Master Subscription Agreement

THIS AGREEMENT CONSTITUTES A BINDING CONTRACT ON YOU AND GOVERNS THE USE OF AND ACCESS TO THE SERVICES BY YOU, STAFF AND END-USERS WHETHER IN CONNECTION WITH A PAID OR FREE TRIAL SUBSCRIPTION TO THE SERVICES.

By accepting this Agreement, either by accessing or using a Service, or authorizing or permitting any Agent or End-User to access or use a Service, You agree to be bound by this Agreement as of the date of such access or use of the Service (Effective Date).

If You are entering into this Agreement on behalf of a company, organization or another legal entity (Entity), You are agreeing to this Agreement as agent for that Entity and representing to Next Order that You have the authority to bind such Entity and its Affiliates to this Agreement, in which case the terms “Subscriber,” “You,” “Your” or a related capitalized term must refer to such Entity and its Affiliates. If You do not have such authority, or if You do not agree with this Agreement, You must not use or authorise any use of the Services.

The purpose of this Agreement is to establish the terms and conditions under which Subscriber may purchase Next Order's Services and Professional Services as described in an Order Form, Statement of Work or other document signed or agreed to by You.

In the event of any inconsistency or conflict between the terms of the Agreement and the terms of any Order Form or Statement of Work, the terms of the Order Form or Statement of Work must prevail. Non-English translations of this Agreement are provided for convenience only. In the event of any ambiguity or conflict between translations, the English version is authoritative and must prevail.

Table of Contents:

General Terms and Conditions:

Access to the Services
Use of the Services
Term, Cancellation and Termination
Billing, Plan Modification and Payments
Confidential Information
Ownership and Security of Service Data
Privacy Practices
Temporary Suspension
Non-Next Order Services
Free Trials and Beta Services
Intellectual Property Rights
Representations, Warranties and Disclaimers
Indemnification
Limitation of Liability
Unfair Terms
Assignment, Entire Agreement and Amendment
Severability
Export Compliance and Use Restrictions
1. Marketing References
Relationship of the Parties
Notice
Governing Law
Survival
Definitions

General Terms and Conditions

SECTION 1. ACCESS TO THE SERVICES

1.1 Service. We will make the Services and Your Service Data available to You pursuant to this Agreement and the applicable Order Form(s) and Documentation in accordance with Your Service Plan. We will use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except (a) during Planned Downtime (of which We will give advance notice via Our Site or to the Account owner); and (b) Force Majeure Events.

1.2 Support. We will provide applicable standard customer support for the Services to You as detailed on the applicable Order Form, Statement of Work or Documentation.

1.3 Professional Services. Upon Your request, We may provide Professional Services which will be billed at an agreed rate between You and Next Order.

1.4 Modifications. You acknowledge that Next Order may modify the features and functionality of the Services during the Subscription Term, including by adding Additional Features. Next Order must provide You with commercially reasonable advance notice of any deprecation of any material feature or functionality.

1.5 Additional Features. The use of Additional Features may require the payment of additional Charges and/or your agreement to Supplemental Terms. We will notify You of applicable Supplemental Terms prior to Your activation of any Additional Features. The activation of any Additional Features by You will be considered acceptance of the applicable Supplemental Terms.

1.6 Purchased Equipment. Title to Purchased Equipment does not pass to You until all applicable Charges have been paid in full. Any delivery timelines for Purchased Equipment are estimates only. We will use reasonable endeavours to ensure You receive the benefit of all manufacturer or other third party guarantees or warranties available in respect of all Purchased Equipment.

1.7 Extension of Rights to Affiliates. You may extend Your rights, benefits and protections provided herein to Your Affiliates and to contractors or service providers acting on Your or Your Affiliates' behalf, provided that You remain responsible for Your and their compliance hereunder.

1.8 Authorisation. We are entitled to assume that, acting reasonably, that any request in connection with a Services We receive from You or your Personnel, is authorised by You.

SECTION 2. USE OF THE SERVICES

2.1 License Management. Access to and use of certain Services is restricted, such as to the specified number of individual Point of Sale licenses permitted under Your subscription to the applicable Service, as detailed in an Order Form or Our Documentation. For Services that are license based, You agree and acknowledge that a license cannot be shared or used by more than one (1) individual Point of Sale device. Absent a written license from Next Order expressly stating otherwise, You agree and acknowledge that You may not use the Services, including but not limited to the API, to circumvent the requirement for an individual Point of Sale license for each Point of Sale device. Should Next Order discover that Your use of a Service violates this Agreement or the Service Plan features and limitations on Our Site or Documentation, Next Order reserves the right to charge You, and You hereby agree to pay, for said overuse, in addition to other remedies available to Us.

2.2 Compliance. As between You and Next Order, You are responsible for compliance with the provisions of this Agreement by Staff and End-Users and for any and all activities that occur under Your Account, which Next Order may verify from time to time. Without limiting the foregoing, You will ensure that Your use of the Services is compliant with all applicable laws and regulations as well as any and all privacy policies, agreements or other obligations You may maintain or enter into with Staff or End-Users. You are responsible for maintaining the confidentiality of all Control Panel Login information for Your Account.

2.3 Content and Conduct. In addition to complying with the other terms, conditions and restrictions set forth in this Agreement, You agree to the Next Order User Content and Conduct Policy which is hereby incorporated into this Agreement. Further, in Your use of the Services You agree not to (a) modify, adapt, or hack the Services or otherwise attempt to gain unauthorized access to the Services or related systems or networks; (b) attempt to bypass or break any security or rate limiting mechanism on any of the Services or use the Services in any manner that interferes with or disrupts the integrity, security or performance of the Services and its components; (c) attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any Software making up the Services; or (d) use the Services for any activities prohibited by Adyen, including but not limited to illegal goods, high-risk industries, or activities listed at https://www.adyen.com/legal/list-restricted-prohibited. Violations of Adyen's prohibited activities list may result in immediate suspension or termination of payment-related Services.

2.4 System Requirements. A high-speed Internet connection is required for proper transmission of the Services. You are responsible for procuring and maintaining the network connections that connect Your network to the Services including, but not limited to, browser software that supports protocols used by Next Order, including the Transport Layer Security (TLS) protocol or other protocols accepted by Next Order, and to follow procedures for accessing services that support such protocols. We are not responsible for notifying You or End-Users of any upgrades, fixes or enhancements to any such software or for any compromise of data, including Service Data, transmitted across computer networks or telecommunications facilities (including but not limited to the Internet) which are not owned, operated or controlled by Next Order.

2.5 Internal Business Purposes Only. Unless expressly agreed to otherwise in writing by Next Order, You may not use the Services in any manner where You act as a service bureau or to provide any outsourced business process services (other than Affiliates) through a single Account. This provision is not intended to prevent or inhibit the use of the Services to provide business support to multiple End-Users; however, You agree not to license, sublicense, sell, outsource, rent, lease, transfer, assign, distribute, time-share or otherwise commercially exploit or resell the Services to any third party, other than authorized Staff and End-Users in furtherance of Your internal business purposes as expressly permitted by this Agreement, unless expressly agreed to otherwise in writing by Next Order. Without limiting the foregoing, Your right to access and use the API is also subject to the restrictions and policies implemented by Next Order from time to time with respect to the API as set forth in the Documentation or otherwise communicated to You in accordance with this Agreement.

2.6 No Competitive Access. You may not access the Services if You are a direct competitor of the Next Order Group, except with Next Order's express prior written consent. You may not access the Services for competitive purposes.

2.7 Service Specific Terms. The provision and use of certain Services are subject to Next Order's Service-Specific Terms available on the Site.

2.8 Region-Specific Supplemental Terms. The provision and use of the Services in certain jurisdictions are subject to Next Order's Region-Specific Terms available on the Site.

2.9 Payment Services Acceptance. You must accept Adyen's Terms of Service (available at https://www.adyen.com/legal/terms-and-conditions) before accessing payment-related Services. Next Order will generate and display the Adyen Terms of Service document via API during onboarding, and You must confirm acceptance on behalf of Your legal entity. Failure to accept may result in suspension of payment features.

2.10 SMS Marketing Compliance. SMS Marketing is billed based on usage data. You are responsible for obtaining explicit opt-in consent, providing opt-out mechanisms (e.g., STOP/HELP), clear sender identification, and complying with anti-spam laws in all applicable jurisdictions including: (a) Australia (Spam Act 2003 requiring consent, identification, and unsubscribe mechanisms); (b) United Kingdom (PECR and GDPR mandating explicit consent for marketing communications); (c) New Zealand (Unsolicited Electronic Messages Act prohibiting unsolicited marketing with gambling restrictions); and (d) Singapore (Spam Control Act and PDPA requiring opt-in consent, DNC registry checks, and daytime sending restrictions). Next Order disclaims liability for Your non-compliance with these requirements. Violations may result in suspension of SMS Marketing services.

SECTION 3. TERM, CANCELLATION AND TERMINATION

3.1 Term. Unless Your Account and subscription to a Service are terminated in accordance with the terms of this Agreement or unless otherwise provided for in an Order Form (a) Your subscription to a Service will renew for a Subscription Term equivalent in length to the then expiring Subscription Term and (b) the Charges applicable to any subsequent Subscription Term will be Our standard Charges for the applicable Services at the time such subsequent Subscription Term commences.

3.2 Cancellation. Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then-current Subscription Term by providing notice, in accordance with clause 20 of this Agreement, no less than thirty (30) days prior to the end of such Subscription Term.

3.3 Mutual Termination for Cause. A Party may terminate this Agreement for cause (a) upon written notice to the other Party of a material breach by the other Party if such breach remains uncured at the expiration of thirty (30) days from the date of the breaching Party's receipt of such written notice; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.

We will refund You any prepaid Charges covering the remainder of the Subscription Term as of the effective date of termination if this Agreement is terminated by You in accordance with this clause for Next Order's uncured material breach.

You are required to pay any unpaid Charges covering the remainder of the Subscription Term pursuant to all applicable Order Forms if this Agreement is terminated by Us for Your material breach in accordance with this clause. In no event will Our termination for cause relieve You of Your obligation to pay any Charges payable to Us for the period prior to the effective date of termination.

3.3A Immediate Termination. Notwithstanding clause 3.3, either party may terminate this Agreement immediately upon written notice if the other party commits a material breach that by its nature cannot be cured, including but not limited to: (a) breaches of confidentiality or data security requirements; (b) intellectual property violations; (c) use of the Services for illegal activities; (d) fraud or misrepresentation; or (e) actions that pose immediate security or reputational risks. Next Order may also terminate immediately for violations of Adyen's prohibited activities or regulatory orders affecting payment processing.

3.4 Payment Upon Termination. Except for Your termination under clause 3.3 for Our uncured material breach, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term, or if We terminate or cancel Your Account pursuant to clause 3.3, in addition to any other amounts You may owe Next Order, You must immediately pay any and all unpaid Charges associated with the remainder of such Subscription Term.

3.5 No Refunds. Except for Your termination rights under clause 3.3, if You elect to terminate Your subscription to a Service or cancel Your Account prior to the end of Your then current Subscription Term, no refunds or credits for Charges or other fees or payments will be provided to You.

3.6 Export of Service Data. Upon Your written request, We will make Service Data available to You for export or download as provided in the Documentation for thirty (30) days after the effective date of termination, expiration or migration of Your Account, unless We have suspended or terminated Your Account due to Your breach of the Agreement, in which case Your Service Data will be available for download until We notify You of such suspension or termination. Thereafter, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, We will, unless prohibited by law or legal order, delete Your Service Data in Our Services in accordance with Our Service Data Deletion Policy available on Next Order's Agreement and Terms Website.

3.7 Payment Services Termination. Next Order may suspend or terminate Your access to payment-related Services immediately if (a) Adyen rejects Your application or terminates Your payment processing account; (b) You exceed Chargeback thresholds established by Adyen; (c) You violate Adyen's Terms of Service or prohibited activities list; (d) regulatory authorities require suspension; or (e) excessive risk as determined by Adyen's risk assessment. Upon termination, You must return any payment-related hardware and settle all outstanding obligations via Adyen's settlement processes. Termination for payment-related violations does not affect other Services unless specifically stated.

SECTION 4. BILLING, PLAN MODIFICATIONS AND PAYMENTS

4.1 Payment and Billing. All Charges are due in full upon commencement of Your Subscription Term, or with respect to a Associated Service, at the time such Associated Service is purchased, subscribed to or otherwise deployed, unless otherwise expressly set forth in this Agreement, an Order Form, a Statement of Work, or in Supplemental Terms. You are responsible for providing valid and current payment information and You agree to promptly update your Account information, including payment information, with any changes that may occur (for example, a change in Your billing address or credit card expiration date). If You fail to pay Your Charges within five (5) business days of Our notice to You that payment is delinquent in addition to Our other remedies, We may suspend Your access to and use of the Services until such payment is received in full.

4.2 Upgrades. If You choose to upgrade Your Service Plan or increase the number of Point of Sale licenses to access and use a Service during Your Subscription Term, any incremental Charges associated with such upgrade will be charged in accordance with the remaining Subscription Term. In any future Subscription Term, Your Charges will reflect any such upgrades.

4.3 Service Plan downgrades. You may not downgrade Your Service Plan or reduce the number of Point of Sale subscriptions during any Subscription Term. If You desire to downgrade Your Service Plan or reduce the number of Staff under any Service Plan for a subsequent Subscription Term, You must provide Next Order with thirty (30) days written notice prior to the end of Your then current Subscription Term. You must demote any downgraded licenses prior to the beginning of the subsequent Subscription Term. Downgrading Your Service Plan may cause loss of content, features, or capacity of the Service as available to You under Your Account, and Next Order does not accept any liability for such loss.

4.4 Taxes. Unless otherwise stated, Our charges do not include any Taxes. You are responsible for paying Taxes assessed in connection with Your subscription to the Services except those assessable against the Next Order Group measured by its net income. All payments by You to Us will be made in full, free and clear of any deduction or withholding for taxes. If any such deduction or withholding (including local withholding tax laws) is required by law, You will gross-up the payment such that after deduction, We receive the full amount of Charges invoiced. We will invoice You for such Taxes if We believe We have a legal obligation to do so and You agree to pay such Taxes if so invoiced.

4.5 Payment Agent. If You pay by credit card or certain other payment instruments, the Services provide an interface for the Account owner to change credit card information (e.g., upon card renewal). Payments made by credit card, debit card or certain other payment instruments for the Next Order Service are billed and processed by Next Order's Payment Agent. You hereby authorize the Payment Agent to bill Your credit card or other payment instrument for the Charges in accordance with this Agreement. , and You further agree to pay any Charges so incurred. If applicable, You hereby authorize Next Order and the Payment Agent to charge Your credit card or other payment instrument to establish prepaid credit. The Account owner will receive a receipt upon each acceptance of payment by the Payment Agent, or they may obtain a receipt from within the Services to track subscription status. To the extent the Payment Agent is not Next Order, the Payment Agent is acting solely as a billing and processing agent for and on behalf of Next Order and will not be construed to be providing the applicable Service. The Payment Agent uses a third-party intermediary to manage credit card processing and this intermediary is not permitted to store, retain or use Your billing information except to process Your credit card information for the Payment Agent.

4.6 Vendor Portals. If You mandate Next Order use a vendor payment portal or compliance portal that charges Next Order a subscription fee or a percentage of any uploaded invoice as a required cost of doing business, You will be invoiced by Next Order for, and You are obligated to pay, the cost of this fee.

4.7 Business Use and Tax Responsibilities. The Services are provided solely for business-to-business (B2B) purposes and are not available to consumers. By accessing or using the Services, You represent and warrant that You are a registered business entity acquiring the Services for business purposes only. You are solely responsible for complying with all applicable tax laws in Your jurisdiction, including determining, reporting, and paying any value-added tax (VAT), goods and services tax (GST), or similar indirect taxes, whether through reverse charge mechanisms or otherwise. Next Order does not collect, remit, or invoice for such taxes on Your behalf (except where legally required), and You agree to indemnify and hold harmless the Next Order Group from any claims, liabilities, or penalties arising from Your non-compliance with these obligations. This includes, without limitation, reverse charge GST under Australian law for offshore supplies, VAT reverse charge under UK law, and equivalent rules in New Zealand or other jurisdictions.

4.8 Payment Processing Services. Next Order acts as a technological intermediary for Adyen (Payment Provider), not handling funds directly. You authorize Next Order to instruct Adyen on settlements, adjustments, and payouts (daily/weekly/monthly based on Your triggers). Settlements to Your bank account may be delayed for investigations or fraud prevention. For Adyen Instore Terminal services, You authorize Next Order to integrate with Adyen for payment processing and must verify terminal usage via Adyen dashboards. You must comply with Adyen's Terminal Services Terms and any additional hardware requirements. Reference Adyen's Terms of Service for processing rates and prohibited activities available at https://www.adyen.com/legal/terms-and-conditions.

4.9 Chargeback and Dispute Management. You are responsible for all Chargebacks, including fees and investigations. Next Order may instruct Adyen to deduct Chargebacks from settlements or reserves. Excessive Chargebacks (>1% ratio or per Adyen thresholds) may lead to additional fees, settlement delays, or termination. You must provide evidence within Adyen's specified timelines; unresolved Chargebacks are irreversible and will be deducted from Your settlements.

4.10 Reserve Accounts and Security Interests. Next Order and/or Adyen may establish a Reserve from Your funds to cover risks including Chargebacks, refunds, and other liabilities. We hold a security interest in all Reserves, surviving termination until all obligations are satisfied. Reserves bear no interest and are released following the liability period per Adyen's risk policies. Reserve amounts may be adjusted based on transaction volume, dispute ratios, and risk assessment.

4.11 Metrics-Based Billing and Monitoring. Charges may be based on usage metrics such as orders processed, transaction volume (Volume), users registered, redemptions, billing usage, drivers added, configuration existence, or log checks, as detailed in Order Forms or Documentation. For Adyen Instore Terminal, metrics are verified via Adyen reports. You consent to Next Order monitoring these metrics for billing, compliance, and service optimization purposes. Metrics data will be collected and processed in accordance with our Privacy Policy and applicable data protection laws.

SECTION 5. CONFIDENTIAL INFORMATION

Each Party will protect the other's Confidential Information from unauthorized use, access or disclosure in the same manner as each Party protects its own Confidential Information, but with no less than reasonable care. Except as otherwise expressly permitted pursuant to this Agreement, each Party may use the other Party's Confidential Information solely to exercise its respective rights and perform its respective obligations under this Agreement and must disclose such Confidential Information (a) solely to the employees and/or non-employee service providers and contractors who have a need to know such Confidential Information and who are bound by terms of confidentiality intended to prevent the misuse of such Confidential Information; (b) as necessary to comply with an order or subpoena of any administrative agency or court of competent jurisdiction; or (c) as reasonably necessary to comply with any applicable law or regulation. Any exchange of Confidential Information prior to the execution of this Agreement will continue to be governed by any such non-disclosure agreement.

SECTION 6. OWNERSHIP AND SECURITY OF SERVICE DATA

6.1 Ownership of Service Data. Subscriber must retain ownership rights to all Service Data.

6.2 No Sale of Service Data. Next Order will never sell, rent, or lease Your Service Data to any third party. We will not share Your Service Data with third parties, except as permitted by this Agreement and in order to provide, secure, and improve the Services.

6.3 Protection of Service Data: We will implement technical and organisational measures to protect the Service Data that are appropriate and that provide no less protection than Our measures to protect our own data of a similar nature or importance.

6.4 Data Breach: In the event of a Data Breach, We will promptly disclose to You all information and documents relevant to that Data Breach, cooperate with You in investigating what has occurred and subject to Our legal obligation, not disclose to any third party the existence or circumstances surrounding the Data Breach to any third party.

SECTION 7. PRIVACY PRACTICES

7.1 Privacy Policy: We take the protection of Personal Information seriously and will comply with Our privacy policy available at: https://nextorder.com/pdf/Privacy_Policy.pdf

7.2 Compliance with Privacy Laws: We will comply with Singapore's Personal Data Protection Act 2012 (PDPA) in relation to Personal Information, including by collecting, storing, using and disclosing or otherwise dealing with Personal Information in compliance with the PDPA and only for the purposes of providing the Services or as expressly permitted under this Agreement. For operations in other jurisdictions (Australia, UK, New Zealand), compliance with applicable privacy laws is governed by the Region-Specific Supplemental Terms referenced in clause 2.8 of this Agreement.

7.3 Disclosure of Personal Information: We will ensure that any person to whom We disclose Personal Information is aware of and complies with Our obligations under this clause,

7.4 Payment Data Processing. Payment data is processed in accordance with Adyen's Data Processing Addendum (available at https://www.adyen.com/legal/data-processing-addendum). You consent to sharing payment-related data with Adyen for transaction processing, fraud prevention, compliance, and regulatory reporting. Cross-border data transfers to Adyen's processing centers are conducted under appropriate safeguards as required by applicable data protection laws. Adyen acts as a data processor for payment transactions, with Next Order and You as joint data controllers for merchant onboarding and account management data.

7.5 Data-Heavy Services Compliance. For Services involving personal data (including Loyalty Programs with user registrations, SMS Marketing campaigns, Driver Apps with driver information, and transaction data from Point of Sale and Online Ordering), You must obtain explicit consent from individuals and comply with region-specific laws including: (a) Australia's Privacy Act 1988 and Spam Act 2003; (b) United Kingdom's GDPR and PECR requirements; (c) New Zealand's Privacy Act 2020 and Unsolicited Electronic Messages Act; and (d) Singapore's PDPA and Spam Control Act. You are responsible for implementing appropriate consent mechanisms, data retention policies, and opt-out procedures. Metrics data collected for billing purposes will be processed lawfully and transparently in accordance with our Privacy Policy.

7.6 GDPR and International Data Processing. For UK/EU operations, Next Order acts as a data processor and You act as the data controller for Service Data containing personal data. Next Order will: (a) process personal data only per Your instructions and this Agreement; (b) ensure processing staff are bound by confidentiality; (c) implement appropriate technical and organizational security measures; (d) assist You in fulfilling data subject rights requests; (e) notify You of any data breaches within 72 hours; (f) delete or return personal data upon termination as requested; and (g) provide audit information as reasonably required. Cross-border data transfers from the UK/EU to Singapore are conducted under appropriate safeguards including Standard Contractual Clauses where required by applicable law. You remain responsible for obtaining lawful bases for processing and responding to data subject requests.

SECTION 8. TEMPORARY SUSPENSION

We reserve the right to restrict functionalities or suspend the Services (or any part thereof), Your Account or Your End-Users' rights to access and use the Services and remove, disable or quarantine any Service Data or other content if (a) We reasonably believe that You, Staff or End-Users have violated this Agreement or are in breach of any law; or (b) We suspect or detect any Malicious Software connected to Your Account or use of a Service by You, Staff or End-Users. Unless legally prohibited from doing so or where We are legally required to take immediate action, We will use commercially reasonable efforts to contact You directly via email to notify You and (where reasonable) provide you with an opportunity to rectify any breach prior to taking any of the foregoing actions. We will not be liable to You, Staff, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Staff or End-Users may be referred to law enforcement authorities at Our sole discretion.

SECTION 9. NON-NEXT ORDER SERVICES

9.1 Terms applying to If You decide to enable, access or use Non-Next Order Services, Your access and use of such Non-Next Order Services will be governed solely by the terms and conditions of such Non-Next Order Services. Next Order does not endorse, is not responsible or liable for, and makes no representations as to any aspect of such Non-Next Order Services, including, without limitation, their content or the manner in which they handle, protect, manage or process data (including Service Data), or any interaction between You and the provider of such Non-Next Order Services.

9.2 No guarantee: We cannot guarantee the availability of Non-Next Order Service features, and may cease enabling access to them without entitling You to any refund, credit or other compensation, if, for example and without limitation, the provider of a Non-Next Order Service ceases to make the Non-Next Order Service available for interoperation with the corresponding Service in a manner acceptable to Us. You irrevocably waive any claim against Next Order with respect to such Non-Next Order Services. We are not liable for any damage or loss caused or alleged to be caused by or in connection with Your enablement, access or use of any such Non-Next Order Services, or Your reliance on the privacy practices, data security processes or other policies of such Non-Next Order Services. You may be required to register for or log into such Non-Next Order Services on their respective websites. By enabling any Non-Next Order Services, You are expressly permitting Next Order to disclose Your login and Service Data as necessary to facilitate the use or enablement of such Non-Next Order Services.

9.2 Acknowledgement: If You require Us to undertake any remedial work to repair a Service affected by a delay, failure or interruption due to Non-Next Order Services, We may charge You and You must pay, an additional Charge for the remedial work that We undertake.

SECTION 10. FREE TRIALS AND BETA SERVICES

10.1 Free trials: If You register for a free trial for any of the Services, We will make such Services available to You pursuant to the terms and conditions stated in written communication between You and Next Order.

10.2 Beta Services: We may from time-to-time make Beta Services available to You at no charge.

SECTION 11. INTELLECTUAL PROPERTY RIGHTS

11.1 No assignment: Each Party will retain all rights, title and interest in any Intellectual Property Rights. The rights granted to You, Staff and End-Users to use the Service(s) under this Agreement do not convey any additional rights in the Service(s) or in any Intellectual Property Rights of Next Order associated therewith. Subject only to limited rights to access and use the Service(s) as expressly stated herein, all rights, title and interest in and to the Services and all hardware, Software and other components of or used to provide the Services, including all related Intellectual Property Rights, will remain with Next Order and belong exclusively to Next Order.

11.2 Suggestions and feedback: The Next Order Group will have a fully paid-up, royalty-free, worldwide, transferable, sub-licensable (through multiple layers), assignable, irrevocable and perpetual license to implement, use, modify, commercially exploit, incorporate into the Services or otherwise use any suggestions, enhancement requests, recommendations or other feedback We receive from You, Staff, End-Users, or other third parties acting on Your behalf. The Next Order Group also reserves the right to seek intellectual property protection for any features, functionality or components that may be based on or that were initiated by suggestions, enhancement requests, recommendations or other feedback We receive from You, Staff, End-Users, or other third parties acting on Your behalf.

SECTION 12. REPRESENTATIONS, WARRANTIES AND DISCLAIMERS

12.1 Mutual Warranties: Each Party represents and warrants to the other that (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against such Party in accordance with its terms; (b) no authorisation or approval from any third party is required in connection with such Party's execution, delivery or performance of this Agreement; and (c) the execution, delivery and performance of the Agreement does not and will not violate the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound.

12.2 Singapore Consumer Protection Laws. This service is offered only to business customers for business purposes. In the unlikely event You qualify as a consumer under Singapore's Consumer Protection (Fair Trading) Act (notwithstanding Your business representations), the Services come with protections that cannot be excluded by this Agreement. You are entitled to (a) your choice of a replacement or refund for a service defect and compensation for any other reasonably foreseeable loss or damage; or (b) our choice of having the Services refixed, repaired, replaced or refunded if failure does not amount to a service defect. We'll do this within a reasonable time. For consumers in other jurisdictions (Australia, UK, New Zealand), consumer protection rights are governed by the Region-Specific Supplemental Terms referenced in clause 2.8 of this Agreement.

12.3 Next Order Express Warranties: We warrant that during an applicable Subscription Term (a) this Agreement and the Documentation will accurately describe the applicable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Service Data; and (b) the Services will perform materially in accordance with the applicable Documentation; (c) We will have sufficient Personnel who are appropriately educated and trained, equipment and resources to perform the Services; (d) We will perform the Services with diligence and to an industry standard of professionalism, care and attention.

12.4 Disclaimers. Except as specifically set forth in clause 12.3, the Services are provided on an “as is” and “as available” basis, without any warranties of any kind to the fullest extent permitted by law, and we expressly disclaim any and all warranties including, but not limited to, any implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. You acknowledge that we do not warrant that the Services will be uninterrupted, timely, secure, error-free or free from viruses or other Malicious Software, and no information or advice obtained by You from Us or through the Services will create any warranty not expressly stated in this Agreement.

SECTION 13. INDEMNIFICATION

13.1 Indemnification by Us. We will indemnify and defend You from and against any claim brought by a third party against You by reason of Your use of a Service as permitted hereunder, alleging that such Service infringes or misappropriates a third party's valid patent, copyright, trademark or trade secret (an “IP Claim”). We will, at Our expense, defend such IP Claim and pay damages finally awarded against You in connection therewith, including the reasonable fees and expenses of the attorneys engaged by Next Order for such defense, provided that (a) You promptly notify Next Order of the threat or notice of such IP Claim; (b) We will have the sole and exclusive control and authority to select defense attorneys, and defend and/or settle any such IP Claim (however, We will not settle or compromise any claim that results in liability or admission of any liability by You without Your prior written consent); and (c) You fully cooperate with Next Order in connection therewith. If use of a Service by You, Staff or End-Users has become, or, in Our opinion, is likely to become, the subject of any such IP Claim, We may, at Our option and expense, (i) procure for You the right to continue using the Service(s) as set forth hereunder; (ii) replace or modify a Service to make it non-infringing; or (iii) if options (i) or (ii) are not commercially reasonable or practicable as determined by Next Order, terminate Your subscription to the Service(s) and repay You, on a pro-rata basis, any Charges previously paid to Next Order for the corresponding unused portion of Your Subscription Term for such Service(s). We will have no liability or obligation under this clause 13.1 with respect to any IP Claim if such claim is caused in whole or in part by Our compliance with designs, data, instructions or specifications provided by You; modification of the Service(s) by anyone other than Next Order or Next Order Personnel; or the combination, operation or use of the Service(s) with Non Next-Order Services where a Service would not by itself be infringing. The provisions of this clause 13.1 state the sole, exclusive and entire liability of Next Order to You and constitute Your sole remedy with respect to an IP Claim brought by reason of access to or use of a Service by You, Staff or End-Users.

13.2 Indemnification by You. You will indemnify, defend and hold Next Order harmless against any claim brought by a third party against Next Order (a) arising from or related to use of a Service by You (not from or related to the Service itself), Staff or End-Users in breach of this Agreement; or (b) alleging that Your use of the Service or Your Service Data infringes or misappropriates a third party's valid patent, copyright, trademark or trade secret; provided that (i) We promptly notify You of the threat or notice of such claim; (ii) You will have the sole and exclusive control and authority to select defense attorneys, and defend and/or settle any such claim (however, You must not settle or compromise any claim that results in liability or admission of any liability by Us without Our prior written consent); and (iii) We fully cooperate with You in connection therewith.

13.3 Payment-Related Indemnification. You indemnify, defend and hold harmless Next Order and Adyen from any claims, liabilities, damages, fines, or penalties arising from (a) Your non-compliance with Adyen's Terms of Service; (b) Chargebacks, disputes, or refund claims related to Your transactions; (c) prohibited activities under Adyen's restricted list; (d) violations of payment network rules or regulations; (e) regulatory fines from payment authorities; or (f) anti-money laundering (AML) or sanctions violations. This indemnification includes all costs, legal fees, and expenses incurred in defending against such claims, and survives termination of this Agreement.

SECTION 14. LIMITATION OF LIABILITY

14.1 Exclusion of consequential loss: under no circumstances and under no legal theory (whether in contract, tort, negligence or otherwise) will either party to this Agreement, or their Affiliates, be liable to the other party or any affiliate for any lost profits, lost sales or business, lost data (where such data is lost in the course of transmission via Your systems or over the internet through no fault of Next Order), business interruption, loss of goodwill, costs of cover or replacement, or for any other type of indirect, incidental, special, exemplary, consequential or punitive loss or damages, or for any other indirect loss or damages incurred by the other party or any Affiliate in connection with this Agreement or the Services regardless of whether such party has been advised of the possibility of or could have foreseen such damages.

14.2 Service Levels: Where we offer a rebate or credit for a breach of a service level, Your sole remedy for a breach of that service level is the corresponding rebate or credit. In relation to an interruption or delay relating to the Services, where you are not entitled to a service level rebate or credit, We limit our liability to an amount equal to the charges billed for the affected Services for the period of interruption or delay.

14.3 Limitation of Liability: Unless clause 14.3 applies and subject to clause 12.2 Our aggregate liability to you, any affiliate, or any third party arising out of this Agreement or the Services, will in no event exceed the Charges paid by you during the twelve (12) months prior to the first event or occurrence giving rise to such liability. You acknowledge and agree that the essential purpose of this clause 14.3 is to allocate the risks under this agreement between the parties and limit potential liability given the Charges, which would have been substantially higher if we were to assume any further liability other than as set forth herein. We have relied on these limitations in determining whether to provide you with the rights to access and use the Services. The limitations set forth in clause 14.3 will not apply to claims or damages resulting from Next Order's IP claims indemnity obligations in clause 13.1 of this agreement.

14.4 Limitations under law: Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages or for personal injury or death, which means that some of the above limitations may not apply to You. In these jurisdictions, the Next Order Group's liability will be limited to the greatest extent permitted by law.

14.5 Subject of claims: Any claims or damages that You may have against Next Order may only be enforceable against Next Order and not any other entity, nor any officers, directors, representatives or Staff of Next Order or any other entity.

SECTION 15. UNFAIR TERMS

15.1 Unfair terms to be read down: If any law making unfair contract terms void or unlawful could apply to a term in these terms, the following rules apply to interpreting that term. (a) If the law would make the term void because the term permits us to exercise a right or discretion in a way that would cause detriment to you, the term will be read down and construed to the extent as not to permit us to exercise the right or discretion in such a way. (b) if the law would make the term void because it authorised us to recover costs or losses or damages to be calculated in a way we chose, the term will be read down and construed as authorising us to recover the maximum reasonable costs, losses and damages to be calculated in a reasonable way that did not cause the term to be void. (c) If, despite the application of this clause, the law would make the term void, the term is to be read down and construed as if it were varied, to the minimum extent necessary, so that the term is not void. These reading down rules apply before any other reading down or severance provision in these terms and conditions.

SECTION 16. ASSIGNMENT, ENTIRE AGREEMENT AND AMENDMENT

16.1 Assignment. You may assign all or any part of this Agreement or Your rights under this Agreement, or delegate performance of Your duties under this Agreement, with Our written prior consent, which consent will not be unreasonably withheld.

We may assign this Agreement to any member of the Next Order Group or in connection with any merger or change of control of Next Order or the Next Order Group or the sale of all or substantially all of Our assets provided that any such successor agrees to fulfill its obligations pursuant to this Agreement. If requested by Next Order, You must execute Our form to give effect to Next Order's assignment. Subject to the foregoing restrictions, this Agreement will be fully binding upon, inure to the benefit of and be enforceable by the Parties and their respective successors and assigns.

16.2 Entire Agreement. This Agreement constitutes the entire agreement, and supersedes any and all prior agreements between You and Next Order with regard to the subject matter hereof. This Agreement will apply in lieu of the terms or conditions in any purchase order or other order documentation You or any entity which You represent provides (all such terms or conditions being null and void), and, except as expressly stated herein, there are no other agreements, representations, warranties or commitments which may be relied upon by either Party with respect to the subject matter hereof. There are no oral promises, conditions, representations, understandings, interpretations or terms of any kind between the Parties, except as may otherwise be expressly provided herein. The headings used herein are for convenience only and will not affect the interpretation of the terms of this Agreement.

16.3 Amendment. We may amend this Agreement from time to time, in which case the new Agreement will supersede prior versions. We will notify You not less than ten (10) days prior to the effective date of any such amendment. Where such amendments are materially detrimental to You, you may by notice to us terminate this Agreement without penalty by notice to us within 30 days of the amendment taking effect. Your continued use of the Services following 30 days after the effective date of any such amendment may be relied upon by Next Order as Your consent to any such amendment.

17.4 Waiver: Our failure to enforce at any time any provision of this Agreement does not constitute a waiver of that provision or of any other provision of this Agreement.

SECTION 17. SEVERABILITY

17.1 Severability: If any provision in this Agreement is held by a court of competent jurisdiction to be unenforceable, such provision will be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement will remain in effect.

SECTION 18. EXPORT COMPLIANCE AND USE RESTRICTIONS

The Services and other Next Order technology, and derivatives thereof, may be subject to export controls and economic sanctions laws and regulations of the United States and other jurisdictions. Subscriber agrees to comply with all such laws and regulations as they relate to access to the Services and other Next Order technology. Each Party represents that it is not named on any U.S. government restricted-party list, and Subscriber will not permit any Agent or End-User to access or use any Service in a U.S.-embargoed country or region (currently Cuba, Iran, North Korea, Syria or Crimea), or for any prohibited end use (e.g., nuclear, chemical, or biological weapons proliferation, or missile-development purposes).

SECTION 18A. MARKETING REFERENCES.

Next Order may use Your name and logo for the limited purpose of identifying You as a customer in factual lists, case studies, or marketing materials, unless You opt out by providing written notice to [email protected]. Any use of Your trademarks will be in accordance with reasonable brand guidelines You provide. Next Order will not imply endorsement beyond the factual customer relationship without Your express written consent.

SECTION 19. RELATIONSHIP OF THE PARTIES

The Parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the Parties.

SECTION 20. NOTICE

20.1 All notices provided by Next Order to You under this Agreement may be delivered in writing by (a) nationally recognized overnight delivery service (“Courier”) or Singapore Post to the contact mailing address provided by You on any Order Form; or (b) electronic mail to the electronic mail address provided for Your Account owner.

20.2 All Legal Notices provided by You to Next Order under this Agreement must be delivered in English and in writing by (a) Courier or Singapore Post to 36 Robinson Road, #20-01 City House, Singapore 068877 Attn: Legal Department; or (b) electronic mail to [email protected].

20.3 All notices will be deemed to have been given immediately upon delivery by electronic mail; or, if otherwise delivered upon the earlier of receipt or two (2) business days after being deposited in the mail or with a Courier as permitted above.

SECTION 21. GOVERNING LAW

This Agreement will be governed by the laws of Singapore without reference to conflict of laws principles. Any disputes under this Agreement will be resolved in a court of general jurisdiction in Singapore. You hereby expressly agree to submit to the exclusive personal jurisdiction of this jurisdiction for the purpose of resolving any dispute relating to this Agreement or access to or use of the Services by You, Staff or End-Users. Notwithstanding the foregoing, disputes specifically related to payment processing, Chargebacks, or violations of Adyen's Terms of Service may, at either party's option, be resolved through binding arbitration administered by the Singapore International Arbitration Centre (SIAC) under the SIAC Arbitration Rules. The arbitration will be conducted in English in Singapore before a single arbitrator. This arbitration provision does not limit either party's right to seek injunctive relief in any competent court. Nothing in this governing law clause limits Your non-excludable statutory rights in Your country of residence, including consumer protection or unfair contract terms legislation that cannot be waived by agreement.

SECTION 22. SURVIVAL

Clauses 2.1, 3.5, 3.6, 4.4, 5 – 7, 11 – 22 and 23 will survive any termination of this Agreement with respect to use of the Services by You, Staff or End-Users. Termination of this Agreement will not limit a Party's liability for obligations accrued as of or prior to such termination or for any breach of this Agreement.

SECTION 23. DEFINITIONS

When used in this Agreement with the initial letters capitalized, in addition to the terms defined elsewhere in this Agreement, the following terms have the following meanings:

“Account” means any accounts or instances created by or on behalf of Subscriber or its Affiliates in relation to which We provide You with Services.

“Additional Feature(s)” means additional features or functionality (including Beta Services) that are available or enabled through the Service, but do not form part of the Service. Additional Features may be made available to Subscriber by Next Order at an additional Charge by placing an Order. Once an Additional Feature has been purchased by Subscriber it forms part of the Services.

“Affiliate” means, with respect to a Party, any entity that directly or indirectly controls, is controlled by, or is under common control with such Party, whereby “control” (including, with correlative meaning, the terms “controlled by” and “under common control”) means the possession, directly or indirectly, of the power to direct, or cause the direction of the management and policies of such person, whether through the ownership of voting securities, by contract, or otherwise.

“Agreement” means this Master Subscription Agreement together with any and all Supplemental Terms, Order Forms and other documents such as a SOW, BAA, CCPA Addendum and DPA (each, where applicable) along with the Next Order Privacy Policy located on Next Order's Agreements and Terms Website.

“API” means the application programming interfaces developed, made available and enabled by Next Order that permit Subscribers to access certain functionality provided by the Services, including, without limitation, the REST API that enables the interaction with the Services automatically through HTTP requests and the application development API that enables the integration of the Services with other web applications.

“Beta Services” means a product, service or functionality provided by Next Order that may be made available to You to try at Your option at no additional charge which is clearly designated as beta, pilot, limited release, non-production, early access, evaluation or by a similar description.

“Carriage Services” has the meaning given to that term in the Telecommunications Act (Chapter 323) of Singapore.

“CCPA” means the California Consumer Privacy Act and its implementing regulations.

“Charges” means all fees and charges associated with Your access to an Account and access to and use of the Services.

“Confidential Business Information” means all Confidential Information that is not Service Data, including, without limitation, Your Staff' Personal Data and Account information, which Next Order may store in its systems separate from the Service and in accordance with Our security policies and procedures.

“Confidential Information” means all information disclosed by one Party to the other Party which is in tangible form and designated as confidential or is information, regardless of form, which a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure, including, but not limited to, the terms of this Agreement, Service Data, Personal Information and Confidential Business Information. Notwithstanding the foregoing, Confidential Information will not include information that (a) was already known to the receiving Party at the time of disclosure by the disclosing Party; (b) was or is obtained by the receiving Party from a third party not known by the receiving Party to be under an obligation of confidentiality with respect to such information; (c) is or becomes generally available to the public other than by violation of this Agreement or another valid agreement between the Parties; or (d) was or is independently developed by the receiving Party without the use of the disclosing Party's Confidential Information.

“Control Panel Login” means the administrative login credentials and interface that allow You to manage Your Account and access administrative features of the Services.

“Data Breach” includes any actual or suspected compromise of the confidentiality or integrity of the Service Data, or any misuse or loss of, interference with or unauthorised access to or disclosure of the Service Data.

“DPA” means a Data Processing Agreement that may be executed between You and Next Order to address data protection requirements under applicable privacy laws.

“Documentation” means any written or electronic documentation, images, video, text or sounds specifying the functionalities or limitations of the Services or describing Service Plans, as applicable, provided or made available by Next Order to You in the applicable Next Order Help Centre(s), Site or Next Order support website ( https://support.nextorder.com/); provided, however, that Documentation will specifically exclude any “community moderated” forums as provided or accessible through such knowledge base(s).

“End-User” means any person or entity other than Subscriber or Staff with whom Subscriber, its Staff, or its other End-Users interact while using a Service.

“Entity” means any corporation, company, partnership, joint venture, trust, unincorporated association, or other legal entity.

“Force Majeure Event” means any circumstances beyond Our reasonable control, including, but not limited to, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labour problem (other than one involving Our employees), Internet service provider failure or delay, Non-Next Order Services, or acts undertaken by third parties, including without limitation, denial of service attack.

“GST” means Goods and Services Tax as applicable under the laws of various jurisdictions including Singapore and Australia.

“HTTP” means Hypertext Transfer Protocol, a standard protocol for communication between web browsers and servers.

“Intellectual Property Rights” means any and all respective patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights.

“Legal Notice” means any notice provided by Subscriber to Next Order under clauses 3.3 and 13.1 of this Agreement.

“Malicious Software” means any viruses, malware, Trojan horses, time bombs, or any other similar harmful software.

“Next Order Group” means Next Order and its Affiliates, subsidiaries, and related entities.

“Non-Next Order Services” means (a) Your equipment; (b) Your network and infrastructure (c) equipment, infrastructure and services provided by a third party (whether or not that third party has an agreement or understanding with You), including a third party who provides Carriage Services; (d) networks and services provided by third parties that We use directly or indirectly to supply the Services to You, and expressly include any third party who provides Carriage Services for resupply by Us to You (e) all other third party products, applications, services, software, networks, systems, directories, websites, databases and information which a Service links to, or which You may connect to or enable in conjunction with a Service, including, without limitation, third party services which may be integrated directly into the Services by You or at Your direction.

“Order” means a purchase, subscription, or request for Services made by You through an Order Form or other ordering process.

“Order Form” means Our generated service order form(s) or online ordering document or process completed, executed or approved by You with respect to Your subscription to a Service, which may detail, among other things, the number of Staff authorized to use a Service under Your subscription and the Service Plan applicable to Your subscription.

“Parties” means You and Next Order, and “Party” means either You or Next Order.

“Payment Agent” means NEXT ORDER PTE. LTD. (UEN: 202449671K) or a payment agent designated by Next Order.

“Personal Information” has the meaning given to that term in the Personal Data Protection Act 2012 (Singapore).

“Personnel” means employees and/or non-employee service providers and contractors of a party.

“Point of Sale” means the physical or virtual location where transactions are processed and completed, including the associated hardware, software, and licenses for such processing.

“Planned Downtime” means planned downtime for upgrades and maintenance to the Services scheduled in advance of such upgrades and maintenance.

“Privacy Policy” means Next Order's privacy policy located at https://nextorder.com/pdf/Privacy_Policy.pdf

“Processing/to Process/Processed” means any operation or set of operations which is performed on Personal Information or on sets of Personal Information, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

“Professional Services” means consulting and professional services (including any training, success and implementation services) provided by Next Order Personnel as indicated on an Order Form or other written document such as a SOW. Professional Services may also be referred to as Consulting Services in the Documentation or SOW.

“Purchased Equipment” means any hardware or other equipment (together with any related parts, handbooks, instructions, manuals and other non-consumable items) which You purchase from Next Order under or in connection with this Agreement.

“REST” means Representational State Transfer, a software architectural style for web services that enables interaction through standard HTTP operations.

“Service(s)” means the products and services that are ordered by You online through a link or via an Order Form referencing this Agreement, whether on a trial or paid basis, and made available by Us, including but not limited to: Online Ordering (processing orders and volume-based transactions); Point of Sale (order processing and volume tracking); Loyalty Programs (user registrations and redemptions); Integrations (order/volume syncing with third parties); Uber Direct (order processing and configuration existence); Driver Apps (billing based on usage and drivers added); Kitchen Display Screen (log-based monitoring); Adyen Instore Terminal (payment processing via Adyen); SMS Marketing (billing data-driven campaigns, subject to compliance requirements); and other Software, Purchased Equipment, Professional Services and associated updates, API and Documentation. Additional details may be specified in Order Forms or Documentation. “Services” exclude (a) Non-Next Order Services; and (b) any Additional Features that are not provided under this Agreement or Your Service Plan. From time to time, the names and descriptions of the Services or any individual Service may be changed. To the extent Subscriber is given access to such Service as so described by virtue of a prior Order Form or other prior acceptance of this Agreement, this Agreement will be deemed to apply to such Service as newly named or described.

“Service Data” means all electronic data, text, messages, communications or other materials submitted to and stored within a Service by You, Staff and End-Users in connection with Your use of such Service.

“SOW” means a Statement of Work, which is a document that details specific work to be performed, deliverables, timelines, and other terms for Professional Services.

“Service Data Breach” means an unauthorized access or improper disclosure that has been verified to have affected Your Service Data.

“Subscriber” means the person or Entity that accepts this Agreement and subscribes to the Services. When used in this Agreement, “You” and “Your” refer to Subscriber.

“Service Plan(s)” means a packaged plan(s) for Services with associated functionality and services as detailed on the Site and in Documentation made available by Us from time to time).

“Site” means a website operated by the Next Order Group, including www.nextorder.com, as well as all other websites that the Next Order Group operates (but will not include the Services).

“Software” means software provided by Next Order forming part of the Services (either by download or access through the internet).

“Staff” means an individual (including those of Your Affiliates) authorized to use the Service(s) through Your Account as an staff member and/or administrator, each as identified through an individual Staff Login.

“Staff Contact Information” means Personal Information about Your Staff, such as their name and email address, that Next Order stores separate from the Services in order to, among other things, communicate with Your Staff and provide customer support. Staff Contact Information is not considered Service Data.

“Staff Login” means a unique username and associated password provisioned to an identifiable individual to permit them to access the Services.

“Subscription Term” means the period during which You have agreed to subscribe to a Service.

“Supplemental Terms” means the additional or varied terms and conditions that are in addition to this Agreement and which are included or incorporated on an Order Form and; (a) applicable to Professional Services; (b) applicable to Additional Features; and (d) Next Order's Service-Specific Terms; and (e) Next Order's Region-Specific Terms.

“Taxes” means taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction.

“We,” “Us” or“Our” means Next Order as defined below.

“Next Order” means NEXT ORDER PTE. LTD. (UEN: 202449671K), an exempt private company limited by shares incorporated under the Companies Act 1967 on 03 December 2024, having its registered office at 36 Robinson Road, #20-01 City House, Singapore 068877, or any of its successors or assignees.

“BAA” means a Business Associate Agreement that may be executed between You and Next Order where applicable under healthcare privacy laws.

“Business Day” means a day that is not a Saturday, Sunday, or public holiday in Singapore.