Legal

Terms of Use.

Effective Date: July 8, 2026

Welcome to www.thoroughfare.com and the ThoroughFare mobile and web applications (collectively, the "Website"), which is owned and operated by ThoroughFare LLC ("ThoroughFare", the "Company", "we", "us" or "our"). All references to the Website include this URL, as well as micro-sites related to this URL, as well as other websites, applications, or pages owned by the Company, including our classic menu ordering surface and our AI concierge ordering surface. All references to the Company include the affiliates of the Company.

Please read this Terms of Use and Service document (hereinafter referred to as this "Agreement" or "Terms and Conditions") carefully before using this Website, including without limitation before using any of the features or content provided by this Website, before interacting with our AI concierge, or before purchasing or otherwise using any of the Company's Products (as defined herein) that are offered, made available, or otherwise sold through this Website.

These Terms of Use and Service REQUIRE that all disputes between you and us will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION) to assert or defend your rights under these Terms of Use and Service (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below titled Dispute Resolution for the details regarding your agreement to arbitrate any disputes with us.

THIS AGREEMENT GOVERNS NOT JUST USES OF THE WEBSITE, BUT ALL INTERACTIONS WITH THE COMPANY, WHETHER ON THE WEBSITE, THROUGH THE AI CONCIERGE, IN STORE, OVER THE PHONE, BY TEXT MESSAGE, OR IN ANY OTHER METHOD. PLEASE CAREFULLY REVIEW THIS AGREEMENT, SO THAT YOU UNDERSTAND THE TERMS AND CONDITIONS OF YOUR USE OF THE WEBSITE, AS WELL AS THE USE OF OUR SERVICES AND PURCHASES OF OUR PRODUCTS, INCLUDING IN STORE.

YOUR INTERACTIONS WITH US MAY INCLUDE CORRESPONDENCE BY TEXT, INCLUDING ONE-TIME PASSCODES USED TO VERIFY YOUR PHONE NUMBER AND SIGN YOU IN. PLEASE NOTE THAT STANDARD TEXT MESSAGE RATES MAY APPLY AND YOU ARE RESPONSIBLE FOR ANY COSTS OR FEES INCURRED IN CONNECTION WITH SENDING OR RECEIVING TEXTS TO OR FROM US.

This Agreement applies to all visitors, users, purchasers and others who wish to access or use this Website for any purpose ("User" or "you" or "your"). The Company provides this Agreement to notify all such users of the Company's terms and conditions which govern their use of this Website and/or any purchase or any other uses of any of the Company's Products.

YOUR ACCESS TO AND USE OF THIS WEBSITE AND ANY OF OUR PRODUCTS IS CONDITIONED UPON YOUR ACCEPTANCE OF AND COMPLIANCE WITH, WITHOUT MODIFICATION, THIS AGREEMENT.

BY CONTINUING TO ACCESS AND/OR USE THIS WEBSITE YOU HEREBY AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THE THOROUGHFARE PRIVACY POLICY (AS DEFINED HEREIN), AND ALL OTHER POLICIES OF THE COMPANY AS OF THE DATE OF YOUR FIRST USE OF THIS WEBSITE.

NO CHANGES (ADDITIONS OR DELETIONS) BY YOU TO THIS AGREEMENT WILL BE ACCEPTED BY THE COMPANY. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, THEN YOU SHOULD NOT USE THIS WEBSITE.

THIS AGREEMENT IS A LEGALLY BINDING CONTRACT GOVERNING THIS WEBSITE AND THE PURCHASE AND SALE OF ALL PRODUCTS. YOU SHOULD DOWNLOAD AND PRINT THIS AGREEMENT FOR YOUR RECORDS.

By visiting this Website, you agree to the following:

1. DEFINITIONS

In addition to all other defined terms in this Agreement, the following terms have the following meaning:

(A) "Access Right" has the meaning set forth in Section 2 herein.

(B) "AI Concierge" means the artificial-intelligence-powered ordering and assistance feature made available through the Website, as further described in Section 2.10 herein.

(C) "ThoroughFare Account" or "ThoroughFare Account of a ThoroughFare Purchaser" has the meaning set forth in Section 5 herein.

(D) "ThoroughFare Privacy Policy" has the meaning set forth in Section 4 herein.

(E) "Products" has the meaning set forth in Section 5 herein.

(F) "ThoroughFare Purchaser" has the meaning set forth in Section 5 herein.

(G) "Company IP Assets" has the meaning set forth in Section 3 herein.

(H) "Content" has the meaning set forth in Section 2 herein.

(I) "Server" or "Company Server" means the computer software or hardware that serves and hosts the Website to users across the Internet.

(J) "Purchase" or "order" have the meaning set forth in Section 5 herein.

(K) "User" has the meaning set forth above in this Agreement; for clarity, the term "User" shall include any ThoroughFare Purchaser who uses this Website to procure any Products as contemplated by Section 5 of this Agreement.

2. ACCESS; CONDITIONS TO USE OF THIS WEBSITE

2.1 Subject to all of the terms and conditions of this Agreement, Company hereby grants to a User a non-exclusive, revocable, and limited right to access and use this Website, including without limitation the use of this Website to procure any of the Products, in strict compliance with this Agreement ("Access Right") or with any other agreement that the User has entered into with the Company. The Company reserves the right to suspend or revoke this Access Right at the Company's discretion without notice. Notwithstanding the foregoing Access Right, Company also has the right to change, suspend, or discontinue any (or all) aspects or features of this Website at any time, and from time to time, including the availability of any content or features on this Website, the classic menu ordering surface, the AI Concierge, or of any of the Products made available through this Website. This Access Right granted to a User under this Agreement will immediately terminate upon the expiration, cancellation or termination of this Agreement for any reason.

2.2 User shall be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to or access this Website, including, without limitation, Internet connections, mobile devices, modems, hardware, software, and long distance or local telephone or mobile data service.

2.3 As a condition of each User's use of this Website (including without limitation the use of this Website to procure any of the Products), each User hereby covenants to Company that: (a) User shall not use the Website or any Products: (i) for any unlawful purpose or for any purpose that is prohibited by this Agreement; or (ii) in any manner that could damage, disable, overburden, or impair this Website or any Servers, or that would interfere with any other party's use and enjoyment of this Website; and (b) User shall not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through this Website.

2.4 Notwithstanding any assistance that Company may provide, the User assumes sole responsibility for the uploading and updating of any Content of that User (if any) as may be available through this Website or Application.

2.5 Users further agree as follows:

(A) Without limiting the generality of the foregoing, each User agrees to all of the following provisions: (a) User will not upload to, distribute or otherwise publish through this Website any data, information, messages, text, photos, graphics, videos, tags, works, material or any other content, including, without limitation, any personally identifiable information (collectively, "Content") that is unlawful, libelous, defamatory, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, obscene, or otherwise objectionable; (b) User will not upload or transmit any Content that would violate the rights of any party, would constitute or encourage a criminal offense, or would otherwise create liability or violate any local, state, federal or international law; (c) User will not upload or transmit any Content that may infringe any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party anywhere; (d) User will not impersonate any person or entity or otherwise misrepresent the User's affiliation with a person or entity; (e) User will not distribute or publish unsolicited promotions, advertising, or solicitations for any goods, services or money, including junk mail and junk e-mail; (f) User will not use this Website for purposes not authorized by Company; and (g) User will not use this Website or Application for any illegal purpose or any fraudulent scheme or transaction.

(B) In addition to the rights given to Company pursuant to any provision in this Agreement or in the ThoroughFare Privacy Policy, User hereby grants Company a perpetual, worldwide, transferable, fully paid up right to use any User's Content to: (i) provide the User with, and to otherwise carry out, the features and functions of this Website (including without limitation the ability to use this Website and the AI Concierge to procure any Products); (ii) to assist or coordinate with any claims arising out of the use of this Website or the procurement of any Products; and (iii) for any other lawful purpose in carrying out the Company's corporate purpose, business, or operations.

2.6 Without limiting the generality of any other provisions herein, User agrees to all of the following provisions: (a) Users are prohibited from violating or attempting to violate the security of this Website or any Company Server, including, without limitation, (i) accessing data not intended for such User or logging into a server or account which the User is not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any user, host, or network; or (iv) sending unsolicited e-mail, including promotions and/or advertising of products or services; (b) any violations of any system or network security (including, but not limited to, that of this Website or any Company Server) may result in civil or criminal liability; and (c) Company has the right to investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations. Company also reserves the right to cooperate with any and all law enforcement agencies, including complying with warrants, court orders and subpoenas and disclosing to law enforcement agencies any information about any User and anything a User does with respect to this Website. By User's use of this Website, each User authorizes Company to take such action.

2.7 In the event this Website, now or in the future, allows User to upload, transmit, or otherwise contribute any Content to the Website, User hereby represents and warrants to Company that User has the lawful right to distribute and reproduce such Content. Also, User is solely responsible for its conduct while using the Website, including, but not limited to, all Content, or any other transactions or interactions User generates, transmits, or maintains via the Website. Company takes no responsibility for any such online distribution or publication by User or by any other party. Company cannot and will not review every message or other Content that User or any other party may generate or post, and Company is not responsible for the Content thereof.

2.8 In addition to any other right to terminate this Agreement, Company hereby has the absolute right to immediately terminate, without warning, any account that it believes, in its sole discretion, breaches any of the provisions of this Section.

2.9 We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same phone number, the same payment card, and/or orders that use the same billing and/or pickup address. In the event we make a change to or cancel an order, we will attempt to notify you by contacting the phone number, e-mail and/or billing information provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

2.10 AI CONCIERGE. The Website offers an AI Concierge, an ordering and assistance surface powered by artificial intelligence, which is offered co-equally with our classic menu ordering surface. Neither ordering surface is a fallback for the other, and both are governed by this Agreement.

(A) The AI Concierge may accept your natural-language or voice input, recommend items, build a cart, answer questions about the menu, and help you place an order. Voice input, where offered, may be processed using your device's or browser's speech capabilities, and your interactions may be processed by third-party artificial intelligence service providers on our behalf.

(B) The AI Concierge is provided as a convenience and as an automated tool. It may produce responses that are inaccurate, incomplete, or not suited to your circumstances. Any pricing, availability, item, allergen, dietary, or nutritional information generated or described by the AI Concierge is not final and is subject to confirmation. You are responsible for reviewing your order details, including items, quantities, pickup time, and total price, before you submit and pay for any order. All pricing, availability, and cart contents are validated at checkout, and the confirmed order at checkout controls in the event of any discrepancy with anything stated by the AI Concierge.

(C) You agree not to use the AI Concierge to (i) attempt to elicit output that is unlawful, infringing, or that circumvents this Agreement; (ii) submit another person's personal information without authorization; (iii) reverse engineer, extract, or misuse the underlying models, prompts, or systems; or (iv) place fraudulent, abusive, or automated orders. The AI Concierge is not a substitute for professional advice of any kind, including medical, dietary, or allergen advice. Please see Section 5(M) regarding food allergens.

3. COPYRIGHTS, TRADEMARKS, AND OTHER INTELLECTUAL PROPERTY RIGHTS; RESERVATION OF RIGHTS

3.1 The Company's policy is to respect the copyright, trademarks, and intellectual property rights of others. Company has the absolute right to (i) immediately terminate, without warning, all rights (including, without limitation, all Access Rights) of any User who (in Company's determination) appears to infringe upon the copyright, trademarks, or intellectual property rights of others, and/or (ii) remove any Content from a User that, in Company's determination, may infringe the copyright, trademarks, or other intellectual property rights of any third party.

3.2 Each User agrees to the following:

(A) Company or its licensors own all rights, title and interest, in the U.S. and elsewhere, in and to all trademarks, service marks (whether registered or common law marks), logos, and any other trade names displayed on or in the Website and/or displayed or embodied in any and all of the Products (hereinafter collectively referred to as "Trademarks/Trade Dress"). Users shall not use any Trademarks/Trade Dress in connection with any product or service that is not owned by the Company in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits the Company. All other trademarks not owned by the Company that appear in the Website or in any ThoroughFare Product are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by the Company.

(B) All content included on or made available through the Website or in any other material associated with any Products, including without limitation any text, graphics, logos, page headers, button icons, scripts, images, audio clips, digital downloads, and data compilations, and all copyrights contained or arising out of the foregoing, is and shall remain the sole property of the Company or its licensors and are protected by United States and international copyright laws (collectively, "Works").

(C) Without limiting the provisions of Section 3.2(A) or 3.2(B) above, User hereby acknowledges and agrees that the Company or its licensors are the sole owners, worldwide, of all Trademarks/Trade Dress, all Works, and any and all other inventions, patents, logos, images, graphics, photos, videos, icons, content, features, functionalities, data, processes, techniques, software, website designs, copyrights, works, and all other intellectual property provided in, made available by using, or otherwise contained or embodied in, the Website or otherwise used by Company in association with or in the furtherance of any Products or any other aspect of ThoroughFare's business (collectively "Company IP Assets").

3.3 The Company IP Assets are protected by the copyright, patent, trademark, and/or other intellectual property laws of both the United States and other countries. This Agreement shall not be interpreted to: (i) grant any rights to any User in or to any of the Company IP Assets except for the limited Access Right set forth and subject to the terms and conditions of Section 2.1 of this Agreement; or (ii) transfer any rights in any Company IP Assets or in any other Company intellectual property rights from Company to any Users.

3.4 Company IP Assets may not be used by User without the prior written permission from the Company, and then only with proper acknowledgement. Any rights not expressly granted herein to User are reserved to Company. In addition to any other conditions on User's Access Right as set forth in this Agreement, User's Access Right is subject to the following additional conditions: (i) User shall not modify, disassemble, decompile or reverse translate or create derivative works from any of the Company IP Assets or otherwise attempt to derive any source code of the same or let any third party do the same; (ii) no copyrighted material, content, or any other Company IP Assets may be downloaded, modified, copied, displayed, transferred, distributed, sold, published, broadcast or otherwise used except as expressly stated either in such materials or in this notice without the express prior written permission of Company (which Company may or may not grant in its sole discretion); (iii) User shall not remove, alter, cover or obscure any copyright notices or other proprietary rights notices of Company or any other party placed on or embedded in the Company IP Assets and shall otherwise retain all such notices on all copies of the same; and (iv) use of any of the Company IP Assets is prohibited unless User is an authorized User in good standing. Unauthorized use is a violation of copyright and other intellectual property rights and is actionable under law.

3.5 User agrees to keep strictly confidential all Company IP Assets that have not been made publicly available by Company. User also acknowledges and agrees that the terms and conditions of this provision shall survive the cancellation, expiration or termination of this Agreement for any reason.

4. PRIVACY

4.1 User agrees that: (i) if the User has any User Content or any User login, password, or phone-number-based credential that it uses in association with this Website (including without limitation in association with any ThoroughFare Account of a ThoroughFare Purchaser), then User is solely responsible for maintaining the confidentiality of the same; and (ii) if the User has any login, password, or phone-number-based credential associated with this Website, then User (a) is solely responsible for all uses of its credentials regardless of whether these uses are authorized by User, and (b) User will immediately notify Company of any unauthorized use of the User's credentials. Because sign-in to the Website is phone-first and may use one-time passcodes sent by text message, you are responsible for maintaining control of your mobile device and phone number and for promptly notifying us of any loss or change.

4.2 Your use of the Website (including but not limited to using the Website or the AI Concierge to procure any Products), as well as your interactions with the Company in store, or otherwise, is subject to the Company's Privacy Policy located at www.thoroughfare.com/privacy-policy, incorporated herein by reference, which applies to the collection, use, disclosure and other processing of personal information by Company ("ThoroughFare Privacy Policy"). As a result of such incorporation, each User hereby agrees to comply with the ThoroughFare Privacy Policy, as it may be amended from time to time by the Company. For clarity, and without limiting the generality of the foregoing, if you visit a Company store, and provide your contact information at check-out, your visit to the store is considered to be subject to the ThoroughFare Privacy Policy.

4.3 Without limiting any other provisions of this Agreement, all of the terms and conditions of the ThoroughFare Privacy Policy are hereby incorporated into this Agreement by this reference and shall govern all Users of the Website.

5. PURCHASE OF PRODUCTS; THOROUGHFARE ACCOUNTS

5.1 YOUR THOROUGHFARE ACCOUNT

(A) Registration of a ThoroughFare Account. You may access most areas of the Website and purchase goods or services offered for sale by ThoroughFare (the "Products") without registering an account with us, but certain areas and features of the Website will only be available to you if you register for an account (a "ThoroughFare Account"). Account registration and sign-in are phone-first: you may be asked to provide a valid mobile phone number and to verify it using a one-time passcode sent by text message. If you choose to register for a ThoroughFare Account, you agree to complete the initial account registration process according to the requirements stated on the Website, and to provide accurate and complete information including, but not limited to, your name, mobile phone number, and, where requested, email address.

(B) Closing a ThoroughFare Account. You may voluntarily close your ThoroughFare Account at any time by canceling it on the Website or by sending us an email to Legal@thoroughfare.com in which you request that we terminate your ThoroughFare Account.

(C) ThoroughFare's Right to Close ThoroughFare Accounts. We have the right to disable any ThoroughFare Account at any time upon any of the following events:

(1) Your breach of any of the terms or conditions of this Agreement or the ThoroughFare Privacy Policy or any other ThoroughFare policies that govern the procurement of Products; or

(2) Upon the occurrence of any other instance as set forth in the ThoroughFare Privacy Policy.

(D) As a result of the Company exercising any other right it has to terminate this Agreement.

5.2 GENERAL PURCHASING CONDITIONS

(A) PURCHASES. When making a purchase of any Products (a "purchase" or "order"), including without limitation when you make any payments for an order using any third party payment solutions provided through the Website, you must provide accurate and complete information (including your full and proper name) as required when making that order and when otherwise using a credit card or other payment card (such as the payment cardholder name, payment card number, expiration date, and if requested, payment card security code) at the time of submitting your order. You represent and warrant to ThoroughFare that your use of a payment card in connection with any purchase you make on or through the Website is authorized and legal.

(B) ACCOUNTS. As part of, and in order to complete, the purchase of Products, you must either: (i) use your ThoroughFare Account in order to complete your purchase of the Products; or (ii) provide any and all information that is required by this Website in order to complete your purchase of the Products as a guest purchaser who does not have a ThoroughFare Account. For your protection, you must keep control of your phone number and any credentials. You must immediately notify us at Legal@thoroughfare.com if you learn or suspect that the security of your phone number or credentials has been breached. You are responsible for any loss or damage arising from your failure to protect your phone number or credentials.

(C) PRICING AND PRODUCT ERRORS/CORRECTIONS. We endeavor to present current, accurate, and reliable information regarding our products. However, on occasion, this site may contain errors, inaccuracies, or omissions that may be with regard to product descriptions, pricing, promotions, offers, and availability, including information surfaced through the AI Concierge. We reserve the right to correct errors or to update product information at any time without prior notice. If a product is listed at an incorrect price due to an error on this site, to the fullest extent allowed by law, we reserve the right to refuse or cancel any orders placed for any product listed at the incorrect price. Further, to the fullest extent allowed by law, we reserve the right to refuse or cancel any such orders, regardless of whether the order has been confirmed and your method of payment charged. If your method of payment has already been charged, we will issue a credit to your original method of payment for the amount of the incorrect price.

(D) MARKDOWNS. From time to time, Company may, in its discretion, take markdowns or grant other discounts or deductions. Prices are as marked, and reflect the granted discount.

(E) FEES AND TAXES. Prices displayed through the site do not include taxes, and may not include applicable service, delivery, or other fees, which will be shown at checkout. Sales tax will be charged at checkout where required to be collected by law.

(F) NOT FOR RESALE. You are expressly prohibited from using this site to purchase any product for purposes of resale by you or any other person, and we expressly disclaim all warranties or claims for damages or otherwise, including all direct or consequential damages resulting from your intent to, attempt to, or actual resale of any product purchased from the site.

(G) CHECK OUT. When you check out, your data is transmitted to our third party payment processing company. Commerce, payments, and related processing are handled through Square and other third-party providers. If you use other means of payment (such as Apple Pay), you will be entering your information into those third party services, and you should review those providers' terms of use and privacy policies.

(H) PICKUP; DAYPART AND AVAILABILITY. Products are prepared and made available for pickup based on the pickup time you select, not necessarily the time you place your order. Menu availability is organized by menu category and by daypart, and certain items may only be available during certain times or may sell out. Availability is keyed to your selected pickup time. It is your responsibility to select an accurate pickup time and to pick up your order in a timely manner. We are not responsible for the quality, safety, or condition of any Product that is not picked up promptly at the selected pickup time.

(I) PROMOTION CODES. Only one promotion code may be used on any given order — promotion codes cannot be stacked. Promotion codes cannot be applied to previous purchases and may not be used for the purchase of physical gift cards or e-gift cards. Promotion codes are non-transferable and there is no cash alternative. Promotion codes must be redeemed by the date published, if provided.

(J) PERSONAL DISCOUNT CODES. If you are given a personal, individualized discount code by Company, in Company's sole discretion the discount code is not transferable. The discount cannot be applied to previous purchases or the purchase of physical gift cards or e-gift cards and may not be redeemed for cash. Additionally, the discount code cannot be combined with any other promotion or discount.

(K) LOYALTY PROGRAM.

The following terms apply to the ThoroughFare loyalty program (the "Loyalty Program" or "Program"), if and to the extent offered. By enrolling in or participating in the Program, or by earning or claiming any Program benefit, you ("Member") agree to these terms, which are in addition to and part of this Agreement and the ThoroughFare Privacy Policy. If there is a conflict between these Program terms and any other terms of this Agreement, these Program terms will govern for the Program only.

(1) Eligibility and Enrollment. The Program is open to individuals who create a ThoroughFare Account and meet any eligibility requirements we set. There is a limit of one Program membership per individual, phone number, and email address. Points and benefits are personal to the Member, have no cash value, are not your property, and may not be sold, transferred, assigned, inherited, or bartered. No Program is available where prohibited by law.

(2) Earning Points. Members earn points on qualifying purchases made through the Website or, where applicable, in store, provided the Member is identified at the time of purchase using an approved validation method (such as being signed in to your account, or verifying your phone number). If you are not identified at the time of purchase, you may not earn points for that purchase. Points accrue net of discounts and are calculated before applicable taxes and fees. Points are earned once a purchase has been consummated and, for pickup or in-store purchases, after you take possession. Purchases made through any third-party platform do not earn points. The Company has sole discretion in determining whether a purchase qualifies for points, and may add, modify, or delete qualifying restrictions on products or categories without notice.

(3) Redeeming Points. Points may be redeemed toward eligible purchases as determined by the Company. Points are non-transferable, have no cash value, are not legal tender, and do not give rise to any property or other interest. The Company sets and may change the value and redemption rules for points at any time.

(4) Expiration and Forfeiture. Points may expire after a period of account inactivity as disclosed by the Company. Points earned on a purchase are deducted in the event of a return, refund, chargeback, or other credit. If your account or membership is terminated, suspended, canceled, or otherwise no longer in effect, your points will expire and be forfeited as of the effective date of cancellation, subject to any grace period the Company may grant in its discretion.

(5) Changes and Termination. The Company has sole discretion to modify, add, or delete all or any portion of the Program rules, terms, conditions, and benefits at any time, with or without notice, even if such changes affect the value of points already accumulated. The Company may terminate the Program, terminate any membership, reduce points, or declare benefits forfeited for attempted violation of these terms, attempted fraud, malfeasance, commercial or resale activity, or any other reason deemed justified in the Company's sole discretion, without liability. Detailed and current Program benefits, tiers, fees (if any), and rules will be made available by the Company and are incorporated by reference.

(6) Communications; Taxes. By enrolling, you consent to receive Program communications as described in this Agreement and the ThoroughFare Privacy Policy. You are responsible for any tax liability resulting from participation in the Program or use of any points. Unless otherwise required by law, the Company's aggregate liability in connection with the Program is limited to the amount of points you have earned in accordance with these terms.

(L) GIFT CARDS. If and to the extent ThoroughFare offers gift cards ("Gift Cards"):

BY PURCHASING, ACCEPTING OR USING A GIFT CARD, YOU AGREE TO BE BOUND BY THESE TERMS. DO NOT PURCHASE, USE OR ACCEPT A GIFT CARD IF YOU DO NOT AGREE WITH THESE TERMS.

A Gift Card is a prepaid card that has no monetary value unless activated; does not expire and is valid until redeemed except as required by law; does not have activation, inactivity, or service fees; is not redeemable for cash, returnable, or eligible for a refund, except as required by law; and is not a debit or credit card. Gift Cards, and the underlying balance, will not be replaced or refunded if lost, stolen, or misplaced. Please carefully protect your Gift Card to protect its value. Gift Cards may only be used at ThoroughFare and its locations, and may not be usable through third-party delivery services. The Company may issue or decline to issue Gift Cards, and may cancel any Gift Card, in its sole discretion if it reasonably believes you are misusing the Gift Card program. All decisions made by the Company regarding Gift Cards are final. Gift Cards cannot be redeemed for cash except as required by applicable law. Notwithstanding anything in this Agreement to the contrary, in no event will the Company's total liability to you with regard to Gift Cards exceed an amount greater than the outstanding amount on your legitimately purchased, authorized Gift Card, or $50, unless otherwise permitted by law.

(M) FOOD ALLERGENS. ThoroughFare makes every attempt to identify ingredients that may cause allergic reactions for those with food allergies, and every effort is made to instruct our food production staff on the severity of food allergies. However, there is always a risk of cross-contamination, and manufacturers of the commercial foods we use could change their formulations at any time without notice. Customers concerned with food allergies need to be aware of this risk.

Please be aware that our facilities prepare foods and use ingredients that may contain, or may have come into contact with, common allergens, including nuts or nut oils. If you have any type of food allergy, please exercise caution and refrain from ordering products that may pose a risk to you.

The information we provide regarding ingredients, allergens, and nutrition, including any information surfaced by the AI Concierge, is for general informational purposes only, is not guaranteed, and is not medical advice. Please consult with your medical provider regarding food allergens, allergies, and intolerances.

PLEASE NOTE THAT THERE IS NO WAY FOR THOROUGHFARE TO ENSURE THAT ITS PRODUCTS OR ITS STORES ARE ALLERGEN FREE. CROSS-CONTAMINATION IS ALWAYS A RISK. PLEASE EXERCISE CAUTION WHEN USING OUR SERVICES, PURCHASING OUR PRODUCTS, OR VISITING OUR LOCATIONS.

(N) SUBSTITUTIONS. We do our best to keep our inventory current and up to date. However, when you place an order, we may not be able to fulfill the specific item requested. We will do our best to provide a substitution of a similar product, but that may not be possible. You acknowledge that we will use our reasonable judgment to provide an order substitution, or to not fulfill an out-of-stock item and not charge you. If a substituted item is more expensive, you agree that you may be charged the higher price for the substituted item, subject to your right to review and confirm your order.

(O) RETURNS. Due to the perishable, freshly prepared nature of many of our Products, all sales of prepared food and beverages are final once the order is picked up or fulfilled, except as required by law or where we determine in our sole discretion that a refund or replacement is warranted (for example, an incorrect or defective order). For non-perishable Market items, if you are not pleased with your purchase, you may request a return of an unopened item, along with the accompanying receipt, within the period and subject to the conditions we disclose at the point of sale. The Company reserves, in its sole discretion, the right to refuse any return, including in the event of a customer making too many returns or otherwise taking advantage of the return policy. All decisions related to returns are final.

6. DISCLAIMER OF WARRANTIES

THE WEBSITE, THE AI CONCIERGE, ANY OTHER COMPANY IP ASSETS, THE PRODUCTS, AND ALL CONTENT PROVIDED ON OR THROUGH THE WEBSITE OR IN ASSOCIATION WITH THE PRODUCTS, ARE PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, AND COMPANY EXPLICITLY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.

NEITHER THE COMPANY, ITS AFFILIATES, NOR ANY PERSON ASSOCIATED WITH THE COMPANY OR ITS AFFILIATES MAKES ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE, THE AI CONCIERGE, ANY OF THE COMPANY IP ASSETS OR THEIR CONTENT.

WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY, ITS AFFILIATES, NOR ANYONE ASSOCIATED WITH THE COMPANY OR ITS AFFILIATES REPRESENTS OR WARRANTS THAT THE WEBSITE, THE AI CONCIERGE, OTHER COMPANY IP ASSETS, THE PRODUCTS, OR THEIR CONTENT WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT ANY OF THE WEBSITE OR THE COMPANY SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE, THE AI CONCIERGE, OTHER COMPANY IP ASSETS, THE PRODUCTS, OR THEIR CONTENT WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

7. LIMITATION OF LIABILITY

REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, STATUTE OR OTHERWISE, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, ITS LICENSORS, ITS CONTENT PROVIDERS, OR ANY OF THE COMPANY'S OR ITS AFFILIATES' DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUCCESSORS OR ASSIGNS (HEREINAFTER COLLECTIVELY REFERRED TO AS THE "COMPANY GROUP"), BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, THE AI CONCIERGE, ANY OTHER COMPANY IP ASSETS, THE PRODUCTS, OR THEIR CONTENT, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND WHATSOEVER, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. USE OF THE WEBSITE, THE AI CONCIERGE, OTHER COMPANY IP ASSETS, THE PRODUCTS, AND THEIR CONTENT IS AT YOUR SOLE RISK. NOTWITHSTANDING ANY PROVISION TO THE CONTRARY, THE PARTIES AGREE THAT THE COMPANY'S (AND THE ENTIRE COMPANY GROUP'S) TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF THE FORM OR CAUSE OF ACTION OR THE ALLEGED BASIS OF THE CLAIM, WILL NOT EXCEED THE TOTAL AMOUNT OF PAYMENTS OR OTHER FEES ACTUALLY RECEIVED IN THE PRIOR TWELVE-MONTH PERIOD BY THE COMPANY FROM A USER UNDER THIS AGREEMENT.

INDEMNIFICATION. Each User hereby agrees to defend, indemnify and hold harmless the Company, its affiliates, and their officers, directors, employees, agents, licensors, content providers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) resulting from your violation of this Agreement or your use of the Website, the AI Concierge, any other Company IP Assets, the Products or any content provided therein.

8. ACCESSIBILITY STATEMENT

The Company is committed to providing outstanding service to people with disabilities, and wants everyone to be able to access and use this Website (including without limitation procuring any Products through this Website and the AI Concierge).

We are committed to making our Website as accessible as possible to people with special needs, including those with visual, hearing, cognitive and motor impairments. We are constantly working towards improving the accessibility of our Website to ensure we provide equal access to all of our users. Wherever possible, we follow the principles of universal design and work toward conformance with the Web Content Accessibility Guidelines (WCAG). This is an ongoing commitment.

We welcome feedback on your experience on this site. If you have any accessibility comments or concerns, or if you would like to request any modifications, please let us know at Legal@thoroughfare.com. We will do our best to respond within 3 business days.

9. LINKS TO THIRD-PARTY WEBSITES

This Website may contain links to third-party websites and services, including payment, messaging, and AI service providers. These links are provided for your convenience only. Company has no control over third-party websites and we are not responsible for the content of such websites or the privacy practices of those third-party websites. If you decide to access a third-party website linked from the Website, you do so entirely at your own risk and your use of those sites is subject to those websites' terms and conditions and privacy policies.

10. DISPUTE RESOLUTION

READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND IMPACTS HOW CLAIMS YOU AND THE COMPANY MAY HAVE AGAINST EACH OTHER ARE DETERMINED.

10.1 Governing Law. The laws of the State of Texas, excluding its conflict of laws rules, shall govern this Agreement, the ThoroughFare Privacy Policy, and any other policies of the Company.

10.2 Dispute Resolution. We will work in good faith to resolve any issue you have with the site working in accordance with the stated specifications we provide, if you bring that issue to the attention of our customer service department. However, we realize there may be rare cases where we may not be able to resolve an issue to a customer's satisfaction.

In the interest of resolving disputes between you and ThoroughFare in the most expedient and cost-effective manner, you and ThoroughFare agree that ALL disputes arising out of or related to this Agreement, the ThoroughFare Privacy Policy, and/or your use of the site or any of ThoroughFare's services and products, whether based in tort, statute, fraud, contract, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these terms, will be resolved through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury. Arbitration is more informal than bringing a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and is subject to very limited review by courts. Arbitration allows for more limited discovery than in court; however, we agree to cooperate with each other to agree to reasonable discovery in light of the issues involved and amount of the claim. Arbitrators can award the same damages and relief that a court can award, but in so doing, the arbitrator shall apply substantive law regarding damages as if the matter had been brought in court, including without limitation the law on punitive damages as applied by the United States Supreme Court. This arbitration provision shall survive termination of these Terms of Use and Service and any other contractual relationship between you and ThoroughFare. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND THOROUGHFARE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION.

10.3 Exceptions to Arbitration Agreement. Notwithstanding the paragraph above, nothing in these Terms of Use and Service will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if such an action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.

10.4 Arbitration Process. If you desire to assert a claim against ThoroughFare, and you elect to seek arbitration, you must first send to ThoroughFare, by certified mail, a written Notice of your claim ("Notice"). The Notice to ThoroughFare should be addressed to: ThoroughFare LLC, Attn: Legal, 525 N Magnolia St., Palestine, TX 75801 ("Notice Address"). If ThoroughFare desires to assert a claim against you and elects to seek arbitration, it will send, by certified mail, a written Notice to the most recent address we have on file or otherwise in our records for you. A Notice, whether sent by you or by ThoroughFare, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If ThoroughFare and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or ThoroughFare may commence an arbitration proceeding or file a claim in small claims court. During the arbitration, the amount of any settlement offer made by ThoroughFare or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a form to initiate arbitration from JAMS at www.jamsadr.com. The arbitration will be administered pursuant to JAMS' Comprehensive Arbitration Rules and Procedures or pursuant to JAMS' Streamlined Arbitration Rules and Procedures, as modified by these Terms of Use. The JAMS Rules and Forms are available online at www.jamsadr.com, by calling JAMS at 1-800-352-5267, or by requesting them from us at the Notice Address. The arbitrator is bound by the terms of these Terms of Use. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of these Terms of Use, including this arbitration agreement. Any arbitration hearing will take place at a location to be agreed upon in Travis County, Texas. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. Each party shall pay for its own costs and attorneys' fees, if any.

10.5 No Class Actions. YOU AND THOROUGHFARE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and ThoroughFare agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. If this specific provision is found to be unenforceable, then (a) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms of Use and Service shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be in state or federal courts in Travis County, Texas.

11. TERMINATION OF THIS AGREEMENT

We may terminate this Agreement or terminate or suspend your access to the Website (or any portion, aspect or feature thereof, including without limitation closing or deleting your ThoroughFare Account and any content or information that you have posted in such account), and/or prohibiting you from using or accessing the Website (including without limitation prohibiting any further purchases of any Products through the Website), for any reason (including without limitation your breach of this Agreement or the ThoroughFare Privacy Policy), or for no reason, at any time in our sole discretion, with or without notice to you, effective immediately, which may result in the forfeiture and destruction of all information or other content associated with you and your activities in connection with the Website. In the event of termination for any reason you will still be bound by your obligations under this Agreement, including the representations and warranties made by you, and by the disclaimers and limitations of liability. Additionally, we will not be liable to you or any third party for any termination of your access to the Website.

12. MISCELLANEOUS PROVISIONS

12.1 Entire Agreement; Waiver; Severability. This Agreement constitutes the entire agreement between Company and each User with respect to the subject matter hereof, and supersedes and replaces any prior agreements we might have had between us regarding such subject matter. Company's failure to enforce any right or provision of this Agreement will not be considered a waiver of those rights. If any provision of this Agreement is held to be invalid or unenforceable by a court, the remaining provisions of this Agreement will remain in effect.

12.2 Remedies. User acknowledges that monetary damages may not be a sufficient remedy for unauthorized use of the site or any of the services and therefore User agrees that Company shall be entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by a court or arbitration panel of competent jurisdiction without necessity of posting a bond and without having to plead and prove lack of an adequate remedy at law.

12.3 Attorney Fees. If any suit or action is filed by any party to enforce this Agreement or otherwise with respect to the subject matter of this Agreement, the prevailing party shall be entitled to recover reasonable attorney fees incurred in preparation or in prosecution or defense of such suit or action as fixed by the trial court and, if any appeal is taken from the decision of the trial court, reasonable attorney fees as fixed by the appellate court.

12.4 Binding Effect; No Assignment by User; Permissible Assignment by the Company. This Agreement shall be binding upon and inure to the benefit of each party's respective successors and lawful assigns; provided, however, that User may not assign this Agreement, in whole or in part, without the prior written consent of Company (which it may or may not grant in its discretion). Any purported assignment in violation of this Section shall be void. Company shall have the right to assign this Agreement, or any part of it, in its sole discretion to any party, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law, and all covenants and agreements hereunder shall inure to the benefit of and be enforceable by such successors and assigns.

12.5 Modifications to this Agreement. Company reserves the right, at our discretion and at any time, to make changes to any of the provisions of this Agreement (including without limitation changes to any of the terms, conditions and/or policies that govern the procurement of any Products), the ThoroughFare Privacy Policy, and/or any other Company policies (collectively, "Changes"). All such Changes will take effect immediately upon their posting on the Website. The Company reserves the right to make any and all Changes without providing individualized notice to a User. YOU HEREBY ACKNOWLEDGE AND AGREE THAT ANY ACCESS OR USE OF THIS WEBSITE BY YOU AFTER THE POSTING OF ANY SUCH CHANGES TO THIS AGREEMENT, THE THOROUGHFARE PRIVACY POLICY, OR TO ANY OTHER COMPANY POLICY SHALL CONSTITUTE AND BE DEEMED TO BE YOUR ACCEPTANCE OF ALL SUCH CHANGES. THUS, YOU SHOULD REGULARLY REVIEW AND PRINT THIS AGREEMENT FOR YOUR RECORDS.

12.6 Force Majeure. Under no circumstances will ThoroughFare or its affiliates be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond our reasonable control, or because one or more items or other products may not be available for sale at all times.

13. CONTACT INFORMATION

If you have any questions about the Website or this Agreement in general, please contact us by email at: Legal@thoroughfare.com.

14. MOBILE APPLICATION

ThoroughFare is pleased to offer the ThoroughFare mobile and web applications ("App"). The availability of the App is dependent on the applicable platform from which you download or access apps (each, an "App Store"). You acknowledge that this Agreement is between you and ThoroughFare and not with the App Store. ThoroughFare, not the App Store, is solely responsible for the App. Each App Store and its affiliates may be third-party beneficiaries of this Agreement and may have the right to enforce it. You must comply with the rules and regulations related to each App Store, whether the rules are identified herein or not.

When you access the App through the Apple App Store, you will only use the App on an Apple-branded product that runs Apple iOS, in compliance with Apple's usage terms. You also agree that: (a) this Agreement is concluded between you and ThoroughFare only, and not Apple, and ThoroughFare, not Apple, is solely responsible for the App; (b) Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App; (c) if there is a failure of the App covered by a warranty, Apple's sole responsibility is to refund the amount paid for the App (if any), and as between ThoroughFare and Apple, any other liability rests with ThoroughFare; and (d) Apple is not responsible for addressing any claims related to the App.

Push Notifications. If you use the App, you may receive push notifications sent to you outside or inside the App, which may include alerts, badges, banners and sounds ("Push Notifications"). If you agree to allow Push Notifications, then the App will generate Push Notifications on your device. You may control Push Notifications in your device's settings. Some Push Notifications may be related to your location. Your carrier may charge standard data and other fees for use of Push Notifications. Your carrier may prohibit or restrict certain Push Notifications, and certain Push Notifications may be incompatible with your carrier or device. You may discontinue Push Notifications in your device's settings or by deleting the App. We may collect information related to your use of Push Notifications.

15. SMS/MMS MOBILE MESSAGING TERMS AND CONDITIONS

15.1 Company sends text messages in two categories: (a) transactional messages, including one-time passcodes used to verify your phone number and sign you in, order confirmations, order-status updates, and pickup notifications; and (b) if you opt in, marketing messages (collectively, the "SMS Program"). By providing your mobile phone number and using the Website, you agree to receive the transactional text messages described above, which are a necessary part of phone-first sign-in and ordering. By opting in to marketing messages, you agree to the additional terms in this Section. These SMS terms are limited to the SMS Program and are not intended to modify other terms that may govern the relationship between you and us in other contexts.

15.2 Opt In. The marketing portion of the SMS Program allows Users to receive SMS/MMS mobile messages by affirmatively opting in, such as through online or application-based enrollment. By opting in to marketing messages, you agree to receive autodialed or prerecorded marketing mobile messages at the phone number associated with your opt-in, and you understand that consent to marketing messages is not required to make any purchase from us. Message and data rates may apply. Message frequency varies.

15.3 Opt Out. If you no longer wish to receive marketing messages, you may reply STOP, END, CANCEL, UNSUBSCRIBE, or QUIT to any marketing message from us to opt out. You may receive an additional message confirming your decision to opt out. You understand and agree that these are the only reasonable methods of opting out, and that our platform may not recognize requests that alter or add to these keyword commands. Opting out of marketing messages does not opt you out of transactional messages, including one-time passcodes needed to sign in and order.

15.4 Program Description. Users who opt in to marketing messages can expect to receive messages concerning the marketing, promotion, payment, delivery and sale of products, services, and events, which may include checkout or cart reminders.

15.5 Cost and Frequency. Message and data rates may apply. You agree to receive messages periodically at our discretion, and message frequency will vary. The SMS Program involves recurring messages.

15.6 Support. For support regarding the SMS Program, text "HELP" to the number you received messages from or email us at Legal@thoroughfare.com. Please note that email is not an acceptable method of opting out; opt-outs must be submitted as set forth above.

15.7 MMS Disclosure. The SMS Program will send SMS messages if your mobile device does not support MMS messaging.

15.8 Disclaimer. The SMS Program is offered on an "as-is" basis and may not be available in all areas at all times and may not continue to work in the event of product, software, coverage or other changes made by your wireless carrier. We will not be liable for any delays or failures in the receipt of any mobile messages connected with this SMS Program. Delivery of mobile messages is subject to effective transmission from your wireless service provider/network operator and is outside of our control. Carriers are not liable for delayed or undelivered mobile messages.

15.9 Participant Requirements. You must have a wireless device capable of two-way messaging, be using a participating wireless carrier, and be a wireless service subscriber with text messaging service. Not all providers carry the necessary service to participate.

16. DMCA

ThoroughFare complies with the Digital Millennium Copyright Act ("DMCA"). Any notices given pursuant to the DMCA shall be given to ThoroughFare's designated agent via email at Legal@thoroughfare.com or via registered U.S. mail sent return receipt to: DMCA Compliance Agent, ThoroughFare LLC, 525 N Magnolia St., Palestine, TX 75801.