1. DEFINITIONS

1.1. « Application » designates the mobile application developed by Quench;

1.2. « Bar code » designates any of the bar codes placed on tables of a Participating establishment and identified as bar codes for delivery of Quench orders;

1.3. «Quench» designates the company incorporated under the Quebec Business corporations act as 9308-0810 Quebec Inc.;

1.4. « Participating establishment » designates all restaurants, bars, hotels, golf clubs, retail stores and any other businesses in which the use of the Application has been authorized by Quench;

1.5. « Person » designates any physical person, company, corporation, partnership or any other legal entity, incorporated or not;

1.6. « Privacy Policy » designates Quench’s privacy policy;

1.7. « Services » designates the ability for the User to order, pre-order and submit payment for food and/or beverage products at Participating establishments;

1.8. « Premium Club Service » designates the ability for the User to subscribe as a member to the Premium Club to use the Application to redeem drinks in Participating establishments;

1.9. « User » designates any Person accessing, downloading and/or using the Application;

2. ACCEPTATION

2.1. Every time a User uses the Application, he confirms that he accepts, and that all Persons that he represents, to be bound, without limit or reserve, by the present Terms of use, and he declares and guarantees that he has the legal authority to accept the present Terms of use in his name or on behalf of the Person that he represents;

2.2. If the User does not accept all the provisions put forth in the present Terms of use, if he is not authorized to accept the present Terms of use or if he does not have the legal authority to accept the present Terms of use on behalf of the Person that he represents, he is not authorized to access, download and/or use the Application;

2.3. The present Terms of use adds to any other condition that binds the User to Quench, including any transaction;

3. AUTHORIZATION TO USE THE APPLICATION

3.1. The User is authorized to use the Application if he has reached the age of majority in the state and/or province and/or country where he resides, if he is eighteen (18) years of age or older and if he has the legal capacity to conclude contracts according to the applicable laws;

3.2. The Application may not be used in a jurisdiction where the access and/or download and/or use of the Application is forbidden or illegal, in parts or in full;

3.3. It is the User’s responsibility to determine whether he may use the Application legally, to make sure that he respects all the provisions of the present Terms of use and to comply with all applicable laws;

3.4. Quench reserves the right to ask any User a proof of identity and/or age;

4. MODIFICATION OF THE PRESENT TERMS OF USE

4.1. Quench may, at its sole discretion, modify the present Terms of use from time to time by the display of revised Terms of use which will be available by the same means as the present Terms of use;

4.2. The User is responsible for regularly reviewing any updates to the present Terms of use;

4.3. Any changes or modifications to the present Terms of use will become binding by either of the two following means:

4.3.1. By the User’s online acceptance of updated terms;
4.3.2. by the User’s continued use of the Application after such terms have been updated by Quench;

4.4. The User may not, under any circumstances, modify the present Terms of use;

5. PROPERTY AND AUTHORIZED USE OF THE APPLICATION

5.1. Quench shall retain legal and proprietary rights to its intellectual property at all times;

5.2. The Application is the property of the Quench and is protected by all Canadian and international laws, in particular copyright laws;

5.3. The use of the Application does not provide the User any legal and/or proprietary rights regarding the Application and/or its content;

5.4. The Application is made available to the User for personal and legal uses only;

5.5. The User is authorized to use the Application only in the manner described in the present Terms of use and subject to all applicable laws;

5.6. It is strictly forbidden to copy, imitate, reproduce, republish, download, transmit, modify, to take a mirror copy or to distribute, in any way, the Application, in parts or in full, without the express written consent of Quench;

5.7. Any right not expressly granted in the present Terms of use is reserved by Quench;

6. REGISTRATION AND ELIGIBILITY

6.1. Prior to accessing and using the Application, the User must register for a Quench account. Only one account is allowed per User;

6.2. To be registered, the User must have downloaded the Application and provided the following information:

6.2.1. First name;
6.2.2. Last name;
6.2.3. Email address;
6.2.4. A secure password;

(hereinafter the « Registration information »)

6.3. The User will also have the option to provide the following information:

6.3.1. Date of birth;
6.3.2. Phone number;

(hereinafter the “Optional information)

6.4. The User can also choose to register with his Facebook account. By doing so, the User will provide the following information:

6.4.1.1.1. First name;
6.4.1.1.2. Last name;
6.4.1.1.3. Email address;
6.4.1.1.4. Gender;
6.4.1.1.5. Profile picture;
6.4.1.1.6. Any other public information;

6.5. By signing up with his Facebook account, the User will not provide a secure password. The User acknowledges that the authentication and account protection are withdrawn from Quench’s control and responsibility. The User also acknowledges that he is subject to Facebook’s privacy policy and terms and conditions, which are neither under Quench’s control nor responsibility.

6.6. Upon entering the Registration information or signing up with his Facebook account, the User will have the possibility to read the present Terms of use and the Privacy Policy by pressing on “Term of use” and “Privacy policy”;

6.7. Upon pressing on the “Sign Up” link during the registration process or when accessing and/or using the Application, the User expressly agrees to the present Terms of use and to the Privacy Policy;

6.8. To be able to benefit from the Services, the User will be required to provide credit card information including the cardholder’s name, the billing address, the card number, its expiration date and verification code and the User’s date of birth (hereinafter the « Payment information »). The application will be unable to submit orders until this process is complete;

6.9. Quench will not store the Payment information as Quench will disclose the Personal Information and the Payment Information to a third party to securely process the payment, namely “Stripe” (hereinafter the « Payment processor » ). For more information on the privacy policy of the Payment processor, the User may consult the website of the Payment processor at: www.stripe.com;

6.10. Subject to the completion of the account registration set forth in the present section 6 and subject to the continued compliance of all the terms and conditions set forth in the present Terms of use, Quench will provide the User with a personal, non-transferable and non-exclusive, revocable license to use the Services (hereinafter the « License »);

6.11. The License shall be in the form of an account and shall govern the User’s access and use of the Services;

6.12. The User hereby recognizes that all information that is part of the Registration information and Payment information is true, exact, up-to-date and complete;

6.13. The User will be held responsible for all losses, damages, additional costs that the User, Quench or any other Person may incur due to the User providing of false, incorrect or incomplete Registration information and Payment information or due to the failure of the User to maintain Registration information and Payment information up-to-date;

6.14. The License may be revoked or declared void by either party in accordance to the present Terms of use;

7. SUBSCRIPTION TO THE PREMIUM CLUB SERVICE

7.1. The User can subscribe to the Premium Club Service with a monthly membership or a yearly membership;

7.2. By subscribing to the Premium Club Service, the User might also have access to other deals and promotions at specific times during the year;

7.3. The User could receive one free drink per day in one of the Participating establishments.

7.4. The Participating establishments can determine the schedule when the drink is served free of charge.

7.5. The User can verify if a drink is available free of charge in the Participating establishments in the Application’s home page.

8. PAYMENT– ORDERS AND PRE-ORDERS

8.1. Registration for this Service is free of charge;

8.2. Prior to completing a transaction, the User will have to scan a Bar code in the Participating establishment for which the order is made;

8.3. After scanning a Bar code, the Application will specify the purchase price for each menu item on a checkout screen containing the selected menu items and the total purchase price comprised of the subtotal, all applicable taxes and gratuity fees (hereinafter the « Total purchase price ») that will be presented to the User for review (hereinafter the « Checkout screen »);

8.4. The gratuity fees are, by default, calculated as seventeen percent (17.0%) of the subtotal presented on the Checkout screen;

8.5. The percentage of gratuity fees may be manually changed by the User on the Checkout screen but cannot be lower than fifteen percent (15.0%) of the subtotal presented on the Checkout screen;

8.6. It is the User’s responsibility to review the menu items listed on the Checkout screen to ensure it accords with the desired selections;

8.7. Prior to completing a transaction, the User may cancel an order by pressing on the “Cancel” link or by exiting the Application;

8.8. To proceed with the order, the User will have to press on the “Submit” link on the Checkout screen;

8.9. Pressing on the “Submit” link will authorize Quench, through the Payment processor, to withdraw the Total purchase price from the credit card account provided by the User as part of the Payment information;

8.10. The User acknowledges that submitted orders cannot be cancelled or refunded once the “Submit” link has been pressed;

8.11. Once the order is submitted, the User will receive a digital receipt confirming the Participating establishment, the User’s order and order number, and the Total purchase price;

8.12. The digital receipt will be sent to the User’s email account provided as part of the Registration information and will also be displayed on the Application;

8.13. The order will be delivered to the table corresponding to the Bar code scanned as part of the order process;

8.14. Quench shall assume no liability whatsoever for the payment and/or the transfer of funds between the User’s credit card account and the Participating establishment once an order has been submitted;

8.15. If an order cannot be processed for whatever reason, the User will receive a notification indicating the order was unsuccessful;

8.16. In the event of an unsuccessful order, the User’s credit card account will not be charged and the Services will not be provided;

9. PAYMENT – PREMIUM CLUB SERVICE

9.1. The registration for the Premium Club Service costs $9.99 per month for a monthly membership or $99.99 per year for a yearly membership (hereinafter the “Membership fees”), plus all applicable taxes.

9.2. By subscribing to the Premium Club Service, the User will authorize Quench, through the Payment processor, to withdraw the Membership fees plus all applicable taxes from the credit card account provided by the User as part of the Payment information;

9.3. The Membership fees to the Premium Club Service do not include the gratuity fees. The User shall pay the gratuity fees directly to the Participating establishment’s staff each time he orders a drink or any other product through the Application;

9.4. The membership will be renewed automatically at the end of each term until terminated.

9.5. Unless the User terminates his membership before his monthly or yearly billing date, the User authorizes Quench to charge him his next month’s or next year’s Membership fees plus all applicable taxes;

9.6. No digital receipt will be sent to the User’s email account

9.7. The User may cancel his subscription to the Premium Club Service at any time by going in the “Membership” section of the Application.

9.8. Quench may increase the Premium Club service cost at any time and at its sole discretion. The price modification will then be forwarded to the User through the Application and will become binding by the User’s continued use of the Application;

10. USER’S RESPONSIBILITIES AND WARRANTIES

10.1. The User shall assume sole responsibility for any authorized or unauthorized access to and use of the User’s account, any activity on the User’s account being deemed to be done by the User;

10.2. The User shall indemnify and hold Quench, its shareholders, directors, officers, employees and agents harmless from and against any and all liabilities, demands, actions, causes of action, fines, penalties, losses, costs and expenses of any kind or nature for which Quench may become liable or suffer by reason of any breach, violation or non-performance by the User of any of its obligations under the present Terms of use, or by reason of any damage occasioned to or suffered by any property or Person as a result of any act or omission on the part of the User, its employees, agents, representatives, subtenants, customers or visitors or by reason of the use of the Application by the User;

10.3. The User acknowledges and agrees that Quench shall assume no responsibility, legal or otherwise, for any harm that may arise from any use, direct or indirect, of the Services, including, but not limited to, any unauthorized use of the User’s account, any item disposed of by the Participating establishment and/or any dispute arising between the User and the Participating establishment;

10.4. The User waives and forfeits any right to pursue a claim against Quench, its directors or officers, or any subsidiary of Quench, for any loss or damage caused by any direct or indirect use of the Application and/or its services;

10.5. The User is prohibited from posting, uploading or transmitting any information or content to and/or from the Application, the Quench website or any website of the Participating establishments that:

10.5.1. Breaches any applicable local, national or international law;
10.5.2. Is unlawful or fraudulent;
10.5.3. Amounts to unauthorized advertising;
10.5.4. Contains viruses or any other harmful programs;
10.5.5. Contains any defamatory, obscene or offensive material;
10.5.6. Promotes violence or discrimination;
10.5.7. Infringes on the intellectual property rights of any entity;
10.5.8. Promotes illegal activity or infringes on privacy rights;
10.5.9. Contains misrepresentations about the User or Quench, the Application or the Services;

11. DISCLAIMER

11.1. The User accesses, downloads and/or uses the Application at his own risks;

11.2. The Services are provided “as is” without warranty of any kind, express or implied, use of the Services is at User’s sole risk;

11.3. Quench does not warrant that the Application will contain every menu item that would otherwise be available to the User by placing the order directly to the Participating establishment;

11.4. Quench does not warrant that the User will be immediately served;

11.5. While wait times are expected to be reduced as a result of the use of the Application, they are not guaranteed;

11.6. Quench is not responsible for any delay resulting from the operations and/or volume of orders at any of the Participating establishment;

11.7. Quench does not control the hours of operation at Participating establishments and does not control when Participating establishments appear online;

11.8. The prices for individual menu items are at the sole discretion of the Participating establishments and are subject to change;

11.9. Quench does not warrant the quality of the food or beverage, including flavor, temperature, menu selections, ingredients, texture, etc.;

11.10. The present Terms of use are not binding upon the Participating establishments;

12. RESILIATION

12.1. Quench may, at its entire discretion, modify, discontinue, reduce, suspend or terminate the Services and/or Application, in parts or in full, without previous notice, being understood that Quench shall not be held responsible for any damages incurred by the User as a result thereof;

12.2. Quench may, at its entire discretion, modify, discontinue, reduce, suspend or terminate the access of the User to the Services and/or to the Application, in parts or in full, without previous notice, being understood that Quench shall not be held responsible for any damages incurred by the User as a result thereof;

12.3. In the event that the present Terms of use and/or the authorization of the User to access or to use the Services and/or the Application is terminated,in parts or in full, the present Terms of use and all other agreements between Quench and the User will continue to apply, with the necessary adaptations, and to bind the User regarding its anterior access and anterior use of the Application and/or the Services;

13. GENERAL

13.1. Wherever, in the present Terms of use, words importing the singular number or neutral gender are used, such words shall be construed as if the plural number or the masculine or feminine gender had been used, if the context so requires;

13.2. If the User is more than one Person, then all of the obligations on the part of the User hereunder shall be joint and several obligations of the Persons using the Services and/or the Application;

13.3. Headings have been inserted in the present Terms of use for convenience of reference only and form no part of the present Terms of use;

13.4. The Terms of use and any other agreement between the User and Quench shall be governed by and construed in accordance with the laws and regulations of the Province of Quebec;

13.5. Any dispute between the User and Quench or any other Person, which may be attributed or connected to the Application and/or the Services and/or the Terms of use or any other related matter shall be settled in front of the Quebec courts of the district of Montreal and the User shall submit himself to the sole skill of said courts;

13.6. If any term, covenant or condition of the present Terms of use, or the application thereof to any Person or circumstances, should be held to be, in whole or in part, invalid, unenforceable or illegal, the remainder of the Terms of use shall not be affected thereby and shall continue to be applicable and enforceable to the extent permitted by law;

13.7. The Terms of use and the rights and obligations hereunder shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, personal representatives, successors and permitted assigns;

13.8. For any question regarding the Services, the Application and/or the present Terms of use, Quench may be contacted at the following:514-312-3151.