Terms of Service

Please read these Terms of Service carefully before using the website located at chopt-new.click (the "Website") or any services offered by Chopt (the "Company," "we," "us," or "our"). By accessing or using our Website, placing an order, or otherwise engaging with our services, you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must immediately discontinue use of our Website and services.

1. Acceptance of Terms

By accessing, browsing, or using chopt-new.click, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Service and our Privacy Policy, which is incorporated herein by reference. These Terms constitute a legally binding agreement between you ("User," "you," or "your") and Chopt.

These Terms apply to all visitors, users, customers, and others who access or use our Website, mobile platforms, or related services. If you are accessing or using our services on behalf of a business, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and by accepting these Terms, you agree to do so on behalf of that entity.

You must be at least 18 years of age to enter into a binding contract under applicable United States law. By using our Website, you represent and warrant that you are at least 18 years of age. If you are under the age of 18, you may only use our services with the direct supervision and consent of a parent or legal guardian who agrees to be bound by these Terms.

We reserve the right to modify, amend, or update these Terms at any time, and any such changes will be effective upon posting to the Website. Your continued use of our Website following the posting of revised Terms constitutes your acceptance of such changes. We encourage you to review these Terms periodically to stay informed of any updates.

2. Description of Services

Chopt is a food-related business operating in the United States. Through our Website at chopt-new.click, we offer a range of services and products including but not limited to:

• Online ordering of food and beverage products
• Menu browsing and nutritional information
• Customization of food orders based on dietary preferences and restrictions
• Pickup and/or delivery services for food orders, subject to availability in your area
• Account registration and management for returning customers
• Loyalty programs or promotional offerings as may be made available from time to time
• Customer support and order assistance
• Access to information about our company, locations, and offerings

All services described herein are subject to availability and may change without prior notice. We reserve the right to modify, suspend, or discontinue any aspect of our services at any time, including the availability of any feature, product, or content. We will not be liable to you or any third party if we exercise such rights.

Our food products are prepared in facilities that may process common allergens including, but not limited to, nuts, dairy, gluten, eggs, soy, shellfish, and other allergens. It is your responsibility to inform us of any dietary restrictions, allergies, or health conditions prior to placing an order. We cannot guarantee that our products are completely free from any allergen, and you assume all risks associated with the consumption of our food products.

3. User Obligations and Prohibited Activities

3.1 User Obligations

As a user of our Website and services, you agree to:

• Provide accurate, current, and complete information when creating an account or placing an order
• Maintain the security and confidentiality of your account credentials, including your username and password
• Promptly notify us at [email protected] of any unauthorized use of your account or any other security breach
• Use our Website and services only for lawful purposes and in accordance with these Terms
• Comply with all applicable local, state, federal, and international laws and regulations
• Be responsible for all activities conducted through your account
• Ensure that any information you provide to us does not violate the rights of any third party

3.2 Prohibited Activities

You agree that you will not, under any circumstances:

• Use our Website or services for any illegal purpose or in violation of any applicable law or regulation
• Attempt to gain unauthorized access to any portion of our Website, other accounts, computer systems, or networks connected to our Website
• Use any automated means, including bots, scrapers, spiders, or other data-gathering tools, to access, monitor, or copy any content from our Website without our prior written consent
• Engage in any conduct that restricts or inhibits any other user's use or enjoyment of our Website
• Transmit any unsolicited or unauthorized advertising or promotional material
• Introduce any viruses, malware, Trojan horses, worms, or other harmful or technologically harmful material to our Website or systems
• Attempt to reverse engineer, decompile, or disassemble any software or systems used in connection with our Website
• Collect or harvest any personally identifiable information from our Website without authorization
• Misrepresent your identity or impersonate any person or entity
• Use our services to engage in any fraudulent activity, including but not limited to making false orders, using stolen payment credentials, or engaging in chargebacks without legitimate basis
• Post or transmit any content that is unlawful, defamatory, obscene, offensive, or otherwise objectionable
• Interfere with or disrupt the integrity or performance of our Website or the data contained therein
• Attempt to probe, scan, or test the vulnerability of any of our systems or networks

Violation of any of the above may result in immediate termination of your access to our Website and services, and may subject you to civil and/or criminal liability under applicable United States law, including the Computer Fraud and Abuse Act (18 U.S.C. § 1030) and other applicable statutes enforced by the Federal Trade Commission (FTC).

4. Intellectual Property Rights

All content available on our Website, including but not limited to text, graphics, logos, icons, images, audio clips, video clips, digital downloads, data compilations, software, and other material (collectively, the "Content"), is the property of Chopt or its licensors and is protected by United States and international intellectual property laws, including copyright, trademark, trade dress, patent, and trade secret laws.

Our trademarks, service marks, and trade names, including but not limited to the "Chopt" name and logo, may not be used in connection with any product or service that is not ours, or in any manner that is likely to cause confusion among consumers, or in any manner that disparages or discredits us.

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use our Website and its Content solely for your personal, non-commercial use. This license does not include:

• Any resale or commercial use of our Website or its Content
• Any collection and use of any product listings, descriptions, or prices
• Any derivative use of our Website or its Content
• Any downloading or copying of account information for the benefit of another merchant
• Any use of data mining, robots, or similar data gathering and extraction tools

Any unauthorized use of our Content terminates the permission or license granted by us. You may not reproduce, distribute, display, sell, lease, transmit, create derivative works from, translate, modify, reverse-engineer, disassemble, decompile, or otherwise exploit any of our Content without our prior written consent.

If you believe that any content on our Website infringes your copyright, please notify us at [email protected] with sufficient information to allow us to evaluate your claim, in accordance with the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512.

5. Payment Terms

When you place an order through our Website, you agree to pay all charges at the prices listed for the products and services you select, along with any applicable taxes, delivery fees, service charges, and other fees that may apply to your order.

We accept various payment methods as indicated on our Website at the time of your order. By submitting your payment information, you authorize us or our designated payment processors to charge the applicable fees to your selected payment method.

All prices are listed in United States Dollars (USD) and are subject to change without prior notice. We reserve the right to correct any pricing errors, even after an order has been placed. In the event of a pricing error, we will notify you and give you the option to proceed with the corrected price or cancel your order.

All sales are final unless otherwise specified in our refund policy. If you have a concern about a charge, please contact us at [email protected] within a reasonable time of the transaction. Chargebacks initiated without first contacting us may result in the suspension or termination of your account.

Applicable sales taxes will be added to your order total in accordance with the tax laws of the applicable state and local jurisdiction. You are responsible for all taxes applicable to your purchase.

For promotional offers, discount codes, or loyalty rewards, additional terms and conditions may apply. We reserve the right to modify, suspend, or terminate any promotional offers at any time without notice.

6. Disclaimers and "As-Is" Basis

YOUR USE OF OUR WEBSITE AND SERVICES IS AT YOUR SOLE RISK. OUR WEBSITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CHOPT EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
• WARRANTIES THAT OUR WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS
• WARRANTIES REGARDING THE ACCURACY, RELIABILITY, TIMELINESS, OR COMPLETENESS OF ANY CONTENT ON OUR WEBSITE
• WARRANTIES THAT DEFECTS IN OUR WEBSITE WILL BE CORRECTED
• WARRANTIES REGARDING THE QUALITY, SAFETY, OR SUITABILITY OF ANY FOOD PRODUCTS FOR YOUR SPECIFIC DIETARY NEEDS OR HEALTH CONDITIONS

We do not warrant or make any representations regarding the use or the results of the use of our Website or services in terms of their correctness, accuracy, reliability, or otherwise. You assume the entire cost of all necessary servicing, repair, or correction resulting from your use of our Website.

No advice or information, whether oral or written, obtained by you from Chopt or through our Website shall create any warranty not expressly stated in these Terms. Some jurisdictions do not allow the exclusion of certain warranties; therefore, some of the above exclusions may not apply to you.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CHOPT, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUBSIDIARIES, PARTNERS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or data
• Loss of goodwill or business opportunities
• Costs of procurement of substitute goods or services
• Personal injury or property damage arising from your use of our services or consumption of our food products
• Unauthorized access to or alteration of your transmissions or data
• Any errors or omissions in any content or for any loss or damage of any kind incurred as a result of your use of any content on our Website

REGARDLESS OF WHETHER SUCH DAMAGES ARISE IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF OUR WEBSITE OR SERVICES EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT PAID BY YOU TO CHOPT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS ($100.00 USD).

Some states and jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. If you are located in such a state or jurisdiction, some of the above limitations may not apply to you, and you may have additional legal rights.

8. Indemnification

You agree to defend, indemnify, and hold harmless Chopt and its officers, directors, employees, agents, subsidiaries, partners, affiliates, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to:

• Your violation of these Terms of Service
• Your use or misuse of our Website or services
• Your violation of any applicable law, regulation, or third-party right, including any intellectual property right, privacy right, or proprietary right
• Any content you submit, post, or transmit through our Website
• Your negligence or willful misconduct
• Any false, inaccurate, or misleading information provided by you
• Any dispute between you and a third party arising from your use of our services

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. In such event, you agree to cooperate fully with us in the defense of such claim. You shall not settle any such claim without our prior written consent.

9. Governing Law and Jurisdiction

These Terms of Service and any dispute or claim arising out of or in connection with them, their subject matter, or their formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the United States and the laws of the applicable state in which Chopt operates, without regard to its conflict of law provisions.

You agree that any legal action or proceeding arising out of or relating to these Terms or your use of our Website or services shall be instituted exclusively in the federal or state courts of the United States having competent jurisdiction. You consent to personal jurisdiction in such courts and waive any objection to the laying of venue of any such legal action or proceeding.

To the extent applicable, we comply with the Federal Trade Commission Act (15 U.S.C. § 45) and other applicable federal consumer protection laws. If you are located in California, you may also have rights under the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA), as detailed in our Privacy Policy.

Nothing in this section shall limit our right to seek injunctive or other equitable relief in any court of competent jurisdiction to protect our intellectual property rights or other proprietary interests.

10. Dispute Resolution

10.1 Informal Resolution

Before initiating any formal legal proceeding, you agree to first contact us at [email protected] and attempt to resolve any dispute informally. We will use good-faith efforts to resolve the dispute within thirty (30) days of receiving your written notice. This informal dispute resolution process is a prerequisite to initiating any formal proceeding.

10.2 Binding Arbitration

If we are unable to resolve a dispute informally within the thirty (30) day period, you and Chopt agree that any dispute, controversy, or claim arising out of or relating to these Terms, including their formation, interpretation, breach, or termination, or the use of our Website or services, shall be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) in accordance with its Consumer Arbitration Rules, rather than in court.

The arbitration shall be conducted in the English language. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. Discovery and rights to appeal in arbitration are generally more limited than in a court proceeding.

10.3 Class Action Waiver

YOU AND CHOPT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. Further, unless both you and Chopt agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

10.4 Exceptions to Arbitration

Notwithstanding the above, either party may bring an individual action in small claims court. Additionally, either party may seek emergency injunctive relief in a court of competent jurisdiction to prevent irreparable harm to intellectual property rights or confidential information pending arbitration.

11. Term and Termination

These Terms shall remain in full force and effect while you use our Website and services. We reserve the right, in our sole discretion and without notice or liability, to:

• Terminate or suspend your access to all or part of our Website or services for any reason, including without limitation, any violation of these Terms
• Remove or disable any account or user-generated content that we determine, in our sole discretion, violates these Terms or is otherwise harmful, offensive, or objectionable
• Take any other action we deem necessary or appropriate to protect the integrity of our Website, services, or other users

You may terminate your account at any time by contacting us at [email protected] with a request to deactivate or delete your account. Termination of your account will not relieve you of any obligations incurred prior to termination, including payment obligations.

Upon termination, the following provisions shall survive: Intellectual Property Rights, Disclaimers, Limitation of Liability, Indemnification, Governing Law and Jurisdiction, Dispute Resolution, and any other provisions that by their nature should survive termination.

We shall not be liable to you or any third party for any termination of your access to our Website or services. Upon termination, your right to use our Website and services will immediately cease.

12. Changes to Terms

We reserve the right to modify, amend, or update these Terms of Service at any time and at our sole discretion. When we make material changes to these Terms, we will notify you by:

• Posting the revised Terms on our Website with an updated "Last Updated" date
• Sending an email notification to the address associated with your account, if applicable
• Displaying a prominent notice on our Website

Changes to these Terms will become effective immediately upon posting unless otherwise stated. Your continued use of our Website or services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must immediately discontinue use of our Website and services.

We encourage you to review these Terms periodically, as your continued use of our Website is conditioned upon your acceptance of the then-current Terms. The most current version of these Terms will always be available at chopt-new.click.

13. Third-Party Links and Services

Our Website may contain links to third-party websites, services, or applications that are not owned or controlled by Chopt. We have no control over and assume no responsibility for the content, privacy policies, terms of service, or practices of any third-party websites or services. We strongly advise you to review the terms and privacy policies of any third-party websites or services that you visit.

The inclusion of any link on our Website does not imply our endorsement of the linked site or service. We disclaim all liability for any loss or damage that may arise from your use of any third-party website or service.

We may also use third-party service providers to process payments, facilitate delivery, or provide other services in connection with your use of our Website. These third parties have their own terms and privacy policies, and your use of their services is subject to those terms.

14. Privacy and Data Protection

Your use of our Website and services is also governed by our Privacy Policy, which is incorporated herein by reference. Please review our Privacy Policy to understand our practices regarding the collection, use, and disclosure of your personal information.

We comply with applicable United States privacy laws and regulations, including the Federal Trade Commission Act (FTC Act) requirements for fair and transparent data practices. To the extent you are a California resident, we also comply with the California Consumer Privacy Act (CCPA) and the California Privacy Rights Act (CPRA).

By using our Website and services, you consent to the collection, use, and disclosure of your personal information as described in our Privacy Policy.

15. Force Majeure

We shall not be liable for any failure or delay in the performance of our obligations under these Terms due to causes beyond our reasonable control, including but not limited to acts of God, natural disasters, pandemic or epidemic, government restrictions, war, terrorism, labor disputes, power outages, internet disruptions, or other events of force majeure.

In the event of a force majeure event, we will use commercially reasonable efforts to resume performance as soon as practicable. Our obligations under these Terms shall be suspended for the duration of the force majeure event to the extent performance is affected by such event.

16. Electronic Communications

By using our Website and providing us with your contact information, you consent to receive electronic communications from us, including emails, text messages, push notifications, and other digital communications regarding your orders, account, and promotional offers.

You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You may opt out of receiving promotional communications at any time by following the unsubscribe instructions included in any such communication or by contacting us at [email protected].

17. Entire Agreement

These Terms of Service, together with our Privacy Policy and any other legal notices or policies published by us on the Website, constitute the entire agreement between you and Chopt with respect to your use of our Website and services, and supersede all prior and contemporaneous agreements, representations, warranties, and understandings, whether oral or written, between you and Chopt.

No waiver by Chopt of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

18. Severability

If any provision of these Terms of Service is held by a court of competent jurisdiction or an arbitrator to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it enforceable, or if such modification is not possible, such provision shall be eliminated from these Terms. The modification or elimination of any provision shall not affect the validity and enforceability of all remaining provisions, which shall continue in full force and effect.

The parties agree that the court or arbitrator should give effect to the parties' intentions as reflected in the original provision to the extent possible and that the remaining provisions of these Terms shall be valid and enforceable to the fullest extent permitted by law.

In the event that the class action waiver set forth in Section 10.3 is found to be unenforceable, then the entirety of the arbitration provision set forth in Section 10.2 shall be null and void, and any dispute shall be resolved in court in accordance with Section 9.

19. Accessibility

Chopt is committed to ensuring that our Website and services are accessible to individuals with disabilities, in accordance with the Americans with Disabilities Act (ADA) and applicable accessibility guidelines. If you experience any accessibility issues when using our Website, please contact us at [email protected] and we will make commercially reasonable efforts to address your concerns.

20. Contact Information

If you have any questions, concerns, or comments regarding these Terms of Service or any aspect of our services, please contact us using the information below:

We will make commercially reasonable efforts to respond to your inquiries within a reasonable time. For urgent matters related to food safety or health concerns, please contact your local emergency services or health authority immediately.