Restaurant’s Acceptance of these Terms.  These Grubhub Direct Diner Credit Promotion Terms & Conditions (“Diner Credit Terms”) govern the Grubhub Direct Diner Credit Promotion (the “Promotion”) provided or made available by Grubhub Holdings Inc., its subsidiaries and affiliates (collectively, “Grubhub” or “GH”) to certain restaurants that have elected to enable a Grubhub Direct Ordering Website (each, a “Restaurant”).  By agreeing to these Diner Credit Terms, which you must do in order to participate in the Promotion, you certify that you are the duly authorized representative of the Restaurant, that you have carefully reviewed these Diner Credit Terms, and that you are agreeing on behalf of Restaurant to participate in the Promotion and to be bound by these Diner Credit Terms. If you do not agree with these Diner Credit Terms, you may not participate in the Promotion.

Incorporation of Grubhub Direct Agreement and Terms.  These Diner Credit Terms incorporate the Grubhub Direct Ordering Website Agreement (“GH Direct Agreement”) entered into by and between GH and Restaurant, including the Grubhub Direct Ordering Website Terms & Conditions available at https://lp.grubhub.com/legal/grubhub-direct-terms/ (or another successor URL used by Grubhub) (the “GH Direct Terms,” and together with the GH Direct Agreement, the “Agreement”). Capitalized terms used but not defined herein will have the meanings ascribed to them in the Agreement.  To the extent of any inconsistency between the terms of the Agreement and these Diner Credit Terms, the Diner Credit Terms shall control only to the extent of any inconsistency with respect to the Promotion. 

Promotion Details.  GH hereby agrees to offer Restaurant one-hundred dollars ($100) in promotional credit that Restaurant can use to incentivize customers to place orders through Restaurant’s GH Direct Website (“Promotional Diner Credit”).  The Promotional Diner Credit will be allocated as follows: the first twenty (20) non-repeat customers who place an order through Restaurant’s GH Direct Website will each receive a five-dollar-off ($5) discount on their order (each, a “Diner Credit”), which Diner Credit shall be solely funded by Grubhub.  The Promotional Diner Credit will be made available through Restaurant’s GH Direct Website on or about October 18, 2021, or at a later date in Grubhub’s sole discretion (the “Promotion Availability Date”). Diner Credits may be subject to terms and restrictions applicable to customers, as determined by Grubhub in its sole discretion. Restaurant acknowledges and agrees that Restaurant’s payment obligations will not be affected or discounted in connection with this Promotion or Diner Credits, and that fees owed to Grubhub by Restaurant may be calculated based on the non-discounted product total rather than the amount paid by the customer, if any.
 
Promotion Termination / Expiration.  
The Promotion shall terminate upon the earlier of: (i) the redemption of all available Diner Credits (maximum aggregate value of one-hundred dollars ($100)); or (ii) six months from the Promotion Availability Date (the “Promotion Termination Date”).  Upon the Promotion Termination Date, any unused portion of the Promotional Diner Credit shall expire, cease to apply, and have no value.  

This Grubhub Direct Diner Credit Promotion Addendum expires June 30, 2022 (“Promotion Expiration Date”), or such other later date as Grubhub may establish in its sole discretion.  Upon the Promotion Expiration Date, all Promotional Diner Credit shall expire, cease to apply, and have no value, even if six (6) months have not passed since the Promotion Availability Date.  

Disclaimers.  The Promotional Diner Credit only applies to the Restaurant location(s) live on Restaurant’s GH Direct Website, and is not transferable, including but not limited to, to any other Grubhub system or service. Unless otherwise permitted by Grubhub in its sole discretion, Restaurant may only participate in the Promotion one time (for example, if Restaurant terminates the Agreement, then Restaurant may not be eligible to participate in the Promotion a second time). Restaurant’s participation in the Promotion is subject to Restaurant’s compliance with all written terms and agreements between Restaurant and Grubhub, including those set forth in the Agreement. Grubhub reserves the right to revoke, cancel, suspend and/or modify the Promotion, or any part of it (including without limitation the Promotional Diner Credit), for any reason at any time, including, without limitation, if any fraud or technical failure impairs the integrity or proper functioning of the Promotion. Grubhub may provide notice of cancellation, suspension, or modification of the Promotion by communicating with Restaurant via GFR or the Restaurant contact information provided by Restaurant to Grubhub.  Except as otherwise specified herein, the terms and conditions of the Agreement will remain in full force and effect.