Terms of Service

Please read carefully. These Terms contain a binding arbitration provision and class-action waiver (Section 22) that affect your legal rights, and limits on our liability (Section 14). If you do not agree, do not use the Service.

1. The agreement

These Terms of Service (“Terms”) form a binding contract between you (“Customer”, “you”) and DineFlow.AI Ltd, including its affiliates (“DineFlow”, “we”, “us”, “our”). By signing up for, accessing, or using the DineFlow dashboard, voice and chat AI, embeddable widget, APIs, or any related product (collectively the “Service”), you agree to these Terms.

If you accept these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not have that authority, you must not access or use the Service.

Some Service features (voice telephony, payment processing, SMS messaging, and certain third-party integrations) are governed by additional terms that we may present inside the dashboard when you enable those features. Those additional terms are incorporated by reference and become part of this agreement when you activate the relevant feature.

2. What DineFlow does

DineFlow is a software-as-a-service product that helps restaurants capture reservation intent and guest enquiries across phone, web chat, and other channels using artificial intelligence. The Service includes:

• An operator dashboard for managing menus, hours, tables, knowledge base, and reservations.
• An AI voice assistant that answers calls on a phone number we provision or that you forward to us.
• A web chat widget your guests can use to make reservations on your website.
• SMS confirmations and reply-keyword handling (CANCEL, STOP).
• Reporting, analytics, audit trails, and operational tooling.

DineFlow is a software tool. We do not act as the “restaurant of record”. You remain solely responsible for fulfilling reservations, serving guests, complying with all hospitality, food-safety, alcohol-licensing, and labor regulations applicable to you, and for all interactions with your guests that take place at, before, or after the AI conversation.

3. Your account

You must register an account using accurate contact and business information and must keep it up to date. You are responsible for:

• Maintaining the security of your login credentials.
• All activity that occurs under your account, whether or not authorized by you.
• Notifying us immediately of any unauthorized access or suspected breach.
• Ensuring every employee, contractor, and other person to whom you grant access agrees to and complies with these Terms.

We may suspend, restrict, or terminate access to all or part of the Service if we reasonably suspect any account is being used to defraud guests, send unlawful content, violate any law, harm DineFlow or another customer, or breach these Terms.

4. Free trial and fees

New accounts include a fourteen (14) day free trial. At the end of the trial, your account moves to a paused state unless you add a valid payment method and select a paid plan. Plan pricing, included usage allowances, and overage rates are displayed inside the dashboard under Billing → Plans and on the public pricing page. Pricing may change with prospective effect on no less than 30 days’ prior notice.

Subscription fees are billed in advance (monthly or annually as selected). Usage-based charges (call minutes, premium voices, outbound SMS, etc.) are billed in arrears at the end of each billing period. Except where required by applicable consumer-protection law, all fees are non-refundable, including for partial months or annual terms cancelled mid-period.

Taxes. All fees are exclusive of VAT, sales tax, GST, and any other applicable taxes or duties. You are responsible for paying all such taxes, except for taxes on DineFlow’s net income. If we are required to collect taxes, they will be added to your invoice.

You authorize DineFlow (and our payment processor, Stripe) to charge your payment method on file for all applicable fees and taxes. Late payments accrue interest at the lower of 1.5% per month or the maximum permitted by law, plus reasonable collection costs. If your payment fails, we may suspend access until the account is brought current.

5. Acceptable use

You agree to comply with the Acceptable Use Policy (the “AUP”), which is incorporated into and forms part of these Terms. Without limiting the AUP, you must not:

• Send spam, unsolicited marketing, or unlawful communications.
• Impersonate any person or misrepresent your affiliation.
• Reverse-engineer, decompile, scrape, or circumvent rate limits or security controls.
• Train, fine-tune, or evaluate any competing AI model on outputs of the Service.
• Upload Customer Data you do not have rights to (menus, photos, audio of staff or guests captured without consent).
• Use the Service in violation of any export, sanctions, anti-corruption, or anti-money-laundering law.

6. Your content and data

You retain ownership of all content and data you provide or that we process on your behalf, including your menu, hours, reservations, knowledge base, call recordings, transcripts, chat messages, and the personal data of your guests (collectively, “Customer Data”). You grant DineFlow a worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit, display, and modify Customer Data solely to (a) provide and improve the Service, (b) prevent and address fraud or abuse, (c) comply with law, and (d) produce de-identified, aggregated analytics that cannot reasonably be linked back to you or your guests.

We will not sell or otherwise commercialize raw Customer Data. We will not identify your guests to third parties for marketing purposes.

Customer warranties about Customer Data. You represent and warrant that (i) you own or have all rights necessary to upload Customer Data to the Service, (ii) Customer Data does not infringe the intellectual property, publicity, or privacy rights of any third party, and (iii) you have obtained any consents legally required to process call recordings, biometric voice prints, and guest personal data through the Service in the jurisdictions in which your restaurant operates.

Detailed privacy practices, the lawful basis for processing personal data, retention periods, sub-processors, and our role as Processor for your guests’ personal data are described in our Privacy Policy and the Data Processing Addendum.

7. AI-generated content and automated decisions

The Service uses large language models, speech-recognition models, and other machine-learning systems to draft messages, generate summaries, interpret voice input, and operate conversations with your guests. AI output is probabilistic. It may be inaccurate, incomplete, or inappropriate. AI output is not advice of any kind (legal, medical, financial, dietary, or otherwise).

You acknowledge and agree that:

• Booking confirmations, suggested replies, and policy actions generated by the AI must be reviewed by you (or by an authorized employee) for accuracy and appropriateness before being relied upon, particularly while the Service is operated in Shadow Mode.
• The AI is not a substitute for human judgment, professional advice, regulatory compliance, or hospitality liability.
• We may use de-identified examples of AI conversations to improve the Service, subject to the Privacy Policy.
• You will inform your guests, as required by applicable law, that they are interacting with an AI system rather than a human.

Under EU AI Act terminology and equivalent emerging regimes, DineFlow is a “provider” of a general-purpose AI system applied to a limited-risk hospitality use case. You are a “deployer”. You are responsible for human oversight, transparency to guests, and any required disclosures within your jurisdiction.

DineFlow makes no warranty that AI outputs are accurate, complete, current, or fit for any particular purpose.

8. Telephony, recordings, and SMS

DineFlow uses third-party carriers (currently Vapi and Telnyx) to terminate inbound calls and originate SMS messages. By enabling telephony features you confirm and agree that:

• You have the right to forward your published phone numbers to a third-party AI service.
• You will inform your staff and your guests, as required by applicable law, that calls may be recorded and processed by an AI system. This includes compliance with two-party-consent recording laws (e.g., California, Connecticut, Delaware, Florida, Illinois, Maryland, Massachusetts, Michigan, Montana, Nevada, New Hampshire, Pennsylvania, Washington, and equivalent laws in the UK, EU, and UAE).
• You will obtain prior express written consent before adding any guest phone number to any automated SMS marketing program. DineFlow does not send SMS marketing; transactional booking confirmations and reply-keyword handling are sent only to numbers that initiated a booking interaction.
• You will comply with the U.S. Telephone Consumer Protection Act (TCPA), CAN-SPAM, CTIA Messaging Principles, and applicable carrier rules including 10DLC brand and campaign registration where DineFlow is the registered messaging service provider.
• Carriers may suspend or terminate telephony service for spam, fraud, regulatory violation, or non-payment, and DineFlow may pass any such suspension through to your account.

Voice calls may be recorded and transcribed to provide and improve the Service. Recordings and transcripts are retained per the Privacy Policy. You may disable recording per restaurant in Settings.

Voice recordings may constitute biometric data in some jurisdictions (including under the Illinois Biometric Information Privacy Act and GDPR Article 9 special-category data). Where applicable, you are responsible for obtaining the specific informed-consent forms required by your local law before enabling recording.

9. Intellectual property

DineFlow, its name, logo, dashboard, codebase, prompts, training data we own, and underlying AI models are owned by DineFlow.AI Ltd and its licensors and are protected by intellectual property law. These Terms grant you a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service for your restaurant operations during the term of your subscription. No other rights are granted, expressly or by implication, estoppel, or otherwise. All rights not expressly granted are reserved.

Feedback. If you send us ideas, feature requests, or other feedback (“Feedback”), you grant DineFlow a perpetual, irrevocable, worldwide, royalty-free, fully-paid licence to use, modify, and incorporate the Feedback into the Service without obligation or compensation to you.

10. Third-party services

The Service integrates with third-party platforms (currently including Stripe for payments, Vapi and Telnyx for telephony, Google Places for restaurant lookup, Google Cloud / OpenAI / Anthropic for AI inference, Cloudflare for edge and security, and Supabase for database and authentication). Your use of those services through DineFlow is subject to their own terms.

We are not liable for outages, errors, security incidents, or actions of third-party providers. Where a third-party provider increases its prices, changes its terms, deprecates a feature, or ceases operating, we may pass through or accommodate the change with reasonable notice.

11. Beta and preview features

We may from time to time make beta, preview, alpha, experimental, or early-access features (collectively, “Beta Features”) available. Beta Features are provided as is, without any warranty, support obligation, or SLA, and may be modified or removed at any time. You use Beta Features at your own risk.

12. Service availability

We work to keep the Service available, but we do not commit to any specific uptime percentage unless an SLA is expressly agreed in a signed enterprise order form. Scheduled maintenance, emergency maintenance, force-majeure events, third-party outages, and customer-side issues do not constitute a breach of these Terms.

Where we provide an SLA in an enterprise order form, that document is the sole and exclusive remedy for availability shortfalls.

13. Disclaimers

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, DINEFLOW AND ITS LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY OF DATA, AND QUIET ENJOYMENT.

WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; THAT AI OUTPUTS WILL BE ACCURATE OR APPROPRIATE; OR THAT THE SERVICE WILL MEET YOUR EXPECTATIONS.

Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. In that case, such warranties are limited in duration and scope to the minimum permitted by applicable law.

14. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DINEFLOW’S AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, IS LIMITED TO THE FEES PAID OR PAYABLE BY YOU TO DINEFLOW IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS (USD $100), WHICHEVER IS GREATER.

IN NO EVENT WILL DINEFLOW BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA; BUSINESS INTERRUPTION; OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The limitations in this Section apply notwithstanding the failure of essential purpose of any limited remedy.

Nothing in these Terms limits or excludes liability that cannot be lawfully limited or excluded, including for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.

15. Indemnity

You will defend, indemnify, and hold harmless DineFlow, its affiliates, and its and their officers, directors, employees, and agents from and against any claim, loss, damage, liability, cost, or expense (including reasonable attorneys’ fees) arising out of or relating to:

• Your breach of these Terms, the AUP, or applicable law.
• Customer Data, including any claim that Customer Data infringes a third party’s rights.
• Your operation of your restaurant, your relationship with your guests, and your fulfillment (or failure to fulfill) reservations and orders.
• Your failure to obtain consents required for call recording, biometric data processing, or guest data uploaded to the Service.
• Any breach by you of the TCPA, CAN-SPAM, 10DLC rules, or other communications laws.

16. Suspension and reinstatement

In addition to termination rights, we may suspend your access (in whole or part) without prior notice if we reasonably believe (a) your account poses a security, legal, or carrier-compliance risk, (b) your payment is overdue, or (c) suspension is required by a court order, regulator, or third-party provider. We will reinstate access as soon as reasonably practicable after the underlying issue is resolved.

17. Term, termination, and effect of termination

These Terms apply from the day you first access the Service and continue until terminated. You may cancel your subscription at any time from Billing → Cancel subscription; access continues until the end of your then-current billing period.

We may terminate or suspend access immediately for material breach (including non-payment), or on 30 days’ notice for any reason in our discretion. Either party may terminate immediately if the other becomes insolvent, makes an assignment for the benefit of creditors, or is the subject of a bankruptcy filing.

On termination, your right to use the Service ceases. We will retain Customer Data for 30 days to allow export, after which we will delete or anonymize Customer Data subject to our backup and legal-hold processes described in the Privacy Policy.

18. Export controls and sanctions

You represent and warrant that (a) you are not located in, and are not a national or resident of, any country subject to U.S., U.K., E.U., or U.N. comprehensive sanctions (currently including Cuba, Iran, North Korea, Syria, the so-called Donetsk and Luhansk People’s Republics, and the Crimea region of Ukraine); (b) you are not on any restricted-party list (including the U.S. Specially Designated Nationals list, the U.S. Entity List, or the U.K. or E.U. consolidated sanctions lists); and (c) you will not use the Service in violation of any export-control or sanctions law.

19. Anti-corruption

You will not, directly or indirectly, offer or accept any bribe, kickback, or other improper payment in connection with the Service, and will comply with applicable anti-corruption laws including the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act.

20. Force majeure

Neither party will be liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, government action, pandemic, labor dispute, internet or telecommunications failure, third-party provider outage, or denial-of-service attack.

21. Publicity

We will not publicly identify you as a customer without your prior written consent. With your written consent, we may include your name and logo on the DineFlow customer list and in marketing materials.

22. Disputes — arbitration and class-action waiver (US customers)

This Section 22 applies to customers based in the United States. Customers outside the United States: see Section 23.

Informal resolution first. If a dispute arises, you and DineFlow agree to first attempt to resolve it in good faith by written notice to general@dineflow.ai (DineFlow to your account email). The notice must describe the dispute and the relief sought. If the dispute is not resolved within 60 days, either party may initiate arbitration.

Binding individual arbitration. Any dispute arising out of or relating to these Terms or the Service that is not resolved informally will be resolved by final and binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules and, if applicable, the AAA Supplementary Procedures for Consumer-Related Disputes. The seat of arbitration is Wilmington, Delaware (or, at the consumer’s election for claims under USD $10,000, telephonic or written-submission proceedings).

Class-action waiver. YOU AND DINEFLOW AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. The arbitrator may award relief only on an individual basis.

Exceptions. Either party may (i) bring an individual claim in small-claims court, and (ii) seek injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property or confidential information.

Opt-out. You may opt out of arbitration and the class-action waiver by sending written notice to general@dineflow.ai within 30 days of first accepting these Terms. Opting out does not affect any other provision.

23. Governing law and venue (non-US customers)

For customers billed in the European Union or United Kingdom: these Terms are governed by the laws of England and Wales, and the parties submit to the exclusive jurisdiction of the courts of London for any dispute not arbitrable under Section 22 or local consumer law.

For customers billed in the United Arab Emirates: these Terms are governed by the laws of the Dubai International Financial Centre (DIFC), and the parties submit to the exclusive jurisdiction of the DIFC Courts.

For customers in all other jurisdictions not covered by Section 22: these Terms are governed by the laws of Delaware (excluding its conflict-of-laws rules), and the parties submit to the exclusive jurisdiction of the state and federal courts located in New Castle County, Delaware. Each party waives any right to a jury trial.

Nothing in these Terms removes a consumer’s rights under mandatory local consumer-protection law.

24. Changes to the Service or these Terms

We may modify the Service and these Terms from time to time. Material changes will be notified at least 30 days in advance by email and via an in-product banner. Non-material changes (clarifications, contact details, additional features) take effect immediately. Continued use of the Service after the effective date of a change constitutes acceptance. If you do not accept a material change, you may cancel before it takes effect; the Service after that date is governed by the new Terms.

25. General

• Notices. We may send notices to the email on file for your account. You may send notices to general@dineflow.ai (operational) or legal notices to the same address marked “Legal Notice — Attn: DineFlow Counsel”.
• Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, financing, reorganization, or sale of all or substantially all of our assets.
• Subcontractors. We may use subcontractors and sub-processors to provide the Service. We remain responsible for their performance. A current list is at /legal/subprocessors.
• Independent contractors. The parties are independent contractors. No partnership, agency, or employment relationship is created by these Terms.
• No third-party beneficiaries. Except as expressly stated, these Terms confer no rights on any third party (including your guests).
• Severability. If any provision of these Terms is held unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be replaced with an enforceable provision that most closely reflects the original intent.
• No waiver. Failure to enforce any right under these Terms is not a waiver of that right.
• Entire agreement. These Terms, the Privacy Policy, the DPA, the AUP, the Sub-processor List, the Cookie Policy, and any order form or addendum we sign together constitute the entire agreement between the parties regarding the Service.
• Survival. Sections 4 (Fees, for amounts owed), 6 (Customer Data), 9 (IP), 13 (Disclaimers), 14 (Liability), 15 (Indemnity), 18 (Export), 22–23 (Disputes/Venue), and 25 (General) survive termination.

26. Contact

Questions about these Terms, the Privacy Policy, the DPA, or any other legal document, including data-subject and legal-notice requests: general@dineflow.ai.