This End User License Agreement governs your access to and use of the software, mobile applications, ordering experiences, loyalty features, and related digital tools provided by Layout, Inc. (collectively, the "Software"). This Agreement applies to Merchants that use Layout to power branded mobile ordering, loyalty, and related business functions, and to Customers who use a mobile application or ordering experience powered by Layout for a participating Merchant. By downloading, installing, accessing, or using the Software, you agree to be bound by this Agreement.
Who We Are
Layout, Inc. provides software that helps businesses launch and operate branded mobile ordering and customer experience tools. Layout is legally organized from Roseville, California. Contact us at legal@layoutmobile.com.
License Grant
Layout grants you a limited, non-exclusive, non-transferable, revocable license to install and use the Software solely for your own internal business purposes if you are a Merchant, or personal use if you are a Customer. This license does not include the right to sublicense, resell, modify, reverse engineer, or distribute the Software.
Eligibility
You may use the Software only if you are legally able to enter into a binding agreement, authorized to act on behalf of the business using the Software if applicable, and your use complies with all applicable laws.
Restrictions
You agree not to reverse engineer or decompile the Software; use it in violation of law; interfere with or disrupt the Software or connected networks; attempt unauthorized access to accounts or systems; upload malware or harmful code; abuse loyalty, promotions, or gift card functionality; or use the Software to send unlawful or spam communications.
Merchant-Specific Terms
Merchants are responsible for menu accuracy, pricing, taxes, store hours, promotions, customer communications and consent, compliance with applicable laws, and responding to customer issues. Layout provides platform infrastructure only. Merchants remain solely responsible for the accuracy, legality, and appropriateness of their offerings and communications.
Customer-Specific Terms
Customers agree to use the Software for lawful purposes only. You understand that the participating Merchant controls its own menu, hours, pricing, loyalty terms, and fulfillment practices; order timing estimates may vary; and your use may also be subject to the Merchant's own privacy policy and terms.
Third-Party Integrations
The Software may connect to third-party services including Square, which is used as the source of truth for catalog and locations. Payments are processed through Square. Layout is not responsible for third-party outages, changes, data practices, policies, fees, or failures.
Orders, Payments, and Fulfillment
Payments are processed through Square's payment flow. Layout does not store card data directly. Order fulfillment remains the Merchant's responsibility. Estimated pickup or preparation times are approximate. Layout does not guarantee uninterrupted ordering availability or error-free syncing at all times.
Updates and Changes to the Software
Layout may update, modify, suspend, restrict, or discontinue the Software or any feature at any time, with or without notice. We may push updates automatically. Continued use after an update constitutes acceptance of the updated version.
Subscriptions, Fees, and Billing
Layout offers multiple plans including a free starter tier, paid plans, and additional location pricing. If you purchase a paid plan, fees are charged in advance on a recurring basis; subscriptions may renew automatically until canceled; you are responsible for applicable taxes; fees are non-refundable except where required by law; and you must cancel before the next renewal date to avoid the next charge. Layout may change pricing at any time on a prospective basis.
Intellectual Property
The Software and all associated technology, design, content, and documentation are owned by or licensed to Layout and protected by applicable law. Except for the limited license expressly granted here, no rights, title, or interest in the Software are transferred to you.
Merchant Content
Merchants retain ownership of their uploaded content but grant Layout a worldwide, non-exclusive, royalty-free license to host, store, reproduce, modify, display, and distribute that content as necessary to provide the Software. Merchants represent that they own or have rights to their content, it does not violate law or third-party rights, and it is accurate and appropriate for publication.
Privacy
Your use is also governed by our Privacy Policy at layoutmobile.com. Merchants are responsible for providing required privacy notices and obtaining necessary permissions for their customer relationships.
AI-Assisted Features
Layout may offer AI-assisted features. You remain fully responsible for reviewing all generated output. AI-generated output may be incomplete, inaccurate, or outdated and should not be treated as legal, tax, or financial advice.
Disclaimers
THE SOFTWARE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LAYOUT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. LAYOUT DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, LAYOUT WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, DATA, OR GOODWILL. LAYOUT'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS WILL NOT EXCEED THE GREATER OF THE AMOUNT PAID BY YOU TO LAYOUT IN THE TWELVE MONTHS BEFORE THE CLAIM, OR ONE HUNDRED U.S. DOLLARS ($100). Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.
Indemnification
Merchants agree to defend, indemnify, and hold harmless Layout and its officers, directors, employees, affiliates, contractors, and service providers from and against any claims, liabilities, damages, losses, costs, and expenses arising out of their use of the Software; their Merchant Content; their products, services, or communications; their violation of this Agreement; or their violation of applicable law or third-party rights.
Termination
Layout may suspend, restrict, or terminate your access at any time, with or without notice, if you violate this Agreement; create legal, security, or reputational risk; fees remain unpaid; or Layout discontinues the relevant Software. You may stop using the Software at any time by uninstalling and ceasing all use. Provisions relating to intellectual property, disclaimers, limitation of liability, indemnification, and governing law survive termination.
Governing Law
This Agreement is governed by the laws of the State of California. Any dispute will be brought exclusively in the state or federal courts located in California.
Changes to This Agreement
Layout may update this Agreement from time to time. Continued use after updated terms become effective constitutes acceptance of the revised Agreement.
Contact Us
Layout, Inc.
legal@layoutmobile.com