Terms of Use

Effective Date: February 1, 2025

Introduction and Agreement.

First Watch Technologies, Inc. ("Company" or "First Watch") offers the services described herein ("Services") and any website, platform, mobile app, application or portal through which you access the Services (collectively, "Site") to you conditioned on your acceptance of these Terms of Use ("Terms"). Unless otherwise noted, all references to "us," "our," or "we" will be deemed to include First Watch.

The Services are available only to individuals and entities that can form a legally binding contract under applicable law. Without limiting the foregoing, the Services are not available to minors and when prohibited by law.

PLEASE READ THE FOLLOWING TERMS CAREFULLY AS THEY GOVERN YOUR USE OF THE SERVICES AND SITE INCLUDING HOW DISPUTES BETWEEN US WILL BE MANAGED WHICH INCLUDES YOUR AGREEMENT TO INDIVIDUAL ARBITRATION AND A WAIVER OF YOUR RIGHT TO A TRIAL BY JURY AND TO PURSUE A CLASS ACTION.

Acceptance of Terms of Use

These Terms constitute a legal binding agreement governing your access to and use of the Service and Site. These Terms incorporate by reference our Privacy Policy. Each time you use the Site or Service, you agree to be bound by these Terms. If you do not agree to these Terms, you must discontinue using the Site and Services.

Updates to Terms

We reserve the right to update or change these Terms at any time. We will provide notice of changes to the Terms by posting the new Terms on the Site with a new Effective Date. All such changes in the Terms shall be effective from the Effective Date set when it is posted on the Site or Services. Your continued use of the Site or Services after we post any changes to the Terms signifies your agreement to such changes. If at any time you do not agree to these Terms, you must discontinue using the Site and Services.

Electronic Form

By using the Site or registering to use the Services you consent to have these Terms provided to you in electronic form. You have the right to receive these Terms in non-electronic form before or after you electronically agree to the Terms, by contacting us using the Contact Us information below.

Services

The Services shall include all features and benefits described at the time of registration in the Service to which these Terms are linked. By registering to use any First Watch Service you expressly and unambiguously agree to use the Service solely for its intended purpose and in accordance with instructions from First Watch and all applicable laws. You may not use any Service for any unlawful purpose, or a purpose not specifically authorized by First Watch or that may violate or infringe upon the rights of any other person or entity. Failure to comply with the foregoing may result in First Watch suspending or terminating your access to the applicable Service.

Registration; Registered Users

To access the Services, you must register through the Site to become a "Registered User." You do not need to be a Registered User to view the description of Services available through this Site, but only Registered Users can access the Services. By becoming a Registered User, you agree to (i) provide true, accurate, current, and complete information about yourself as prompted by the registration form, and (ii) maintain and properly update your account information to keep it true, accurate, current, and complete, and (iii) use the Services solely for your individual use and not for commercial purposes. If you provide information that is untrue, inaccurate, not current, or incomplete, or if we have reasonable grounds to suspect that you have, or may violate these Terms, as determined in our sole discretion, we have the right to suspend or terminate your access to the Services. Registration is currently available only to individuals and entities residing or domiciled in the United States, subject to our verification, in our sole discretion. Without limitation of the foregoing, we reserve the right to reject any registration application in our sole discretion and to verify, at any time and in our sole discretion, a Registered User's eligibility and compliance with these Terms prior to fulfilling any access to a Service, including, but not limited to, ensuring that the Registered User is not using the Service for business or an unlawful purposes.

Billing

Certain Services are provided at no charge to Registered Users. If we charge you for your access to the Services using the billing information you provide (your "Billing Account") at the time of and under the terms of the applicable Registration. By Registering in a Service, you authorize us to charge your Billing Account the fees then in effect for the applicable Service. We reserve the right to correct and update your information from available third-party sources. All Registration Fees are in USD.

Recurring Billing. Billing for Services may be on an automatically recurring basis. If applicable, you accept responsibility for all recurring charges prior to cancellation. Unless cancelled, your access to the applicable Service will be automatically extended for successive renewal periods of the same duration as the initial term originally selected. If you cancel a monthly billed Service, you will not be billed for any future terms following cancellation and no refunds will be issued. If you cancel an annually billed Service, you will be issued a pro rata refund for the unused portion of the paid-for term and will not be billed any further thereafter. Information Provided to the Company or Posted at Any Company Web Site.

Current Information Required. YOU MUST PROMPTLY NOTIFY US IF YOUR PAYMENT METHOD IS CANCELLED OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR EMAIL OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE BY CONTACTING US USING THE CONTACT INFORMATION BELOW. IF YOU FAIL TO PROVIDE US WITH ANY OF THE FOREGOING INFORMATION YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF THE APPLICABLE SERVICE UNDER YOUR BILLING ACCOUNT, UNLESS WE HAVE EVIDENCE THAT YOU HAVE CANCELLED YOUR REGISTRATION.

Change in Amount Authorized. If the amount to be charged to your Billing Account varies from the current rate set forth in your initial offer due to an increase in our current rates (other than due to the imposition or change in the amount of state sales taxes), we shall provide notice of the amount to be charged and the date of the charge at least 10 days before the scheduled date of the change. Any agreement you have with your account provider will govern your use of your Billing Account. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.

Free and Introductory Trials and Other Promotions. Any free or introductory trial offer or other promotion that provides access to a Service must be used within the specified time of the trial. You must cancel your Registration before the end of the stated trial period to avoid being charged the full fee set forth in the offer terms. Your trial period begins on the day you accept the trial offer; for example, if you accept a 7-day trial offer, your full paid Registration term will begin one week from the date that you accepted the offer unless you cancel.

How You Can Use the Site and Services

The Site and these Services are intended for your individual use in accordance with these Terms. Use of the Site and these Services for commercial purposes is a violation of these Terms. You agree that you will not (i) copy, display, or distribute any part of the Site, in any medium, without our prior written consent, or (ii) alter or modify any part of the Site other than as may be reasonably necessary to use the Site for its intended purpose. You further agree that you will not use any automated devices, such as spiders, robots, or data-mining techniques, to catalog, download, store, or otherwise reproduce, store, or distribute content available on the Site, manipulate the Site or these Services, or otherwise exceed the limited access granted to you. You will take no action to interfere with, interrupt, destroy, or limit the functionality of the Site or any computer software or hardware or telecommunications equipment. You will not distribute or transmit any content or software or other computer files that contain a computer virus or other harmful component. At this time, these Services are only available to residents of, and entities domiciled in the United States, its territories, and those consumers with APO/FPO addresses.

User Submissions

By submitting content to the Site, for instance, in the form of a testimonial or otherwise ("User Content"), you grant us and our licensees and successors a perpetual, worldwide, royalty-free, and non-exclusive license to reproduce, distribute, modify, edit, display, adapt, create derivative works from, market, and promote the User Content for any commercial purposes, and in any medium now existing or hereinafter developed, and to use your name, likeness, and any personal information you submit with the User Content without your prior approval or the payment of any compensation.

Proprietary Rights

The Site and all material published on the Site, including but not limited to text, photographs, video, text, graphics, music, sounds, messages, comments, ratings, and other materials, is owned by us or our licensors and is protected by copyright, patents, trademarks, trade secrets, and/or other proprietary rights, including under the United States copyright laws. We own copyright in the selection, coordination, arrangement, and enhancement of such content and copyright in the Site. Our name and logos are our trademarks and protected by state and federal laws. All other trademarks appearing on this Site ("Marks") are trademarks of their respective owners. Users of the Site and Services are prohibited from using any Marks without our written permission or that of a third party that may own the Marks. You may not copy, publish, transmit, distribute, perform, sell, create derivative works of, or in any way exploit any of the content, in whole or in part, without our prior written consent. You agree not to reproduce, duplicate, copy, sell, resell, or exploit for any commercial purposes any aspect of the Site or Service. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material. You may download content for your personal, non-commercial use only as provided in these Terms, if you keep intact all copyright and other proprietary notices. Copying or storing of content for other than personal use is expressly prohibited without prior permission from us or the copyright holder identified in the copyright notice contained in the content.

No License Granted

Except for allowing you to use the Site and Services for your personal use as set forth herein, when you use the Site or Services, you are not receiving a license or any other rights from us, including intellectual property or other proprietary rights of ours. You understand that you have no rights to the Services or any other Company property except as expressly stated in these Terms.

Age Requirements

You must be at least 18 years old or the age of majority in your state of residence, whichever is older, to register for and use the Services.

Links

You may be able to access other websites or resources through links on the Site. Because we have no control over such sites and resources, you acknowledge and agree that we are not responsible for the availability of such external sites or resources, and do not endorse and are not responsible or liable for any content, advertising, products, or other materials available from such sites or resources. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such site or resource.

Indemnity/Release

You understand that you are personally responsible for your behavior while on the Site and using the Services and agree to indemnify and hold us, and our affiliates, business partners, and suppliers, and their respective officers, directors, employees, and agents, harmless from and against any loss, damage, liability, cost, or expense of any kind (including attorneys' fees) that we may incur arising out of or related to any products or services purchased by you in connection with the Site or the Services and in connection with a third-party claim or otherwise, in relation to your use of the Services or access to the Site, or your violation of either these Terms, applicable law, or the rights of any third party. You are solely responsible for your own interactions with any merchants accessed through the Site or Services.
In connection with the foregoing release, you hereby waive California Civil Code Section 1542 (and any similar provision in any other jurisdiction), which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor."

Disclaimer of Warranties

YOU UNDERSTAND THAT YOUR USE OF THE SITE AND SERVICES (INCLUDING ANY DOWNLOADS OR ANY LOSS OF DATA OR OTHER DAMAGE TO YOUR COMPUTER SYSTEM YOU EXPERIENCE FROM USING THE SITE AND SERVICES) AND YOUR RELIANCE ON THE SUFFICIENCY AND ADEQUACY OF THE SERVICES, IS AT YOUR SOLE RISK. YOU UNDERSTAND THAT THE SITE AND SERVICES AND ALL INFORMATION, PRODUCTS, AND OTHER CONTENT (INCLUDING THIRD-PARTY INFORMATION, PRODUCTS, AND CONTENT) INCLUDED IN OR ACCESSIBLE FROM THE SITE OR SERVICES, ARE PROVIDED ON AN "AS IS," "WHERE IS," AND "WHERE AVAILABLE" BASIS, AND ARE SUBJECT TO CHANGE AT ANY TIME WITHOUT NOTICE TO YOU. YOU ACKNOWLEDGE THAT WE AND OUR AFFILIATES, BUSINESS PARTNERS AND SUPPLIERS, MAKE NO WARRANTY THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOU UNDERSTAND THAT YOUR USE OF AND ACCESS TO THE SERVICES MAY BE AFFECTED BY THIRD PARTY ACTS AND OMISSIONS THAT ARE BEYOND OUR AND OUR AFFILIATES, BUSINESS PARTNERS AND SUPPLIERS CONTROL AND THAT WE AND OUR AFFILIATES, BUSINESS PARTNERS AND SUPPLIERS WILL NOT BE RESPONSIBLE FOR YOUR ACCESS TO OR INABILITY TO ACCESS AND ENJOY THE SERVICES DUE TO SUCH THIRD PARTY ACTIONS. YOU UNDERSTAND THAT WE AND OUR AFFILIATES, BUSINESS PARTNERS AND SUPPLIERS DO NOT WARRANT THAT THE RESULTS OBTAINED FROM YOUR USE OF THE SITE OR SERVICES WILL MEET YOUR EXPECTATIONS. NO WARRANTY OF ANY KIND, WHETHER ORAL OR WRITTEN, CAN MODIFY THE TERMS OF THE DISCLAIMER SET FORTH IN THIS DOCUMENT. YOUR USE AND BROWSING OF THE SITE IS AT YOUR OWN RISK. IF YOU ARE DISSATISFIED WITH ANY OF THE MATERIALS CONTAINED IN THE SITE OR SERVICES, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SITE AND SERVICES. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES, BUSINESS PARTNERS AND SUPPLIERS DISCLAIM ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF ANY KIND (EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS) AS TO THE SITE AND SERVICES AND ALL INFORMATION, PRODUCTS, AND OTHER CONTENT (INCLUDING THIRD-PARTY INFORMATION, PRODUCTS, AND CONTENT) INCLUDED IN OR ACCESSIBLE FROM THE SITE AND SERVICES.

Liability Limitation

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, BUSINESS PARTNERS OR SUPPLIERS BE LIABLE TO YOU (OR ANY THIRD PARTY MAKING CLAIMS THROUGH YOU) FOR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR INCIDENTAL DAMAGES, OR DAMAGES FOR LOSS OF USE, PROFITS, DATA, OR OTHER INTANGIBLES, UNAUTHORIZED ACCESS TO AND TAMPERING WITH YOUR PERSONAL INFORMATION OR TRANSMISSIONS, ARISING OUT OF OR RELATED TO THE USE, INABILITY TO USE, UNAUTHORIZED USE, PERFORMANCE, OR NON-PERFORMANCE OF THE SITE OR THE SERVICES, EVEN IF COMPANY HAS BEEN ADVISED PREVIOUSLY OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER SUCH DAMAGES ARISE IN CONTRACT, NEGLIGENCE, TORT, UNDER STATUTE, IN EQUITY, AT LAW, OR OTHERWISE. UNLESS LIMITED OR MODIFIED BY APPLICABLE LAW, THE FOREGOING DISCLAIMERS, WAIVERS, AND LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. OUR LICENSORS AND CONTRACTORS ARE INTENDED THIRD-PARTY BENEFICIARIES OF THESE DISCLAIMERS. IF ANY PART OF THESE WARRANTY DISCLAIMERS OR LIMITATIONS OF LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN OUR OR OUR AFFILIATES,' BUSINESS PARTNERS' OR SUPPLIERS' AGGREGATE LIABILITY FOR ALL CLAIMS UNDER SUCH CIRCUMSTANCES FOR LIABILITIES SHALL NOT EXCEED TEN DOLLARS ($10).

Termination

We can suspend or terminate your Registration in and access to a Service, in whole or in part, at any time, immediately and without notice if, at our sole discretion, you fail to comply with any of these Terms or any law. Upon termination, you must destroy all materials obtained from this Site and the Services and all copies thereof. In the event of suspension or termination, you are no longer authorized to access the Site or the Services, and the restrictions imposed on you with respect to any materials downloaded from the Site or the Services and the disclaimers and limitations of liabilities set forth in the Terms shall survive.

No Third-Party Beneficiaries

You agree that, except as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to this Agreement.

Dispute Resolution

ARBITRATION AND WAIVER OF CLASS ACTION. EXCEPT AS THESE TERMS OTHERWISE PROVIDE, YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND US INVOLVING THE SITE, THE SERVICES OR THESE TERMS WILL BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION AND THAT YOU WAIVE YOUR RIGHT TO BRING OR PARTICPIATE IN ANY CLASS, COLLECTIVE, OR OTHER REPRESENTATIVE ACTION.

Arbitration. Arbitration uses a neutral arbitrator to resolve a dispute instead of a judge or jury. It results in a final and binding decision that is subject to limited appellate review. By agreeing to arbitration, you waive the right to resolve your dispute through other available processes such as court or administrative proceedings. An arbitrator must honor the terms in this Section and can award the same damages and relief as a court can award under the law, including declaratory or injunctive relief. Certain rights that you might have in court such as access to discovery may be unavailable or limited in arbitration.

Any dispute, controversy or claim between you and us, our agents, employees, officers, directors, principals, successors, assigns, subsidiaries or affiliates (collectively for purposes of this section, "Company ") arising out of or relating to these Terms, the Site or Services (collectively "Dispute ") shall be settled by final and binding arbitration.

Any arbitration will be held before a single neutral arbitrator and will be governed by the Consumer Arbitration Rules and the Consumer Due Process Protocol (collectively, "AAA Rules") of the American Arbitration Association ("AAA") as currently in effect, and as modified by these Terms, and will be administered by the AAA. You can find the AAA Rules online at https://www.adr.org/consumer or you can call the AAA at 800-778-7879 or write them at American Arbitration Association Case Filing Services, 1101 Laurel Oak Road, Suite 100, Voorhees, NJ 08043 (the "AAA Notice Address").

All Disputes shall be governed by the laws of the State of Ohio, without regard to principles of conflict of laws. If there is a conflict between the AAA Rules and this arbitration clause, the arbitrator shall resolve such conflicts to preserve the parties' mutual obligation to arbitrate claims on an individual basis.

Process. You agree to first try to resolve the Dispute informally by contacting us in writing at, First Watch Technologies, Inc. 2820 West Market Street, Akron, Ohio 44333. If the Dispute is not resolve within 60 days of submission, you agree that you or we may initiate arbitration.

Notwithstanding the foregoing, in lieu of arbitration: (1) you or we may assert a claim in small claims court in the United States if your claim qualifies, provided that it is brought and maintained solely as an individual claim; and (2) you or we may assert a claim in court to enjoin infringement or other misuse of intellectual property rights.

The arbitrator shall have sole authority to and shall address all claims or arguments by both parties, concerning the formation, legality, and enforceability of this arbitration clause, the scope of this arbitration clause, and the arbitrability of any claim or issue arising between you and us.

To initiate the arbitration process, send a letter to the AAA and us at First Watch Technologies, Inc., Attention: Legal, 2820 West Market Street, Akron, Ohio 44333, with a request for arbitration and a description of your claim. You may also send a copy to the AAA online at https://www.adr.org. The AAA's rules govern payment of all filing, administration, and arbitrator fees. Each party shall bear its own costs and expenses and an equal share of the arbitrators' and administrative fees of arbitration.

Arbitration may be conducted at a location that is reasonably convenient for you. Upon request of either party, the arbitration shall be conducted via telephone to the extent permitted by the AAA Rules. The arbitrator will follow these Terms, and the award will be final and binding. At the conclusion of arbitration, the arbitrator shall issue a written decision explaining the basis for the award. Any awarded relief shall not exceed what is allowed by applicable law and these Terms. The parties agree that any declaratory or injunctive award may be vacated or corrected on appeal by either party to a court of competent jurisdiction for an error of law or legal reasoning. The parties shall bear their own costs and fees for any appeal. Judgment on any arbitration award may be entered in any court of competent jurisdiction. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

If for any reason this arbitration clause is deemed inapplicable or invalid, you and we both fully waive any claims to recover punitive or exemplary damages.

Jury Trial and Class Action Waiver. IF FOR ANY REASON A DISPUTE OR CLAIM MAY PROCEED IN COURT RATHER THAN IN ARBITRATION, EACH PARTY TO THIS AGREEMENT IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SITE (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY), UNLESS SUCH WAIVERS ARE UNENFORCEABLE.

Except as the Terms otherwise provide, you waive the right to a trial by jury and to the litigation of disputes in state or federal courts of general jurisdiction. You also agree that you may only resolve Disputes with the Company on an individual basis and may not assert a claim as a plaintiff or a class member in a class action, class-wide arbitration, consolidated or representative action and expressly waive your right to file a class action or seek relief on a class basis.

The arbitrator may award declaratory or injunctive relief to you only on an individual basis and only to the extent necessary to provide relief warranted by the individual claim. Other rights that you would have if you went to court, such as access to discovery, also may be unavailable, or limited in arbitration.

Other. To the extent that any other provision of the Terms is found to be inconsistent with rights, duties, and requirements of this ARBITRATION AND WAIVER OF CLASS ACTION clause, or where the application of such a provision would change or render unenforceable any part of this arbitration clause, such provision shall be null and void and the terms of this ARBITRATION AND WAIVER OF CLASS ACTION clause shall control.

Miscellaneous

These Terms and policies incorporated herein are the entire agreement between you and us. They supersede all prior or contemporaneous agreements between you and us relating to your use of the Site and the Services. If any part of these Terms is determined to be invalid or unenforceable, it will not impact other provision of these Terms, all of which will remain in full force and effect. Our failure or delay to partially or fully exercise any rights, or waive any breach of these Terms by you, shall not prevent our subsequent exercise of such right or be deemed a waiver by us of any subsequent breach by you of the same or any other term of these Terms. Our rights and remedies under these Terms and any other applicable agreement between you and us shall be cumulative, and the exercise of any such right or remedy shall not limit our right to exercise any other right or remedy.

Contact Information

First Watch Technologies, Inc. 2820 West Market Street, Akron, Ohio 44333

E-Mail: [email protected]