirements; (c) ensure that the contents of its menu includes the Item criteria for each Item (including any notifications about ingredients, nutritional information, allergen information, alcoholic content (if applicable), etc.), which are accurate and comply with all applicable Laws; and (d) where the Customer may need to prepare, use, or assemble Food Items in a particular way, include instructions for such preparation, use, or assembly of the Food Items which are accurate and comply with all applicable Laws.
Featured Merchants must package Food Items appropriately for delivery, including: (a) ensuring that Food Items provided to a delivery partner are collectively able to fit into, and are appropriate for transport in a standard midsize motor vehicle and do not exceed 50 pounds per package, box, or parcel; (b) any protection necessary to prevent tampering or damage due to any cause, including inclement weather or the nature of the Food Items themselves; (c) using appropriate preservation methods to ensure that the Food Items arrive as intended by a Featured Merchant, as reasonably expected by the Customer, and that the specific Item is delivered in a safe condition, including, where applicable, being safe for consumption; and (d) providing any certifications, labeling, protection, or instructions as appropriate or as required by Laws.
Featured Merchants is responsible for any reimbursement costs related to Customer refunds for issues within the Featured Merchant’s control, including but not limited to: damaged, missing, or incomplete Food Items; Food Items not cooked thoroughly; and Food Items not prepared in accordance with the Featured Merchant’s internal standards. Featured Merchants hereby authorize EatOkra to deduct such reimbursement costs from the payment EatOkra remits to such Featured Merchant.
5.6 Liability. EatOkra is not responsible or liable for the actions or inactions of a Customer in relation to any of the Featured Merchant's activities. The Featured Merchant agrees that they have the sole responsibility for any obligations or liabilities to the Featured Merchant, Customers or other third parties that arise from or relate to the Featured Merchant's provision of delivery services. The Featured Merchant agrees that they are each solely responsible for: (a) any liability arising from or relating to a Customer or any other third-party in connection with the delivery services; and (b) taking such precautions as may be reasonable and proper, including, without limitation, maintaining insurance in accordance with applicable Laws and conducting thorough background check investigations in connection with the delivery services. Section 19 (“Governing Law”) of these Terms contains provisions which will govern any claims that the Parties may have against each other, including a mandatory arbitration provision.
EatOkra also offers you selected products on our Platform.
EatOkra attempts to be as accurate as possible. However, EatOkra does not warrant that product descriptions or other content is accurate, complete, reliable, current, or error-free.
Regarding food products, while we work to ensure that product information is correct, on occasion manufacturers may alter their ingredient lists. Actual product packaging and materials may contain more and/or different information than that shown on our Platform. We recommend that you do not solely rely on the information presented and that you always read labels, warnings, and directions before using or consuming a product. For additional information about a product, please contact the manufacturer. Content on this Platform is for reference purposes and is not intended to substitute for advice given by a physician, pharmacist, or other licensed health-care professional. You should not use this information as self-diagnosis or for treating a health problem or disease. Contact your health-care provider immediately if you suspect that you have a medical problem. Information and statements regarding dietary supplements have not been evaluated by the Food and Drug Administration and are not intended to diagnose, treat, cure, or prevent any disease or health condition. EatOkra assumes no liability for inaccuracies or misstatements about products.
All purchases of physical items from EatOkra are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier.
Estimated delivery dates are provided by carriers and EatOkra has no responsibility for any delay or change in the delivery date of products acquired on the Platform.
Orders to participating Featured Restaurants may be placed through EatOkra (“Orders”). EatOkra will enable your payment of the applicable charges for goods ordered through the Platform. Charges will include applicable taxes where required by law. Charges may include other applicable fees, product return fees, cancellation fees, estimated or actual tolls, and/or surcharges.
With respect to Featured Restaurants, charges you incur will be owed directly to Featured Restaurants, and EatOkra merely collects payment of those charges from You, on Featured Restaurant’s behalf as their limited payment collection agent, and payment of the charges shall be considered the same as payment made directly by you to the Featured Restaurant.
When using our Services, you agree that:
Access and/or use of our Services is permitted temporarily, and we reserve the right to withdraw or amend any or all of the Services without notice. We may suspend access to the Services periodically to carry out emergency or scheduled maintenance or for any other reason at any time. We reserve the right, in our sole discretion, to correct any errors or omissions in any portion of the Services and make any changes to the Services' features, functionality, or content at any time. We reserve the right in our sole discretion to edit or delete any documents, information, or other content on the Platform or the Services.
The information appearing on EatOkra's Platform could include technical, typographical, or photographic errors. EatOkra does not warrant that any of the information on the Platform is accurate, complete, or current. EatOkra has done its due diligence to ensure that all participant restaurants and vendors are at least 50% Black-owned, however we shall not be held liable for any inaccurate information displayed on the Platform. EatOkra may update the information contained on the Platform at any time without notice. However, EatOkra does not make any commitment to update the information.
Access to Services depends upon the availability of the internet, and we accept no responsibility for the inability to access our Services because of any circumstances beyond our reasonable control. You are informed of the risks of using the internet, particularly the fact that data transmission is not secure, and represent that you understand the risks concerning the use of the Services.
The Platform, the Services, the content, the form, and the services of the Platform are all property of EatOkra and its affiliates and licensors. The sale, copy, modification, reproduction, lease, rental, loan, distribution, or creation of derivative works based on the above content, in whole or in part, is prohibited.
EatOkra's trademarks, domain names, graphics, logos, designs, page headers, button icons, scripts, service names, and any other distinctive sign constitute EatOkra Intellectual Property Rights ("EatOkra Intellectual Property Rights"). EatOkra Intellectual Property Rights are and shall remain the sole property of EatOkra, its affiliates, and licensors.
These Terms do not imply any authorization, transfer, or license to you of any EatOkra Intellectual Property Rights. Any use of EatOkra Intellectual Property Rights shall be subject to EatOkra's prior consent.
Permission is granted to temporarily use EatOkra Intellectual Property Rights for personal, non-commercial transitory viewing only. You may not:
This permission shall automatically terminate if you violate any of these restrictions, and you may be removed from accessing the Platform at any time.
EatOkra may provide you with the opportunity to publish or display your content on public areas of our Platform. You are solely responsible for your conduct and activities on and regarding our Services and any and all data, text, messages, reviews, comments, information, name, graphics, images, photographs, profiles, audio, video, items, and links (collectively "User Content") that you submit, post, and display on the Platform.
a) User Content shall not:
b) We are not obligated to monitor, edit, or remove any User Content that violates these Terms. By submitting your User Content, you grant EatOkra a worldwide, royalty-free, irrevocable, non-exclusive, fully sublicensable and transferable, without time limit, right to use, reproduce, distribute, translate, transmit and publish the User Content (in whole or in part) as we, in our sole discretion, deem appropriate in connection with our Services.
c) To the extent that you are asked to rate and post reviews of businesses ("Ratings" and "Reviews"), such Ratings and Reviews are considered User Content and are governed by this Agreement. Ratings and Reviews are not endorsed by EatOkra and do not represent the views of EatOkra or its affiliates.
d) Because we strive to maintain a high level of integrity concerning Ratings and Reviews posted or otherwise made available through the Services, you agree that: (i) you will base any Rating or Review on the first-hand experience with the Featured Restaurant; (ii) you will not provide a Rating or Review for any Featured Restaurant for which you have an ownership interest, employment relationship or other affiliation or for any of that company's competitors; (iii) you will not submit a Rating or Review in exchange for payment, free food items, or other benefits from a Featured Restaurant; and (iv) your review will comply with the terms of this Agreement. If we determine, in our sole discretion, that any Rating or Review could diminish the integrity of the Ratings and Reviews or otherwise violates this Agreement, we may remove such User Content without notice.
e) You declare that your User Content does not and will create any liability to EatOkra, its subsidiaries, affiliates, successors, assigns, and their respective employees, agents, directors, officers, and/or shareholders. Any unauthorized use of material that may constitute an infringement of third-party rights is strictly prohibited.
f) EatOkra reserves the right to remove any User Content that infringes the copyright of any person under the laws of the United States upon receipt of a notice that complies with the requirements of 17 U.S.C. § 512(c)(3).
d) Upon receipt of a Takedown Notice, EatOkra shall remove the content complained of from the Platform. EatOkra will provide the Takedown Notice sender’s name, email and the details of the report to the person who posted the content complained of.
a) Prices. The prices for menu items displayed through the Platform may differ from the prices offered or published by a Featured Restaurant for the same menu items—or from prices available at third-party websites, apps, and/or platforms—and such prices on the Platform may not be the lowest prices at which the menu items are sold.
b) No Refunds. Charges paid by you for completed and delivered orders are final and non-refundable. EatOkra has no obligation to provide refunds or credits but may grant them, in each case, in EatOkra's sole discretion.
c) Promotional Offers and Credits. EatOkra, at its sole discretion, may make promotional offers with different features and different rates to any User. These promotional offers are subject to the terms of this Agreement and may be valid only for certain Users, as indicated in the offer.
You agree that promotional offers: (i) may only be used by the intended audience, for the intended purpose, and lawfully; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public, unless expressly permitted by EatOkra; (iii) are subject to the specific terms that EatOkra establishes for such promotional offer; (iv) cannot be redeemed for cash or cash equivalent; and (v) are not valid for use after the date indicated in the offer. EatOkra reserves the right to withhold or deduct credits or benefits obtained through a promotion if EatOkra determines or believes that the redemption of the promotion or receipt of the credit or benefit was in error, fraudulent, illegal, or in violation of the applicable promotion terms or this Agreement. EatOkra reserves the right to modify or cancel an offer at any time.
d) Fees for Services. EatOkra may change the fees for our Services as we deem necessary or appropriate for our business. EatOkra may also charge Featured Merchants fees on orders that you place through the services, including commissions and other fees, and may change those Featured Merchants fees as we deem necessary or appropriate for our business or comply with applicable law.
e) Payment for Orders. All payments for Orders will be enabled by EatOkra using the preferred payment method designated in your Account Information, after which you will receive a receipt. If your such payment method is determined to be expired, invalid or otherwise not able to be charged, then Orders will not be processed. Charges paid by you are final and non-refundable, unless otherwise determined by EatOkra. If you think a correction should be made to any charge you incurred, you must let EatOkra know in writing within fifteen (15) days after the Charge took place or EatOkra will have no further responsibility and you waive your right to later dispute the amounts charged.
OUR SERVICES ARE PROVIDED ON AN 'AS IS' BASIS. EATOKRA MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, AND HEREBY DISCLAIMS AND NEGATES ALL OTHER WARRANTIES INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, OR OTHER VIOLATION OF RIGHTS.
Further, EatOkra does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the Services or on any sites linked to our Platform. In no event shall EatOkra be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption) arising out of the use or inability to use the Services, even if EatOkra or an EatOkra authorized representative has been notified orally or in writing of the possibility of such damage.
With respect to Orders made through the Platform, EatOkra takes the Order, and collects and transmits payment to the Featured Restaurant. EatOkra shall not be responsible for the fulfillment of any of the Orders or for the failure of the Featured Restaurant to do so. EatOkra does not guarantee the quality, suitability, safety of the goods that are the object of the Orders nor does it guarantee the ability of the Featured Restaurants. You agree that the risk arising out of your use of our Platform to place Orders remains entirely with you, to the extent permitted by law. EatOkra does not control, manage or direct any of the Featured Restaurants.
We have the right to terminate your access to our Platform at any time if:
EatOkra reserves the right to terminate the account and delete all content and information related to any account of repeat copyright infringers.
The Platform may contain links to third-party websites ("Third-Party Websites") and applications ("Third-Party Applications") and advertisements ("Third-Party Advertisements") (collectively, "Third-Party Websites & Advertisements"). When you click on a link to a Third-Party Websites & Advertisement, EatOkra will not warn you that you have left EatOkra's Platform and will not warn you that you are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites & Advertisements are not under the control of EatOkra. EatOkra is not responsible for any Third-Party Websites, Third-Party Applications, or any Third-Party Advertisements. EatOkra does not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third-Party Websites & Advertisements or their products or services. You should review applicable terms and policies, including privacy and data gathering practices of any Third-Party Websites & Applications, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless EatOkra, our affiliates, each of our respective officers, directors, agents, and employees from and against any loss, liability, claim, demand, damages, expenses, or costs (including reasonable attorneys' fees) ("Claims") arising out of or related to (a) your access to or use of the App; (b) your violation of these Terms; (c) any User Content uploaded by you on the App or Website or (d) your conduct in connection with the Services. You agree to promptly notify us of any such Claims and cooperate with EatOkra to defend such Claims and pay all fees, costs, and expenses associated with defending such Claims (including attorneys' fees). You also agree that EatOkra will have sole control of the defense or settlement of any Claims.
EatOkra may revise these Terms at any time without notice. By accessing and/or using the Services, you agree to be bound by the then current version of these Terms.
These Terms are intended to require arbitration of every claim or dispute that lawfully can be arbitrated, except for those claims and disputes which by the terms of this agreement are expressly excluded from arbitration. The parties will attempt to resolve all disputes between the Parties arising out of or relating to these Terms amicably through good faith negotiations upon the written request of any Party.
In the event that any dispute cannot be resolved within a period of forty-five (45) days after notice of a dispute has been given, all such disputes will, at election of either party, be finally resolved by final and binding arbitration in the state of New York administered by JAMS, and in accordance with the Arbitration Rules and Procedures of JAMS then in effect, by one arbitrator with substantial experience in the technology industry selected in accordance with JAMS rules.
All disputes will be resolved on an individual basis and neither party has the right to arbitrate on a class action basis any dispute, controversy or claim arising out of or relating to these Terms, or the interpretation, enforceability, performance, breach, termination, or validity thereof, including this arbitration clause.
The arbitrator will have the authority to allocate between the parties the costs of arbitration (including service fees, arbitrator fees, reasonable attorneys’ fees, expert witness fees and all other fees and expenses related to the arbitration) in such equitable manner as the arbitrator may determine. Judgment on the arbitrator’s award will be final and binding, and may be entered in any court having jurisdiction.
Notwithstanding the foregoing provisions of this section, each party may seek injunctive or other equitable relief in a court of competent jurisdiction with respect to any dispute related to the actual or threatened infringement, misappropriation of a party’s intellectual property rights or breach of confidentiality obligations.
Questions about these Terms should be sent to us at [email protected]
Effective January 6, 2023