Notice — This English translation is provided for convenience of reading only. These Terms are governed by the Traditional Chinese version; in the event of any discrepancy in meaning, or any error or omission in this translation, the Traditional Chinese version prevails.

Eatsy Merchant Terms of Use

These Terms (hereinafter the "Terms") are entered into between Eatsy Inc. (食樂科技股份有限公司) (hereinafter "Eatsy") and commercial users of the Eatsy platform (hereinafter "Merchants"), and govern the rights and obligations of Merchants in using the platform services.

By registering for or using the Service, a Merchant is deemed to have read, understood, and agreed to be bound by these Terms.

0. Definitions

Unless otherwise agreed, the terms used in these Terms have the following meanings:

- "Platform": the "Digital Interface" and the "Eatsy Management Platform" provided by Eatsy.
- "Merchant": an individual, legal entity, or organization approved by Eatsy that provides goods or services and conducts operations on the Platform.
- "Customer Data": personal data relating to reservations or transactions, including but not limited to names, telephone numbers, and reservation or transaction records.
- "Service Plan": the document or appendix delivered by Eatsy to the Merchant pursuant to Section 7.8, setting out the applicable rates, billing cycle, payment methods, and scope of service.
- "Customer Personal Data": Customer Data collected by the Merchant through the Platform and processed by Eatsy on the Merchant's commission pursuant to Sections 3.8 through 3.14.
- "SLA": a service level commitment provided by Eatsy for a particular service plan. Whether Eatsy provides an SLA, and its contents, shall be as set out in the Service Plan; where the Service Plan does not so specify, the Service is provided as is pursuant to Section 10, and Eatsy makes no separate service level commitment.

1. Service Overview

1.1 Scope of the Service

Eatsy provides the following services (hereinafter the "Service"): reservation-related services (including on-site queue, waitlist registration, and referrals from third-party platforms), takeout pre-order services, system services for the collection and refund of deposits and assistance with onboarding to third-party payment services, customer management, notifications and data analytics, staff scheduling and clock-in, and technical support and maintenance. Fees for each service are as set out in the Service Plan and Section 7.10.

1.2 Nature of the Platform

Eatsy provides a technical platform and is not a party to the transactions between Merchants and customers. With respect to the data under Paragraph 3.8.2, Eatsy is an independent collector and is responsible only for its own collection, processing, and use; the Merchant is responsible for its services to customers, the reservation conditions it sets, and the data it enters on the Platform.

Merchants shall bear full responsibility for their own business operations, customer service, and related legal liabilities.

2. Account Eligibility

2.1 Eligibility Requirements

A Merchant must meet one of the following conditions:

- An individual, legal entity, or organization providing dining, venue, or other related services
- Another party approved by Eatsy

Merchants shall themselves ensure that their business operations comply with applicable laws and regulations.

2.2 Review and Management

Eatsy may at any time require a Merchant to provide relevant supporting documents and, where the Merchant violates these Terms or applicable laws and regulations, take the following measures according to the severity of the circumstances:

- Restricting account functions
- Suspending the Service
- Terminating the account

2.3 Data Obligations

Merchants shall ensure that the information they provide is true, complete, and up to date, and shall promptly update it when it changes.

3. Data Protection and Privacy

3.1 Data Collection and Use

Eatsy collects, processes, and uses the data of Merchants and customers only within the scope necessary to provide the Service and perform these Terms, including but not limited to:

- Contact information
- Reservation records
- Fulfilment information

The collection, use, and protection of such data are handled in accordance with Taiwan's Personal Data Protection Act and the Eatsy Privacy Policy, and such data is used only for the purposes of platform operation, service provision, and improvement. Customer Personal Data processed on commission is handled in accordance with Sections 3.8 to 3.14.

3.2 Merchants' Responsibility for Data Use

Customer Data obtained by a Merchant through the Platform may be used only within the scope necessary for reservation management and customer service, and the Merchant shall not:

- Use it for purposes unrelated to reservations
- Establish customer rating or credit scoring mechanisms
- Share data across stores or with third parties

However, the foregoing does not apply to the use of the arrival prediction provided by Eatsy under Section 4.3.

Merchants shall ensure that the arrival and no-show markings they make on the Platform are accurate. Where a marking is confirmed to be erroneous through review under Paragraph 4.3.5, Eatsy may correct or remove it directly.

3.3 Platform Data Processing

3.3.1　Eatsy may conduct statistical analysis of reservation and fulfilment data for the purposes of service optimization, operational management, and improvement of the reservation flow; such statistical analysis is conducted in a de-identified manner and is not used to make determinations about any specific consumer.

3.3.2　"Booking performance records and arrival predictions" and "consumption preference records" are governed by Paragraphs 3.8.2 and 3.8.5 and Section 4.3, and the preceding paragraph does not apply to them.

3.4 Data Retention

After account termination, relevant data will by default be retained for 30 days so that the Merchant may download it or handle follow-up matters.

However, this does not apply where retention is required by law or is necessary for dispute handling, tax, or other statutory obligations.

3.5 Rights of Data Subjects

Merchants or customers may exercise their rights under the Personal Data Protection Act, including inquiring about, reviewing, correcting, or deleting their personal data.

Where a customer exercises rights over Customer Personal Data under Paragraph 3.8.1, the request is handled by the Merchant; where Eatsy receives such a request, it shall forward it to the Merchant and assist. Requests concerning data under Paragraph 3.8.2 are handled by Eatsy in accordance with Section 11 of the Eatsy Privacy Policy.

3.6 Data Security

Eatsy will take reasonable technical and managerial measures (including but not limited to encryption, firewalls, and access controls) to maintain data security.

However, to the extent permitted by law, Eatsy shall not be liable for data risks caused by third-party attacks, force majeure, or causes not attributable to Eatsy.

3.7 Data Sharing

Eatsy may provide or disclose relevant data only in the following circumstances:

- Where necessary to perform these Terms or provide the Service
- As required by law or by a competent authority
- With the consent of the data subject

Any such provision or disclosure will be made within the necessary scope.

3.8 Legal Relationship of Commissioned Processing

3.8.1　With respect to Customer Personal Data collected by a Merchant through the Platform, the Merchant is the collector of the personal data, and Eatsy is the processor commissioned by the Merchant. Eatsy may process such data only in accordance with these Terms and the Merchant's instructions, and shall not otherwise use it for its own purposes.

3.8.2　The preceding paragraph does not apply to "booking performance records and arrival predictions" or to "consumption preference records". When a consumer makes a reservation through the Service, the consumer separately enters into a contractual relationship with Eatsy under the Eatsy Terms of Use. With respect to the following data, Eatsy is an independent collector that collects, processes, and uses such data in accordance with the Eatsy Privacy Policy, and is not subject to the return and deletion obligations under Section 3.13:

1. Booking performance records and arrival predictions: fulfilment facts such as a consumer's arrival, cancellation, no-show, waitlist registration, and on-site queue, and the arrival predictions generated by Eatsy on the basis thereof;
2. Consumption preference records: preference records (such as seating preferences and items ordered) generated by reservations that consumers themselves submit on an Eatsy booking page. Records generated by reservations that a Merchant creates on a consumer's behalf in the management platform are excluded.

3.8.3　The use made by Eatsy under the preceding paragraph does not include providing a customer's name, contact details, reservation contents, or the names of the merchants at which the customer has made reservations to other Merchants. Eatsy may recommend other merchants to consumers on the basis of the data in Item 2 of the preceding paragraph, but shall not provide the consumer's reservations or preferences at a Merchant, or that Merchant's name, to other merchants.

3.8.4　This Section through Section 3.14 constitute the written agreement between the parties on the matters of commissioned processing prescribed by the Personal Data Protection Act and its Enforcement Rules.

3.8.5　Preference records (such as seating preferences and items ordered) generated by reservations that consumers themselves submit on an Eatsy booking page may be retained and used by Eatsy for the period necessary to provide predictions and improve the Service, and will not be deleted because a Merchant ends its cooperation with Eatsy. Consumption preference records generated by reservations that a Merchant creates on a consumer's behalf in the management platform are for that Merchant's use only, constitute Customer Personal Data under Paragraph 3.8.1, and are handled under Section 3.13. This paragraph and Item 2 of Paragraph 3.8.2 apply only to consumption preference records collected on or after the Effective Date.

3.9 Scope, Categories, Purposes, and Period of Processing

3.9.1　Categories: customers' names, contact telephone numbers, email addresses (if collected by the Merchant), reservation or order contents, arrival and fulfilment status, and notes separately entered by the Merchant on the Platform. Arrival and fulfilment status also constitutes data under Paragraph 3.8.2, in respect of which Eatsy is additionally an independent collector.

3.9.2　Specific purposes: providing reservation and order management, notifying customers, assisting Merchants in performing their services to customers, and other necessary processing provided for in these Terms.

3.9.3　Method of processing: stored electronically in the systems of Eatsy and its sub-processors, and read, modified, transmitted, and deleted in accordance with the Merchant's operations on the management platform.

3.9.4　Period: from the time the Merchant collects the data until the commission relationship terminates and return or deletion has been completed pursuant to Section 3.13.

3.10 Eatsy's Security Maintenance Measures

With respect to Customer Personal Data processed on commission, Eatsy takes the technical and managerial measures set out in Section 3.6 and restricts internal access in accordance with the principle of least privilege.

A Merchant may at any time request Eatsy to explain the implementation of the foregoing measures.

3.11 Sub-commissioning

To provide the Service, Eatsy must sub-commission certain processing operations to third parties, in the following categories: cloud hosting and database services, notification delivery services (SMS, email, and messaging applications), payment service providers, and system monitoring and error diagnosis services.

The current list of the foregoing sub-processors, their locations, and the international transfers involved are set out in the Eatsy Privacy Policy. Eatsy shall require its sub-processors to bear confidentiality and security obligations no less stringent than those set out in these Terms, and shall be responsible to the Merchant for their processing.

By agreeing to these Terms, the Merchant consents to sub-commissioning in the foregoing categories.

3.12 Notification of Unlawful Access or Security Incidents

If Customer Personal Data is stolen, altered, damaged, lost, or leaked at Eatsy or any of its employees or sub-processors, Eatsy shall notify the Merchant within 72 hours after ascertaining the facts, stating the known course of events, the scope of impact, the remedial measures taken, and the actions recommended for the Merchant. The same applies where Eatsy or any of its employees or sub-processors violates the Personal Data Protection Act, other personal data protection laws, or Sections 3.8 to 3.14.

The foregoing notification shall not be delayed on account of the investigation not yet being complete; Eatsy shall continue to inform the Merchant of subsequent progress in the investigation.

3.13 Return and Deletion After Termination of the Commission Relationship

After the commission relationship is terminated or rescinded, Eatsy will retain the relevant data for 30 days pursuant to Section 3.4 for the Merchant to download.

Upon expiry of that period, Eatsy shall delete or de-identify the Customer Personal Data in its possession and, at the Merchant's request, explain the outcome. However, this does not apply, within the necessary scope and period, where retention is required by law or is necessary for handling ongoing disputes, accounts, or statutory obligations.

However, "booking performance records and arrival predictions" and "consumption preference records" are governed by Paragraphs 3.8.2 and 3.8.5, and the preceding two paragraphs do not apply to them; consumption preference records generated by reservations that a Merchant creates on a consumer's behalf in the management platform remain subject to the preceding two paragraphs.

3.14 Merchant Instructions and Audit

A Merchant may give Eatsy written retention instructions concerning the processing of Customer Personal Data; Eatsy shall comply with them to the extent technically feasible and not contrary to law.

Upon notice given a reasonable period in advance, a Merchant may request Eatsy to explain, or provide supporting documents regarding, its performance of Sections 3.8 through 3.13.

3.15 Card Data

With respect to consumers' payment data, Eatsy retains only the payment identifiers returned by the payment service provider (for example, the card token, transaction identifier, last digits of the card number, and cardholder's name) and the account information needed to process refunds. Eatsy never collects or holds full card numbers, expiry dates, or card verification codes.

4. Platform Functions and Use

4.1 Digital Interface

The Platform provides a Digital Interface as the online interface through which customers reach Merchants, used to display Merchant information and provide reservation services.

Merchants shall ensure that the information they provide on the front end (including but not limited to business hours, address, menus, and images) is true, accurate, and kept up to date. Ownership of and licensing for such content are governed by Section 5.4.

4.2 Management Platform

The Platform provides a management system for Merchants to manage reservations, orders, and operations.

Merchants shall:

- Regularly review reservation and order information and confirm it promptly
- Provide customers with necessary reservation notifications and responses
- Properly handle reservation cancellations and customer service matters

Where a Merchant cancels or changes a reservation for its own reasons, it shall itself be responsible for notifying the customer and handling any related compensation or follow-up arrangements.

4.3 Arrival Prediction

4.3.1　Based on consumers' booking performance records at each merchant, Eatsy predicts the likelihood that a consumer will arrive as agreed, and provides the prediction result to the Merchant.

4.3.2　The prediction result reflects only the likelihood of arrival as agreed and does not concern the consumer's financial credit, nor does it disclose at which merchants the consumer has made reservations or arrived.

4.3.3　Whether to use the prediction result, the applicable thresholds, and the reservation conditions to be applied are set and decided by the Merchant on the management platform; Eatsy executes them automatically in accordance with the Merchant's settings.

4.3.4　Predictions are statistical estimates, and Eatsy does not guarantee that they are accurate, complete, or sufficient to prevent no-shows or other losses. The method of prediction is determined by Eatsy and may be adjusted. Merchants shall not use prediction results as the sole basis for differential treatment of consumers, and are responsible to consumers for the conditions they set.

4.3.5　Where a consumer disputes a prediction, a marking, or conditions applied as a result, Eatsy will conduct a human review in accordance with Section 7 of the Eatsy Privacy Policy, and may suspend application of the prediction during the review.

4.3.6　Except in cases of wilful misconduct or gross negligence, Eatsy's liability under this Section is subject to the limitations in Section 10.

4.4 Merchants' Obligations of Use

Merchants shall:

- Ensure that the reservation flow operates properly
- Appropriately handle customer communications and fulfilment matters
- Not abuse Platform functions or affect system operation

4.5 Data Analytics and Value-Added Services

The Platform may provide data analytics or operational reports as value-added services, which Merchants may choose to use according to their service plan.

Such analyses are for the Merchant's operational reference only.

5. Intellectual Property and Confidentiality

5.1 Ownership of Platform Rights

5.1.1　The copyright, trademark rights, and other intellectual property rights in the Platform's software programs, source code, user interface, layout, visual design, icons, animations, textual descriptions, and the specific on-screen expression of operational flows are owned by Eatsy or its licensors. The same applies to the selection and arrangement of data in the Platform to the extent it is creative; however, this does not extend to the Merchant's own operational data.

5.1.2　The preceding paragraph does not include the following:

- Merchant Content provided by the Merchant under Section 5.4, the rights in which are governed by that Section;
- Third-party components used in the Platform (including open-source software and fonts), the rights in which are governed by their respective license terms.

5.2 Scope of License

5.2.1　Eatsy grants the Merchant, during the term of these Terms, a non-exclusive, non-transferable right to use the Platform for the purposes of its own operations.

5.2.2　The Merchant may allow its employees, staff, and agents approved by Eatsy (including the reservation agents referred to in Section 2.1) to use the Platform within the scope of the preceding paragraph, and shall be responsible for their use. This paragraph does not affect the provisions of Section 6.3 prohibiting the transfer or lending of accounts.

5.2.3　All rights not expressly granted in these Terms are reserved by Eatsy.

5.3 Restrictions on Use

5.3.1　Without Eatsy's prior written consent, the Merchant shall not reproduce, adapt, publicly transmit, or distribute the Platform's user interface, layout, visual design, or textual content, nor have a third party do so.

5.3.2　The preceding paragraph does not apply in the following circumstances:

- Where necessary for using the Service;
- For the Merchant's internal education and training;
- Where submitted to Eatsy to report problems, make complaints, or exercise rights;
- Fair use permitted by law.

5.3.3　The Merchant shall not use the Platform's interface, functional design, or technical information for the purpose of developing, building, training, or improving products or services that compete with the Platform. Eatsy's algorithms, models, and risk control mechanisms are additionally governed by Section 5.7; where the two overlap, the stricter provision applies.

5.4 Merchant Content

5.4.1　The Merchant retains the intellectual property rights in the store information, menus, images, logos, and other content it provides (hereinafter "Merchant Content").

5.4.2　The Merchant grants Eatsy a non-exclusive, royalty-free, sublicensable right to use, reproduce, publicly transmit, and edit (limited to technically necessary format adjustments) Merchant Content within the scope necessary to provide the Service and promote the Platform. This license terminates upon termination of these Terms; however, with respect to any portion already provided to third-party channels, or included in caches or backups, that cannot be removed immediately, the license remains in effect until it can reasonably be removed technically, and Eatsy shall not make any new distribution of it.

5.4.3　The Merchant warrants that it holds lawful rights in Merchant Content and that Merchant Content does not infringe the rights and interests of third parties. If a third party asserts rights against Eatsy by reason of Merchant Content, the Merchant shall assist in handling the matter and shall be liable for compensation.

5.5 Confidentiality Obligations

5.5.1　The Merchant shall keep confidential any non-public information of Eatsy that it learns through use of the Platform (including Platform functional design, algorithmic logic, risk assessment mechanisms, unreleased features, and technical documentation) that is marked as confidential, or that a reasonable person would know to be confidential given its nature and the circumstances in which it was obtained (hereinafter "Confidential Information"), and shall not disclose it to any third party or use it for any purpose other than the purposes of these Terms.

5.5.2　The Merchant shall take reasonable measures to cause its employees, staff, and agents to comply with the obligations under this Section.

5.5.3　The obligations under this Section survive the termination of these Terms until the Confidential Information ceases to be non-public.

5.6 Exceptions to Confidentiality Obligations

The following information is not Confidential Information, or is not subject to the preceding Section:

- Information that is already public, or becomes public other than through the Merchant's breach of these Terms;
- Information lawfully held by the Merchant before learning it;
- Information lawfully obtained by the Merchant from a third party not bound by a confidentiality obligation;
- Information independently developed by the Merchant without using Confidential Information;
- Information disclosed as required by law, a court, or a competent authority. The Merchant shall notify Eatsy in advance to the extent permitted by law.

5.7 Proprietary Technology

Eatsy's algorithms, models, risk control mechanisms, and related technologies and data constitute trade secrets.

Without Eatsy's written consent, the Merchant shall not:

- Conduct reverse engineering
- Extract or reconstruct system logic
- Use them for competitive or other unauthorized purposes

6. Account Registration and Management

6.1 Registration and Data Obligations

Merchants shall provide true, complete, and up-to-date registration information, and shall promptly update it when it changes.

Eatsy may, as needed, require a Merchant to provide relevant supporting documents to confirm its identity or operational status.

6.2 Account Security

Merchants shall properly safeguard their account information (including account ID and password), and shall be responsible for all operations under the account.

If a Merchant discovers unauthorized use of its account or has security concerns, it shall notify Eatsy immediately.

6.3 Responsibility for Account Use

Merchants shall not transfer or lend their accounts or allow third parties to use them.

All risks and losses arising from a Merchant's failure to properly manage its account shall be borne by the Merchant.

7. Fees and Payment Terms

7.1 Billing Trigger

Eatsy adopts a "pay-as-you-use" model: fees are incurred once a Merchant creates a reservation or order, and remain payable regardless of whether that reservation is ultimately canceled or the customer does not show up (no-show).

7.2 Rates and Payment Cycle

The rates, billing cycle, and payment methods applicable to a Merchant shall be as set out in the applicable version of the Service Plan.

Eatsy may adjust plan contents according to business needs; where rates are adjusted, Eatsy shall notify Merchants by system announcement and email 30 days before the effective date.

7.3 Monthly Billing and Payment Responsibility

Eatsy bills monthly: before the 5th day of each month, Eatsy issues the bill for the preceding month and issues a uniform invoice. The Merchant shall complete payment within 30 days from the billing date, and bank transfer fees shall be borne by the Merchant.

7.4 Late Payment and Default

Where a Merchant fails to pay by the due date:

1. A late fee is charged in accordance with the Service Plan (from the 31st day after the billing date, NT$100 per day, for a maximum of 15 days);
2. Eatsy will post a notice in the system when payment is overdue; where payment remains outstanding more than 15 days after becoming overdue, Eatsy may suspend the Merchant's management functions, which will be restored within 3 business days after the Merchant pays in full;
3. Where payment is overdue by more than 60 days, Eatsy may terminate the Service;
4. Eatsy may also take necessary legal action.

7.5 Refund Principle

Except as otherwise provided by law or in the case of a major failure attributable to Eatsy, service fees, once incurred, are in principle non-refundable.

In the event of force majeure, Eatsy may provide appropriate compensation according to the actual circumstances.

7.6 Billing Objections

A Merchant that objects to a bill shall raise the objection, together with supporting evidence, within 7 days from the billing date; failing which, the Merchant is deemed to have no objection.

7.7 Free Trial

7.7.1　Eatsy may offer new Merchants a free trial period of 7 days from the activation date, during which the Merchant may use the full functions set out in the applicable plan; Eatsy may also agree on a different trial period with an individual Merchant.

7.7.2　Reservations or orders created during the trial period are not counted toward service fees payable.

7.7.3　A Merchant may terminate at any time during the trial period without incurring any fees and without being bound by the minimum term under Section 8.1.

7.7.4　Where the trial period expires without the Merchant having terminated, fees are charged at the rates set out in the Service Plan from the day following expiry, and the term under Section 8.1 commences on that day.

7.7.5　Eatsy shall notify the Merchant electronically before the trial period expires.

7.8 Delivery and Changes of the Service Plan

7.8.1　Eatsy shall deliver the Service Plan in writing or electronically when the Merchant's service is activated, and shall enable the Merchant to obtain the current version at any time on the management platform or by written request.

7.8.2　Any change to the contents of the Service Plan shall be notified in the manner set out in Section 7.2; rates that have not been delivered or notified may not be asserted against the Merchant.

7.9 Deposits, Payment Processing, and Disputed Payments

7.9.1　Eatsy is not a party to transactions between consumers and Merchants, and does not hold or advance deposit funds.

7.9.2　Merchants enter into merchant agreements with payment service providers themselves; Eatsy only assists with onboarding and system integration. Refund rules are set by the Merchant.

7.9.3　Repayments, fines, and handling fees arising from disputed payments, chargebacks, or fraudulent card use shall be borne by the Merchant; Eatsy will provide reservation and arrival records to assist the Merchant in its defense.

7.10 Pricing and Currency of Paid Features

7.10.1　Paid features other than reservations and orders (for example, staff clock-in) are charged at the prices Eatsy publishes on its official website or the management platform; where the Merchant's Service Plan sets a rate for that feature, the Service Plan applies. Eatsy shall make the current price available to the Merchant when the Merchant registers for or activates the feature.

7.10.2　Unless otherwise indicated, all service fees stated in these Terms, the Service Plan, and the prices published under the preceding paragraph are denominated in New Taiwan dollars (NT$) and exclude business tax; where a Uniform Invoice is to be issued, business tax is charged in addition.

7.10.3　Changes to the prices under the preceding two paragraphs shall be notified in the manner set out in Section 7.2. No fees are incurred for paid features used during the free trial under Section 7.7.

8. Termination of Service and Contract Continuation

8.1 Contract Continuation

8.1.1　These Terms take effect on the date the Merchant registers and begins using the Eatsy platform services, for a term of one year, with usage-based billing. Where a Merchant has had a free trial under Section 7.7, this term commences on the day following expiry of the trial period.

8.1.2　Unless either party gives written or electronic notice of termination at least 30 days before the end of the contract term, the contract automatically continues for one year.

8.1.3　(This paragraph has been deleted.)

8.1.4　If a Merchant has no reservation usage records for 30 consecutive days during the contract term, either party may terminate or decline to renew; where termination occurs in such circumstances, the Merchant shall not bear any fees by reason of the minimum term not having been completed.

8.1.5　If a Merchant continues to use the platform services after the end of the term, it is deemed to have agreed to renew under the then-current plan.

8.1.6　The minimum term provided for in this Section does not affect the Merchant's right to terminate at any time during the trial period under Section 7.7, or during a period of no usage under Paragraph 8.1.4.

8.2 Termination by the Merchant

A Merchant may at any time apply to Eatsy to terminate its account. Eatsy will complete processing and cease providing the Service within a reasonable period.

Fees already incurred remain payable as agreed and are not waived by reason of account termination.

8.3 Eatsy's Right of Termination

In any of the following circumstances, Eatsy may, according to the severity of the circumstances, restrict, suspend, or terminate a Merchant's account:

- Violation of these Terms or related policies
- Provision of false or incomplete information
- Improper or unlawful conduct, or conduct affecting Platform operation
- Failure to pay fees by the deadline, with the delay exceeding 15 days (suspension of management functions) or 60 days (termination of service)

8.4 Handling After Termination

After account termination:

- The Merchant will be unable to use the platform services
- Eatsy may retain relevant data for 30 days in accordance with these Terms, so that the Merchant may download it or handle necessary matters
- The Merchant shall still perform payment obligations incurred before termination and the confidentiality obligations under Section 5.5

8.5 Liability for Breach

8.5.1　Where a Merchant violates these Terms or applicable laws and regulations and thereby causes damage to Eatsy, the Merchant shall be liable for compensation.

8.5.2　The scope of compensation includes reasonable expenses incurred by Eatsy in handling such breach (including but not limited to legal fees, recovery costs, and related handling expenses).

8.5.3　The foregoing compensation is limited to direct damages attributable to the Merchant; however, this limitation does not apply where the Merchant acted with intent or gross negligence.

8.5.4　A Merchant that breaches its obligations under Section 5.3, Section 5.5, Section 5.7, Section 6.3, or Section 9 shall pay liquidated damages according to the following standards:

1. For a breach of Section 6.3 (transfer or lending of accounts) or Section 9 (restrictions on Platform use): ten times the total service fees paid during the twelve months preceding the occurrence of the breach; if less than NT$50,000, NT$50,000 applies, and if more than NT$300,000, NT$300,000 applies.
2. For a breach of Section 5.3 (restrictions on use), Section 5.5 (confidentiality obligations), or Section 5.7 (proprietary technology): thirty times the total service fees paid during the twelve months preceding the occurrence of the breach; if less than NT$200,000, NT$200,000 applies, and if more than NT$1,000,000, NT$1,000,000 applies.
3. Where the circumstances in the preceding item arise from intent or gross negligence: NT$3,000,000 per occurrence.
4. Where the circumstances in the preceding item are serious (for example, where the Merchant has used them to develop, build, or launch a product or service that competes with the Platform): NT$5,000,000 per occurrence.

8.5.5　The liquidated damages under items 1 and 2 of the preceding paragraph are calculated according to the Merchant's usage, so as to be consistent with the billing method of the Service; items 3 and 4 adopt fixed amounts because such breaches arise from intent or gross negligence, and the damage they cause is unrelated to the amount of service fees the Merchant has paid.

8.5.6　Where a single act breaches more than one item of Paragraph 8.5.4, the liquidated damages are calculated under the item with the highest amount, and are not cumulated.

8.5.7　The liquidated damages under Paragraph 8.5.4 are punitive liquidated damages. Eatsy may separately claim compensation for damage suffered in excess of the liquidated damages, and this does not affect its right under law to seek removal or prevention of infringement.

8.5.8　Where a breach is minor, Eatsy may reduce or waive the liquidated damages under Paragraph 8.5.4.

8.6 Transition Arrangements

Eatsy may, according to the actual circumstances, provide a transition period of reasonable duration to assist the Merchant in completing existing reservations and data handling.

During the transition period, the Merchant may complete existing orders and download necessary data.

After the transition period ends, relevant data will be handled in accordance with these Terms and applicable laws.

9. Restrictions on Platform Use

9.1　Merchants shall not:

1. Use bots or automated tools to create reservations in bulk;
2. Interfere with or disrupt Platform operation;
3. Attempt to circumvent Platform mechanisms;
4. Systematically capture, copy, or store the Platform's screens or content by automated means (including but not limited to crawlers, scripts, headless browsers, or automated screenshot or screen-recording tools).

9.2　The Platform's screens or content referred to in item 4 of Section 9.1 do not include the Merchant's own operational data (such as its reservation records, customer lists, and transaction records). The export and use of the Merchant's own operational data are governed by Section 3.

9.3　Eatsy may, under reasonable circumstances:

- Restrict accounts
- Adjust or cancel abnormal reservations
- Terminate the Service

10. Limitation of Liability

10.1　To the extent permitted by law, Eatsy's liability for direct damages caused by causes attributable to it is capped at the total service fees paid by the Merchant during the six months immediately preceding the incident.

10.2　Eatsy shall not be liable for the following damages:

1. Indirect or consequential losses;
2. Loss of business or loss of profits;
3. Loss of customers or damage to goodwill.

10.3　The limitations in the preceding two paragraphs do not apply where the damage is caused by Eatsy's intent or gross negligence.

10.4　The limitations in this Section and the liquidated damages under Paragraph 8.5.4 are separately agreed for risks of different natures: this Section limits liability for defects in Eatsy's performance in providing the Service, the risk of which is reflected in the pricing of the service fees; Paragraph 8.5.4 provides for liquidated damages for the Merchant's infringement of Eatsy's intellectual property rights or breach of confidentiality obligations, which are unrelated to the amount of service fees. The two are not to be compared with each other by amount.

11. Changes to the Service

Eatsy may adjust the contents of the Service and will provide notice within a reasonable scope.

12. Governing Law and Dispute Resolution

12.1 Governing Law

The interpretation and application of these Terms shall be governed by the laws of the Republic of China (Taiwan).

12.2 Dispute Resolution

Any dispute arising from these Terms or the use of the Service shall first be resolved by the parties through negotiation in good faith.

If negotiation fails, the parties agree that the Taiwan Taipei District Court shall be the court of first instance; however, this does not affect either party's right to apply for provisional remedies.

13. General Provisions

13.1 Amendments to the Terms

13.1.1　Eatsy may amend these Terms, and shall notify Merchants by Platform announcement and email thirty (30) days before the effective date of the amendment.

13.1.2　Except for material amendments as defined in the following paragraph, a Merchant that continues to use the Service after an amendment takes effect is deemed to have read, understood, and agreed to be bound by the amended Terms.

13.1.3　An amendment is a material amendment if it falls under any of the following:

1. It adds or substantially expands the Merchant's confidentiality obligations or restrictions on the use of intellectual property;
2. It adds liquidated damages, or raises the calculation basis or amount of existing liquidated damages;
3. It substantially increases the fees to be borne by the Merchant, or reduces Eatsy's obligations;
4. It otherwise has a materially adverse effect on the Merchant's rights and obligations.

13.1.4　The foregoing provision that continued use constitutes consent does not apply to material amendments; a material amendment takes effect with respect to a Merchant only after that Merchant has expressly indicated its consent on the Platform.

13.1.5　Where a Merchant has not indicated its consent before the effective date of the amendment, the pre-amendment version continues to apply until the 15th day after the effective date of the amendment; if the Merchant has still not consented by then, Eatsy may terminate the Service and handle data in accordance with Section 3.4. If the Merchant indicates its consent within 30 days after termination, the Service will be restored under the amended version from the time of consent.

13.2 Transitional Provisions (v1.3 and v1.4)

13.2.1　The amendments made in v1.3 concerning the pricing and currency of paid features (Sections 1.1 and 7.10) and the handling of consumption preference records (Paragraphs 3.3.2, 3.8.2 and 3.8.5 and Section 3.13), and the amendments made in v1.2 concerning payment deadlines, late fees, grounds for suspension and termination, the effect of not consenting to amendments, and the handling of customers' booking performance records, constitute material amendments under Paragraph 13.1.3.

13.2.2　v1.3 takes effect on September 27, 2026 (the "Effective Date") and applies to Merchants that newly register on or after the Effective Date. Merchants that entered into a contract with Eatsy before the Effective Date remain subject to the version to which they originally agreed until they indicate their consent under Paragraph 13.1.4.

13.2.3　Eatsy shall provide on the Platform an explanation of the differences between each version and its previous version, and shall retain the version number and time at which each Merchant indicated its consent.

13.2.4　This version (v1.4) amends Sections 1.2, 3.1, 3.2, 3.5, 3.12, 3.15 and 4.3 and Paragraphs 3.8.3 and 3.9.1, with effect from the effective date announced by Eatsy. Any of these amendments that constitutes a material amendment under Paragraph 13.1.3 is governed by Paragraphs 13.1.4 and 13.1.5; the others are governed by Paragraph 13.1.2.

13.3 Incorporated Documents

The following documents form part of these Terms and have the same effect as these Terms:

- Eatsy Privacy Policy
- Eatsy Cookie and Tracking Technologies Policy
- The Service Plan applicable to the Merchant

In the event of any conflict between the foregoing documents and these Terms, these Terms prevail, except that the provisions of the Service Plan on rates, billing cycles, and scope of service take precedence. Where a Merchant and Eatsy have entered into a separate service contract, the order of precedence of the documents shall be as agreed in that contract.

13.4 Entire Agreement

These Terms, together with the documents incorporated under Section 13.3, constitute the entire agreement between Eatsy and the Merchant, and supersede all prior written or oral agreements between the parties.

Unless otherwise agreed by both parties in writing, any agreement inconsistent with these Terms shall be of no effect.

13.5 Language Versions

These Terms are governed by the Traditional Chinese version.

Eatsy also provides versions in English, Japanese, and other languages for convenience of reading only. In the event of any discrepancy in meaning among the language versions, or any error or omission in a translation, the Traditional Chinese version prevails.

The preceding paragraph does not exclude the rights the Merchant enjoys under the mandatory laws and regulations of its location.

13.6 Force Majeure

Neither party shall be liable for delay in or inability to perform these Terms caused by natural disasters, war, epidemics, governmental acts, large-scale internet or power outages, or other causes not attributable to either party; however, that party shall notify the other party within a reasonable period and use its best efforts to mitigate the damage. Payment obligations already incurred are not discharged thereby.

13.7 Assignment of Rights and Obligations

Without Eatsy's prior written consent, the Merchant shall not assign its rights and obligations under these Terms to any third party. Where Eatsy transfers the Service by reason of a merger, division, or transfer of business, it may transfer its rights and obligations under these Terms to the transferee and notify the Merchant.

13.8 Severability

If any provision of these Terms is held invalid or unenforceable, the validity of the other provisions shall not be affected.

13.9 No Waiver

A party's failure or delay in exercising any right under these Terms does not constitute a waiver of that right.

14. Contact Information

- Company name: Eatsy Inc. (食樂科技股份有限公司)
- Email: info@eatsy.tech
- Customer service: Eatsy official LINE account
- Address: 7F, No. 53, Sec. 4, Zhongxiao E. Rd., Da'an Dist., Taipei City 106, Taiwan