Gofer Terms and Conditions

Dishefs – Gofer Terms of Use and 

Independent Contractor Agreement

These Terms and Conditions (“Terms”) govern your use of the Dishefs Gofer Application (“Gofer App”), platform, and affiliated content, which are copyrighted works belonging or licensed to Dishefs LLC, a Delaware corporation (“Dishefs”), as a personal buyer or delivery provider or if you provide those services by using the Gofer App in the course of your employment.  

By your provision of any personal shopping and/or delivery services using the Gofer App (described below), you acknowledge that you are subject to the terms of this agreement.  You acknowledge that you are an Independent Contractor to Dishefs, including its subsidiaries or affiliates.  If you are using the Gofer App in the course of your employment, the provision of any personal shopping and/or delivery services is also subject to your employment or independent contractor agreement, if any, and/or your employer’s agreement with Dishefs, including its subsidiaries or affiliates.  IF YOU DO NOT AGREE TO THESE TERMS OF USE, PLEASE DO NOT USE THE GOFER APP.  THE TERMS OF USE CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND DISHEFS.  

You acknowledge that: (ii) you are responsible for and will comply with all applicable laws and registration requirements, including those applicable to independent contractors and maximum working hours regulations; (iii) these Terms do not create an association, joint venture, partnership, franchise, or employer/employee relationship between you and Dishefs, or you and a Customer or Merchant; (iv) you will not represent yourself as an employee or agent of Dishefs or any Merchant; (v) you will not be entitled to any of the benefits that Dishefs may make available to its employees, such as vacation pay, sick leave, and insurance programs, including group health insurance or retirement benefits; and (vi) you are not eligible to recover contributor's compensation benefits in the event of injury.

For purposes of this document, you will be referred to as "Gofer" whether or not you are an independent contractor to Dishefs or use the Gofer App in the course of your employment.  If you use the Gofer App in the course of your employment, the terms of your Employment or Independent Contractor Agreement, if any, with that employer govern your relationship with your employer and these Terms of Use govern your use of the Gofer App.  

By using the Gofer App, you represent and warrant that you have read, understand, and agree to be bound by the Terms, that you are of legal age in the jurisdiction in which you reside to form a binding contract, and acknowledge and agree to the collection, use, and disclosure of your personal information in accordance with Dishefs’ Privacy Policy. 

You acknowledge that you fully understand and will comply with the regulations governing your operations in your specific state, municipality or locality, including such specific state, municipality or locality in which you operate, shop for or deliver Items or Services (which may or may not be the same state, municipality, or locality in which you reside, your employer is located, a Merchant operates its base or a Customer is located).  You acknowledge that you accept the responsibility to know, understand, follow, and comply with any government regulations governing your use of the Gofer App to provide the shopping and/or delivery services. 

Dishefs reserves the right to use secret shoppers to assess whether you are in compliance with your responsibilities under your agreement with Dishefs.  

1. DEFINITIONS 

The “Gofer App” shall mean the software provided by Dishefs, to be used on Apple iOS and Android OS devices and any upgrades from time to time and any other software or documentation which enables the use of the Gofer App.  The Gofer App allows you to submit your information to sign up to provide services through the Dishefs Platform and to receive information to enable your performance of “Services” which shall mean personal shopping and/or delivery services through the Dishefs Platform pursuant to the Agreement. 

The “Dishefs Platform” is Dishefs’ technology that provides a communications and logistics platform enabling consumers who seek services from sources in their area to be matched with individuals or third party providers interested in providing those services. 

“Device” shall mean a mobile device capable of running the Gofer App. 

2. SERVICES

You understand and agree that Dishefs provides a technology platform connecting providers of products and services offered through the Dishefs Services (“Merchants”) with independent third-party contractors who provide shopping and/or delivery services (“Gofers”) through the Gofer App.  A Gofer's association with Merchants is solely at the discretion of Gofers and Merchants and such associations are set up within the app.  By selecting specific Merchants within the app, Gofers acknowledge that they are of legal age in the jurisdiction in which they reside and/or do business, to form a binding contract.  Further, by selecting Merchants with which to associate, Gofers agree and acknowledge that they will at all times conduct themselves and any transactions with Merchants with professionalism and courtesy.  

Gofers use the Gofer App to:  

1. Connect with Customers to provide delivery services for their purchases of Restaurant Items (which are defined as foods and beverages that are typically sold by restaurants or personal chefs in a form intended for immediate consumption) from Merchant to Customer; 
2. Connect with Customers to provide delivery services for their purchases of Catering Service Items (which are defined as food and beverage orders that are typically intended to be sold by restaurants or personal chefs in a form intended to be prepared in bulk based on a certain number of people or number of plates for consumption) from Merchant to Customer; 
3. Connect with Customers who wish to place orders for Items to be shopped for at Merchants such as grocery stores, pharmacies/convenience stores, farmers' markets, or other specialty markets and deliver those Items from Merchant to Customer.  Shopping service includes selecting items per Customer's order and coordinating with Customer through the Gofer App for any substitute items.  
4. Connect with Non-Profit Organizations to provide pick up of surplus food from donor Merchants such as restaurants, personal chefs, caterers, grocery stores, pharmacies/convenience stores, or farmers' markets for delivery to Non-Profit organizations.  

You acknowledge and agree that Dishefs does not itself prepare, serve, or select food or other Items, rent space, provide reservation services, offer delivery services, or provide any of the other services offered by Merchants through the Dishefs Platform and has no responsibility or liability for the acts or omissions of any Merchant or any Gofer. Dishefs is not in the delivery business nor is it a common carrier.  

You agree that once a Gofer has selected or picked up food or other Items, that title to the goods passes from the Merchant to the Customer at the Merchant's location, and that you are directed by Customer's instructions to transport the products to the designated delivery location and deliver them according to Customers' instructions (side door, front desk, no contact, etc.). You acknowledge that neither you nor Dishefs holds title to or acquires any ownership interest in any goods that Customers order through the Services.

To encourage return use of our services, Dishefs may also help facilitate the resolution of disputes between Gofers and Customers or Gofers and Merchants, but Dishefs has no control over and does not guarantee (a) the existence, quality, safety, authenticity, or legality of any food or service offered or sold through Dishefs; (b) the truth or accuracy of a Merchant's content or listings on the Dishefs app; (c) the ability of a Merchant to sell any food or service and of Gofer to deliver Meals within required delivery windows; or (d) that a Gofer, User, or Merchant will actually complete a transaction, effectuate trouble-free delivery and shipping, or return items as facilitated by Dishefs.  Dishefs reserves the right to delay the completion of any transaction for a reasonable period of time for purposes of fraud detection and otherwise protecting Dishefs, its Users, and Gofers from illegal or wrongful activities or other violations of these Terms of Use.

Dishefs reserves the right to change this Agreement at any time in its sole discretion. If we make any changes to our Terms of Use, we will post a new policy on the Site and update the “last updated” date set forth above. You should check these Terms of Use each time you visit our Site for any changes. By continuing to use the site after any changes to these Terms of Use, you indicate your agreement to and acceptance of those changes.

3. PROPRIETARY RIGHTS AND LICENSES 

All trademarks, copyright, database rights, patent, and other intellectual property rights of any nature in the Gofer App together with the underlying software code, its affiliated content (which may be accessed outside of the Gofer App on Dishefs-controlled webpages), and any and all rights in, or derived from the Gofer App or the Dishefs Platform are proprietary and owned either directly by Dishefs or by Dishefs' licensors and is protected by applicable intellectual property and other laws. You agree that you will not use such proprietary information or materials in any way whatsoever except for use of the Gofer App in compliance with these Terms and the Agreement. No portion of the Gofer App may be reproduced in any form or by any means, except as expressly permitted in these Terms. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Gofer App in any manner, and you shall not exploit the Gofer App in any unauthorized way whatsoever, including, but not limited to, by trespass or burdening network capacity.  

Dishefs hereby grants you a non-exclusive, non-transferable, non-sublicensable, worldwide, and perpetual revocable license to use the Gofer App for your lawful use in accordance with these Terms and the Agreement on your Device. Dishefs retains all rights, title, and interest in and to the Gofer App, the Dishefs Platform, and its other intellectual property. This license starts on the date that you accept these Terms and install or otherwise use the Gofer App. The license ends on the earlier date of your disposal of the Gofer App or Dishefs' termination of the license in accordance with these Terms.   

The Gofer App may request from you any feedback, including but not limited to product or retailer information, or images of receipts or products (“Feedback”). You agree that such Feedback shall be the exclusive property of Dishefs and that you will sign all documents necessary to confirm or perfect the exclusive ownership of Dishefs to the Feedback. You further agree not to enforce, and otherwise waive to the fullest extent legally possible any moral rights that you may have now or in the future in respect of the Feedback and, to the extent Dishefs is not recognized as the owner of Feedback, you agree to grant Dishefs a worldwide, perpetual, irrevocable, royalty-free, fee-free, fully transferable and sub-licensable license to use, exploit, or modify the Feedback in any way and for any purpose without payment to you. 

Dishefs will make available to Gofer, for purchase, Dishefs-logoed t-shirts, accessories, bags and other merchandise.  Gofers are not required, at any time, to use such logoed merchandise and wearing or using such merchandise does not imply and should not be construed to mean that the person wearing it is in any way considered to have an employer/employee relationship with Dishefs.  Further, no person wearing or using the merchandise will represent themselves as an employee or agent of Dishefs or any Merchant, and will make no statements purporting to bind or commit Dishefs or any Merchant to any conditions or agreements.  If you use the Gofer App in the course of your employment and your employer provides you such logoed merchandise, these same terms apply.  

4. CONDITIONS OF USE/CONDUCT IN CONNECTION WITH USE OF THE APP

When you sign up to be a user of the Gofer App, your information will be used to create an account. You may not sign up more than once.  You will take all reasonable steps to protect your log in details and keep them secret, including any access codes that may be sent to access your account. You are responsible for all activities performed using the Gofer App whether the access is authorized by you or not. 

You may use the Gofer App in accordance with the following conditions: 

1. You will comply with the terms of service of the relevant digital storefront where you obtained the Gofer App, including but not limited to, the Apple iOS App Store and the Google Play Store, in accordance with any applicable third party terms of agreement using the Gofer App, and per any applicable law, rule, and regulation. 
2. You may only use the Gofer App in countries and territories where Dishefs' services are available to customers. 
3. You must provide Dishefs information that is true, accurate, and complete at all times and make updates to your profile information in a timely manner.  You may not impersonate any other person in your use of the Gofer App or the Dishefs Platform or post another person’s personal information, data, content, or materials through the Gofer App or the Dishefs Platform without the person’s consent. 
4. You may not rent, lease, sell, transfer, redistribute, or sublicense the Gofer App or any information gathered using it.
5. You may not use the Gofer App or any information gathered using it to request, make or accept that a service or delivery be made independent of the Service, or to in any way circumvent fees that would otherwise apply to such transaction.
6. You may not use or promote the use of any form of modifications, exploits, or other unauthorized means to interfere with, or gain undue advantage in your use of the Dishefs Platform. 
7. You may not attempt to disrupt or burden the normal operation of the Dishefs Platform, or any of Dishefs' infrastructure or any of Dishefs' other business activities. 
8. You may not make any automated use of the Gofer App or the Dishefs Platform or gain any other unauthorized access therewith. 
9. You may not attempt to decompile, reverse engineer, disassemble, hack, defeat, or overcome any of Dishefs' software, encryption technologies, or security measures or data transmitted, processed or stored by Dishefs. 
10. You may not engage in any activities that violate the Telephone Consumer Protection Act, 47 U.S.C. § 227 et seq., and its regulations at 47 C.F.R. § 64.1200; the Do-Not-Call Implementation Act, 15 U.S.C. § 6101 et seq.; or any similar anti-spam, data protection, or privacy legislation in any jurisdiction, including uploading, distributing, publishing or making available any unsolicited or unauthorized promotions, advertising or solicitations for funds, goods or services, including junk mail, spam and chain letters.  
11. You will not use the Gofer App to further or promote any criminal activity or enterprise, including uploading or transmitting any material that would constitute or encourage a criminal offense, violate the rights of any party or that would otherwise create liability or violate any local, state, national or international law.
12. You may not obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.
13. You will not use another Gofer's account, impersonate any person or entity, or forge or manipulate information or data to disguise the origin of any content transmitted through the Dishefs site, or to misrepresent your identity or affiliation with a person or entity, nor will you allow another person to impersonate you in your use of the Gofer App or the Dishefs Platform or in the performance of shopping, delivery, or any other services.
14. You will not upload, post, email, transmit, distribute or otherwise publish any message, information, text or other material that may be considered to be unlawful, harmful, libelous, tortious, defamatory, obscene, vulgar, pornographic, indecent, lewd, harassing, threatening, invasive of privacy (including private, family, and home life) or publicity rights, abusive, inflammatory, hateful or racially, or ethnically motivated, a reference to illegal activity or otherwise objectionable, including as regards sexual orientation or gender identity.
15. You will not upload, email, transmit or otherwise make available any material that might infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party.
16. You will not up load anything that may harm minors nor solicit personal information from anyone under the age of 18, or otherwise attempt to violate the terms of the Privacy Policy or Dishefs' commitment to the protection of children's privacy and safety on the internet.
17. You will not upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
18. You will not in any way avoid or use deceit to avoid fulfillment of commitments you make to other Users, Customers, or Merchants and will communicate clearly and respectfully, provide or accept items or services at the agreed time, and only utilize the third party payment service provider specified or approved to make or receive payment through the Dishefs Marketplace.
19. You do not have any motivation, status, or interest that the Company may reasonably wish to know about in connection with the Dishefs Marketplace, including without limitation, if you are using or will or intend to use the Dishefs Marketplace for any journalistic, academic, investigative, or unlawful purpose.
20. You will not attempt to undertake or engage in any of the foregoing.
21. You will act in accordance with all applicable local, state and federal laws and regulations and in good faith when using or accessing the Dishefs Marketplace, including when packaging, delivering, providing or receiving food or other items.
22. You will provide valid identification to prove you are of legal age to make restricted purchases and/or deliver age-restricted items through Dishefs, such as for alcoholic beverages.  You will not provide false identification or misrepresent your age or legal right to make purchases through the Dishefs services, such as purchasing alcohol with the intent that it will be consumed by or offered to persons who are not of a legal age to purchase or consume it.
23. You will require Customers to sign an acknowledgement confirming legal acceptance at the time of delivery of any restricted purchases, such as alcoholic beverages.  If you cannot verify the age or identity of the Customer, if the Customer appears intoxicated, or if, at your discretion, the situation is otherwise unsafe or inappropriate (for example, Customer is of legal age but appears to be in the company of underage persons), you may refuse to release ordered alcohol into Customer's possession.  You will use good faith judgments in making these determinations, keeping laws and regulations, and the health and safety of the Customer in mind, but acting with respect and candor at all times.  Alcohol cannot be left unattended (contactless delivery is not available for alcohol orders).  Note that at no time will sales of tobacco or related products containing nicotine be offered for sale through the Dishefs App.  
24. You will verify order details and pick up the correct order and/or grocery, pharmacy, or convenience store items, and in the case of shopping, confer with Customer regarding any replacement items.  Under no circumstances will Dishefs be responsible for missing or incorrect items or orders.  To maintain quality control, Dishefs will conduct random audits on Gofers' performance and success rates. Based on a Gofer's customer ratings, history, and overall performance Dishefs may, at its sole discretion, pay additional bonuses or discontinue a Gofer's use of the Gofer App.  
25. You acknowledge that you will respond in a timely manner to proposed orders presented to you per the settings you have chosen in the Gofer App for accepting orders.  If you do not, the Gofer App will, following proprietary algorithms, assign the orders to other Gofers.  In some cases, proposed orders may be broadcast to all Gofers and assigned to the Gofer who responds first.  
26. You acknowledge and agree that, whether in fulfilling a grocery/pharmacy/convenience store order, restaurant or personal chef order, or pre-scheduled order, you will comply with all local rules and regulations but once an order has been accepted, will make all attempts to deliver the order in the expected delivery window.  In situations where delay is unavoidable, such as vehicle breakdown or accident, or sudden unforeseeable police order, weather or civil disturbance, or as a result of a verifiable circumstance of misdirection being provided by Google Maps, Gofers will immediately inform Dishefs about the delay or interruptions in the order and comply with the instructions provided, which may include contacting Merchant and/or Customer.  
27. You acknowledge that you will make all attempts to deliver orders per the customer's direction but if you are unable to locate Customer or encounter some other impediment to delivery, you will contact Dishefs as soon as possible for guidance on how to proceed, including what to do with undelivered items.  You acknowledge and agree that Dishefs may monitor your location through the Gofer App to verify your location and possibly guide you to the delivery point.  Options for completing the transaction may include, but are not limited to (i) being directed to deliver the items with Dishefs' guidance to the Customer's or an alternate location, (ii) returning items to the Merchant, and/or (iii) discarding perishable items and returning, disposing of, or otherwise handling non-perishable items.  You acknowledge and agree that you will comply with the remedy Dishefs provides and that such remedy is at Dishefs' sole discretion.  
28. You may reserve the right to refuse to accept any Item from a Merchant in your sole discretion.  

All Gofers are required to have available a mobile device ("Device") for use in connection with the Gofer App, whether their own property or provided for their use in the course of their employment.  Gofer agrees:

1. That such Device will be capable of downloading and using all features of the latest version of the Gofer App;
2. That Gofer will update the Gofer App as required;
3. That such Device will also have installed and be capable of efficiently running Google Maps, which will be used for navigation; 
4. That any of Gofer's wireless service carrier's standard charges, data rates, and other fees may apply to its use of the Gofer App and will not be the responsibility of Dishefs; 
5. That we may communicate with you regarding Dishefs and other entities by SMS, MMS, text message or other electronic means to the Device and that certain information about your usage of the Gofer App may be communicated to us; 
6. That Gofer, in the event they change or deactivate their mobile telephone number, agrees to promptly update any Dishefs account information to ensure that messages are not misdirected; and 
7. Gofer acknowledges and agrees that their use of the Gofer App must be in accordance with the usage rules established by its mobile device platform or service provider.

You acknowledge that Dishefs may establish general practices and limits concerning use of the Gofer App. You agree that Dishefs has no responsibility or liability for the deletion or failure to store any data or other content maintained or transmitted by the Gofer App. You acknowledge that Dishefs reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Dishefs reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

Dishefs reserves the right at all times to disclose any information that Dishefs deems necessary, in its sole discretion, to satisfy any applicable law, regulation, legal process, or governmental request.  

If Dishefs believes, for any reason, that any attempt is made to use the Dishefs services or the Gofer App in any manner that is intended to defraud or is otherwise unlawful, we may suspend you from using Dishefs services of any kind.  

Your use of Dishefs' software in connection with Dishefs' services and the transmission of applicable data, if any, is subject to United States export controls. You may not download, or otherwise export or re-export, any portion of the software used in Dishefs' application in violation of U.S. export laws. Downloading the Dishefs software is at your sole risk. You agree to comply with all local rules and laws regarding your use of the Dishefs service, including regarding online conduct and acceptable content.

In any communications through the Gofer App with Customers, Merchants, or others, you acknowledge your agreement that you will act responsibly, treat others with respect and refrain from using any offensive language, profanity, or abusive, racist, or hate language, discriminatory references based on religion, race, gender, gender identity, national origin, age, marital status, sexual orientation, or disability, or references to illegal activity.  

Dishefs' failure to monitor or enforce a provision of these Terms does not constitute a waiver of its rights under the Terms nor does it constitute a waiver of Dishefs' right to enforce that provision, any other provision, or these Terms as a whole, in the future.

5. DISCLAIMER AND LIMITATION OF LIABILITY 

The Gofer App and Dishefs Platform are provided "as is" and "as available."  To the maximum extent permitted by applicable law, Dishefs disclaims all representations, conditions, and warranties, express, legal, implied, or statutory, including the implied warranties or conditions of merchantability, quality, fitness for a particular purpose, durability, title, and non-infringement. In addition, to the maximum extent permitted by applicable law, Dishefs makes no representation, warranty, condition, or guarantee regarding the reliability, timeliness, quality, suitability, or availability of the Gofer App or Dishefs Platform, or that the Gofer App or Dishefs Platform will be uninterrupted or error-free. 

Dishefs shall not be liable for damages of any type, whether direct or indirect, arising out of or in any way related to the Gofer App or Dishefs Platform, including but not limited to, damages allegedly arising from mistakes, omissions, interruptions, delays, defects and/or errors in transmitting, receiving, originating, terminating, and/or delivering information regarding the services. Dishefs shall not be liable under any circumstances for any special, consequential, incidental, exemplary or punitive damages, or loss of profit or revenues, even if Dishefs has been specifically advised of the possibility of such damages. Dishefs is not liable under any circumstances for damages arising out of or related in any way to your use of, your inability to access, or your difficult in accessing, the Dishefs Platform through the Gofer App. Dishefs is not liable for any charges you may incur in using the Gofer App. Dishefs shall not be liable under any circumstances for damages arising out of or in any way related to products, services, and/or information offered or provided by third-party vendors and accessed through the Gofer App or by any other means. Dishefs specifically disclaims any liability of any kind for costs or damages arising out of private or governmental legal actions related to your use of any of the Gofer App or Dishefs Platform in any country. 

Dishefs does not maintain insurance for liabilities that may arise from your use of the Gofer App or performing services through it.  All Gofers will maintain at all times the insurance coverages mandated below or by the terms of their employment and/or local laws and regulations.  

Gofers will maintain Automobile Liability insurance with limits of $50,000 ($____________) per person/_____________________ ($60,000) per accident for bodily injury or property damage arising out of the ownership, maintenance or use of owned, hired, and non-owned vehicles used in performing Gofer delivery services. Add Dishefs as Additional Insured in the policies. All policies will be written by reputable insurance companies.  Such insurance will not be cancelled or materially reduced without thirty (30) days’ prior written notice to Dishefs.  Upon Dishefs' request, Gofers will provide evidence of the insurance required herein. In no event will the limits of any policy be considered as limiting the liability of Gofers under this Agreement.

6. FEES

If you are independently contracted to Dishefs, the basics of the fee structures are as follows:  

Restaurant/Personal Chef Merchant Delivery:

Flat Fee and/or Percentage of Sale. 

Shopping and Delivery (Grocery, Pharmacy/Convenience Store, Farmers' Market or other Specialty Market Merchant):

Flat Fee and/or Percentage of Fee Paid by Customer, extra fees may apply such as for overweight items.  

The above information is intended to be a summarization.  Gofers may see different delivery fees for the same route depending on peak hours and routes where surcharge fees are applicable.  All delivery rates, including any surcharge schedule rates are set by Dishefs and are completely under Dishefs' control.  Please carefully review the Fee Policy found at https://Dishefs.com/fee-policy/gofers regarding your specific fees.  

If you are using the Gofer App in the course of your employment, all fees paid to you will be in accordance with your employment agreement or independent contractor agreement with your employer, if any.  In no event will Dishefs we responsible for payment directly to you if you are using the Gofer App in the course of your employment.  

Dishefs has no control over Customers paying gratuities and cannot guarantee a minimum amount will be provided by Customers.  Dishefs' User Application encourages and reminds Customers to include gratuities, but including them is at Customer's discretion.  From time to time, Dishefs may offer promotions which offer guaranteed minimum gratuities to Gofers for each order.  If you use the Gofer App in the course of your employment, participating in such promotions may be at the discretion of your employer.  

In the event that a shopping or delivery service contracted for cannot be completed for sudden, unforeseen reasons out of the control of Merchant or Gofer, such as power outage, weather, or police or civil disturbance, no fees will be paid for uncompleted transactions.  This exception will not apply to any circumstance within the control of the Merchant or Gofer.  

7. INDEMNITY

7.1 Indemnified Claims

Each Party ("Indemnifying Party") will indemnify, defend and hold harmless the other, its affiliates and respective directors, officers, employees and agents (the "Indemnified Party") from and against any and all claims, damages, liabilities, causes of action, and losses (including reasonable attorneys' fees) (collectively, "Losses") with respect to any third-party claim arising out of or related to: (i) the negligence or willful misconduct of the Indemnifying Party or its employees or agents in their performance of this Agreement; (ii) any claims that, if true, would be a breach of any of the Indemnifying Party’s representations, warranties or covenants in this Agreement; or (iii) any claims that the Marks provided by the Indemnifying Party infringe a third party’s intellectual property rights, to the extent the Indemnified Party used such Marks in accordance with the manner approved by the Indemnifying Party. In addition, you will indemnify, defend and hold harmless the Dishefs Indemnified Parties from and against any and all Losses with respect to any third-party claim arising out of or related to Gofer's violation or alleged violation of any applicable retail food or other health and safety code, rule or regulation to the extent such harm was directly caused by the gross negligence or willful misconduct of Dishefs or its employees or agents.

7.2 Procedure

We will provide you with a prompt written notice of any potential claim subject to indemnification hereunder. You will assume the defense of the claim through counsel you designate, however, such counsel must be reasonably acceptable to the Indemnified Party. You will not settle or compromise any claim, or consent to the entry of any judgment, without written consent of the Indemnified Party, which will not be unreasonably withheld. The Indemnified Party will reasonably cooperate with the Indemnifying Party in the defense of a claim, at Indemnifying Party’s expense.

8. DISPUTE RESOLUTION AND ARBITRATION

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS

8.1 Arbitration

Any dispute, whether contractual or otherwise, arising out of or in connection with this Agreement or these dispute resolution procedures, including any question regarding its existence, performance, validity, or termination, will be referred to and resolved by arbitration administered by JAMS in accordance with its Comprehensive Arbitration Rules and Procedures (the "JAMS Rules"), which are deemed to be incorporated by reference into this clause. The parties agree that the arbitrator ("Arbitrator"), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Agreement, including any claim that all or any part of this Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether this Agreement is unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. In the event of a dispute, controversy or claim arising out of or relating in any way to this Agreement, the complaining party shall notify the other party in writing thereof. Within thirty (30) days of such notice, representatives of both parties shall attempt to resolve the dispute in good faith. Should the dispute not be resolved within thirty (30) days after such notice, the complaining party shall seek remedies exclusively through arbitration. Furthermore, the parties agree: 

1. The Arbitrator’s award will be final and binding and judgment on the award rendered by the Arbitrator may be entered in any court having jurisdiction thereof, provided that any award may be confirmed in a court of competent jurisdiction. 
2. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the JAMS Rules. 
3. The seat, or legal place, of arbitration will be Waxhaw, North Carolina, USA or the JAMS location closest to the complaining party’s place of business. 
4. The language to be used in the arbitral proceedings will be English. 
5. The arbitral tribunal will be composed of a sole arbitrator, which shall be nominated and appointed by JAMS in accordance with the JAMS Rules. 
6. To the extent permitted by applicable law, the parties agree to keep all materials related to the dispute, including the existence of the dispute itself, content of the arbitration, and all the submissions by the parties in the arbitration and awards rendered by the arbitral tribunal, confidential.
7. This agreement to arbitrate will not preclude the parties from seeking provisional remedies from a court of competent jurisdiction. The parties each retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.
8. Neither party may bring any class, collective, or representative action against the other party, and will preclude a party from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against the other party by someone else.
9. Each party shall pay its own proportionate share of Arbitrator fees and expenses plus any expenses of JAMS. The Arbitrator shall be entitled to award the foregoing arbitration and administrative fees and expenses as damages in his/her discretion.
10. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
11. Notwithstanding any choice of law or other provision in this Agreement, the parties agree and acknowledge that this Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. ("FAA"), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and JAMS Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and JAMS Rules are found to not apply to any issue that arises under this Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the State of North Carolina.

8.2 Termination

You agree that Dishefs, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if Dishefs believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. Dishefs may also, in its sole discretion and at any time, discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of the Terms of Service may be effected without prior notice, and acknowledge and agree that Dishefs may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Dishefs will not be liable to you or any third party for any termination of your access to the Service.

8.3 User Disputes

You agree that you are solely responsible for your interactions with any other user in connection with the Service and Dishefs will have no liability or responsibility with respect thereto. Dishefs reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service.

9. General

9.1 Entire Agreement.

These Terms of Service constitute the entire agreement between you and Dishefs and govern your use of the Service, superseding any prior agreements between you and Dishefs with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content or third-party software. 

9.2 Governing Law

These Terms of Service will be governed by the laws of the State of North Carolina without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Dishefs agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Union County, North Carolina. 

9.3 Severability

The failure of Dishefs to exercise or enforce, at any time or for any period of time, any right or provision or option of these Terms of Service, or the failure of either part to exercise any option herein, will not constitute a waiver of such right or provision or option. 

If any provision of these Terms of Service is found by a court of competent jurisdiction or ruling of an arbitrator to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. 

9.4 Time to File

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within sixty (60) days after such claim or cause of action arose, and in no event more than sixty (60) days after the termination of the governing Agreement, or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.  

9.5 Assignment

Gofer may not assign this Terms of Service.  Dishefs may assign or transfer this Terms of Service, in whole or in part, without restriction.  

9.6 Section Titles

The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. 

9.7 Notice

Notices to you may be made via either email, regular mail, or nationally-recognized overnight courier service. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service.

9.8 Your Privacy 

At Dishefs, we respect the privacy of our users. For details, please see our Privacy Policy located at https://www.Dishefs.com/privacy. By using the Service, you consent to our collection and use of personal data as outlined therein.

9.9 Waiver of Jury Trial

Each party hereby waives to the fullest extent permitted by applicable law, any right it may have to a trial by jury of any arbitrable claim under this Agreement and in connection with the enforcement of an arbitral award rendered pursuant to this agreement. Each party:

1. certifies that no representatives, agent or attorney of any other party has represented, expressly or otherwise, that such other party would not, in the event of such litigation, seek to enforce the foregoing waiver; and 

1. acknowledges that it and the other party hereto have been induced to enter into this Agreement.

10. DIVERSITY AND INCLUSION

A Dishefs Merchant, Customer, or Gofer may not, under any circumstances, refuse to serve, discourage dealings with, or alter the terms and conditions, pricing, or limitations of any of its dealings with any other party, including any customer, employee, contractor or other individual based on any of the following factors:

Race

Color

Ethnicity

National Origin

Religion

Sexual Orientation

Gender Identity

Marital Status

Pregnancy

Age (except in limited circumstances where prescribed by local laws or regulations or in the case of programs that may target beneficial services for specific participant groups, as agreed upon between Dishefs and Merchant)

Disability (except in limited circumstances where prescribed by local laws or regulations)

Dishefs considers the gender of individuals to be what they identify and/or designate on their profiles, and we expect the Dishefs community to do the same. This includes respecting the pronouns (he/him, she/her, they/them, etc.) with which any users within the community identify themselves. 

Gofer acknowledges and agrees that upon Dishefs' receipt of evidence of Gofer's discrimination under any of these categories, Dishefs will have the right to immediately terminate this Agreement following notice to Gofer.

11. ADDITIONAL TERMS

The territory of this Agreement is the United States ("Territory"), and all payments issued under this Agreement must be in U.S. Dollars. 

Gofer agrees to receive calls, SMS messages and other communications, including those made available by auto-dialer, sent by or on behalf of Dishefs or its affiliates. 

In this Agreement, "including" means "including, without limitation," and examples are illustrative and not the sole examples of a particular concept. 

Any delay in or failure by either party in the performance of this Agreement will be excused if and to the extent such delay or failure is caused by occurrences beyond the control of the affected party including decrees or restraints of Government, acts of God, strikes, work stoppage or other labor disturbances, war or sabotage (each being a "Force Majeure Event").  The affected party will promptly notify the other party upon becoming aware that any Force Majeure has occurred or is likely to occur and will use commercially reasonable efforts to minimize any resulting delay in or interference with the performance of its obligations under this Agreement. 

Nothing in this Agreement will be deemed to create any joint venture, joint enterprise, or agency relationship among the parties (except as otherwise expressly set forth above), and no party will have the right to enter into contracts on behalf of, to legally bind, to incur debt on behalf of, or to otherwise incur any liability or obligation on behalf of, the other party hereto, in the absence of a separate writing, executed by an authorized representative of the other party. 

Each party will be solely responsible for its employees and contractors used in connection with such party’s performance obligations under this Agreement. 

This Agreement contains the full and complete understanding and agreement between the parties relating to the subject matter hereof and supersedes all prior and contemporary understandings and agreements, whether oral or written, relating to such subject matter hereof. 

This Agreement may be executed in one or more counterparts and by exchange of electronically signed counterparts transmitted by pdf format, each of which will be deemed an original and all of which, when taken together, will constitute one and the same original instrument.

12. CHANGES AND UPDATES 

Dishefs may make changes to these Terms from time to time. When Dishefs does so, Dishefs will post the most current version of the Terms and, if a revision to the Terms is material, Dishefs will attempt to notify you of the new Terms (for example, by email or a notification on the Gofer App). Changes to these terms will not apply retroactively. If you do not agree to the modified terms, you should discontinue your use of the Gofer App and your continued use will be an indication of your acceptance of the changes.   

You acknowledge that, Dishefs may, at its sole discretion, provide updates and changes to the Gofer App and Dishefs Platform and that it is your responsibility to update the Gofer App when updates are available. Dishefs is not liable for any loss that you may suffer as a result of your failure to update. 

13. CONTACT INFORMATION 

If you have questions about signing up or performing your Services as a Gofer, please review our Help Center located at https://dishefs.com/faq-page (click on Gofers) or contact Dishefs at 980-477-5874 

If you have any questions about these Terms, you may contact support@Dishefs.com.