
Terms of Service
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Sushi + French Fries — Terms of Service
Effective Date: July 24, 2026
These Terms of Service (“Terms”) set out the legal terms that govern your use of our online sites or services (the “Services”). The Terms constitute a legally binding agreement (the “Agreement”) between Beacon Street Technologies, LLC (“Company”, “we”, or “us”) and you (“Customer” or “you”).†
PLEASE READ THESE TERMS CAREFULLY. THEY FORM A LEGALLY BINDING AGREEMENT THAT GOVERNS YOUR USE OF THE SERVICES.
BY REGISTERING AN ACCOUNT WITH THE SERVICES, SIGNING INTO AN ACCOUNT ON THE SERVICES, OR USING THE SERVICES YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT ON BEHALF OF THE CUSTOMER, AND THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE LEGALLY BOUND BY THE TERMS OF THE AGREEMENT.
IF YOU DO NOT AGREE TO BE LEGALLY BOUND BY THE AGREEMENT OR YOU DO NOT HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT ON BEHALF OF THE CUSTOMER THEN YOU MAY NOT ACCESS OR USE THE SERVICES.
1. Definitions
“Authorized User” means any person to whom Customer chooses to provide access to their account.
“Customer Data” means data, information, and other content provided by Customer or its Authorized Users to us in connection with Customer’s use of the Services, including, but not limited to, Customer IP and Personal Data of End Users.
“End User” means an individual to whom Customer sends messages using the Services or about whom Customer collects or processes data using the Services.
“End User Communications” means marketing or other communications sent to End Users through Customer’s use of the Services.
“Personal Data” has the meaning set forth in applicable laws.
2. Your Obligations
2.1 Accurate and Complete Customer Information. Customer and each of its Authorized Users is responsible for ensuring all information provided in connection with registration and use of the Services is accurate and complete.
2.2 Access by Authorized Users. Customer is solely responsible for determining who is an Authorized User on Customer’s account. If Customer terminates its relationship with an Authorized User, Customer is responsible for notifying us to remove that Authorized User.
2.3 Compliance Customer is responsible for its Authorized Users’ compliance with the Agreement and activity on the Services, including all fees or costs incurred. Customer is solely responsible for securing passwords, tokens, or other credentials used to access the Services. Customer shall promptly notify us if you believe any Authorized User’s credentials have been compromised.
3. Provision of the Services
3.1 License to use the Services. Subject to your compliance with the Agreement, we grant Customer and Customer’s Authorized Users a limited, non-exclusive, revocable, non-assignable, non-sublicensable, and non-transferable license to access and use the Services during the Term.
3.2 No use by minors. You must be at least eighteen (18) years of age or the applicable age of majority in your jurisdiction of residence to subscribe to the Services.
3.3 Restrictions. You shall not, and you shall ensure your Authorized Users do not a) use the Services in any way that is unlawful or prohibited by the Agreement; b) alter, modify, adapt, or create derivative works of the Services; c) except where expressly allowed by us in writing, sublicense, distribute, rent, loan, or transfer the Services to any third party; d) attempt to determine or derive the source code, algorithms, or similar details of the Service through reverse engineering, decompiling, or similar; or e) disrupt the performance, operation, integrity, or security of the Services.
3.4 Availability and Changes to the Services. We may, at any time and in our sole discretion, update, expand, change or discontinue the Services or features within the Services. Such changes may be temporary or permanent and may impact all or certain territories. We make no representation or warranty with respect to availability of the Services. You are solely responsible for maintaining backup copies of any content or data uploaded to the Services. We reserve the right to limit the availability of the Services and/or the provision of any content, program, product, service, or other feature described or available on the Services to any person, entity, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service, or other feature that we provide.
3.5 Suspension of Access. We have the right, upon written notice to you, to suspend your access to the Services and/or Terminate the Agreement, if: (a) you fail to pay any amount due under the Agreement; (b) you or any of your Authorized Users materially breach any term, condition, or obligation of these Terms or the Agreement; and/or we reasonably determine that continued use of the Services by Customer would adversely impact the performance, security, or reliability of the Services. Upon the expiration or termination of the Agreement for any reason, your access to, and your use of, your subscription will terminate. We are not liable for Customer damages or costs of any kind related to our suspension, limitation, or termination of the Services under this section.
3.6 Updates to the Agreement. We may, in our sole discretion, update or amend the Agreement from time to time. We will notify You of any changes to the Agreement by email to your email address registered with the Services and/or through notifications within the Services at least 30 days prior to the effective date of the updated Agreement. We may require You to affirmatively agree to the updated Agreement in order to continue using the Services. If you do not agree with the updated Agreement you may notify us and close your account prior to the effective date of the updated Agreement.
3.7 Trial Agreements. We may, at our discretion, offer free or discounted trials or similar introductory offers that allow Customer to test the Services for a period of time before purchasing (a “Trial Period”). Unless agreed otherwise in writing, this Agreement shall apply to Customer’s use of the Services during any Trial Period.
4. Content, Ownership, and Limited License of the Services
4.1. Our Content. The Services contain a variety of: (i) materials and other items relating to Sushi and French Fries, its products and services, and similar items from our licensors and other third parties, including all layout, information, articles, posts, text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Services, and the compilation, assembly, and arrangement of the materials of the Services and any and all copyrightable material (including source and object code); (ii) trademarks, trade dress, logos, trade names, service marks, and/or trade identities of various parties, including those of Beacon Street Technologies, LLC (collectively, “Trademarks”); and (iii) other forms of intellectual property (all of the foregoing but excluding Your Content (defined below), collectively, “Our Content”). For the avoidance of doubt, Our Content does not include data, content, IP, or other information that you own and you upload as part of your use of the Services (“Your Content”).
4.2 Ownership of Our Content and the Services. The Services (including past, present, and future versions) and Our Content are owned or controlled by us, our licensors and/or certain other third parties. All right, title, and interest in and to Our Content available via the Services is the property of Beacon Street Technologies, LLC or our licensors or certain other third parties, and is protected by U.S. and international copyright, trademark, trade dress, patent, and/or other intellectual property and unfair competition rights and laws to the fullest extent possible. We own the copyright in the selection, compilation, assembly, arrangement, and enhancement of Our Content on the Services. We may use data generated by your use of the Services (“Usage Data”) for any purpose, including but not limited to operation and improvement of the Services, internal use, or research. To the extent necessary to allow our use of Usage Data, you grant us a perpetual, non-exclusive, worldwide, royalty-free, and non-revocable license to use the Usage Data for our purposes.
4.3 Ownership of Generated Content. Your use of the Services may involve generation of content, including: i) additional musical parts or other derivative works of Our Content; ii) original musical compositions or other works based on user prompts; or iii) other content generated through your prompts or interactions with the Services (“Generated Content”). As between you and us, we shall own and/or retain all right, title, and interest to Generated Content and Our Content or any portion thereof used in the generation of Generated Content. To the extent applicable laws consider you an author of Generated Content or any portion thereof, you: i) hereby assign all right, title, and interest, including but not limited to copyrights, to Beacon Street Technologies, LLC, and ii) shall take all necessary steps to perfect such assignment to the extent required under applicable law.
4.4 Limited License to use the Services and Our Content. Subject to your strict compliance with these Terms (including payment of a purchase or subscription fee), we grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to use Our Content within as part of your use of the Services.
4.5 Re-Recording and Production Services. Any human live rerecording, performance, production, or commercial-ready adaptation of Generated Content, AI demo, output, or derivative musical concept must be produced exclusively through Beacon Street Studios. You may not independently recreate, reproduce, commission, rerecord, commercially exploit, or otherwise develop Generated Content through third-party studios, producers, musicians, composers, or music production vendors without prior written consent from Beacon Street Technologies, LLC.
4.6 Reservation of Rights. These Terms include specified, limited grants of rights to Our Content and to use and access the Services. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. All rights not expressly granted to you are reserved by us and our licensors and other third parties. Any unauthorized use of Our Content or the Services for any purpose is prohibited.
5. Ownership and License of Your Content
5.1 Except as set forth in these Terms, you retain all right, title, and interest in Your Content. For good and valuable consideration, you grant to us a license, for so long as you choose to use the Services and to the extent necessary for us to provide the Services, to:
5.1.1 Host, reproduce, distribute, make available for download and/or perform (publicly or otherwise) Your Content on the Services;
5.1.2 Perform, display, communicate to the public, and otherwise make available Your Content, by means of digital audio transmissions (on an interactive or non-interactive basis) through the Services to enable your use of the Services without the payment of any fees or royalties;
5.1.3 Distribute Your Content to you or others authorized by you through the Services;
5.1.4 Use Your Content and metadata as may be reasonably necessary or desirable for us to exercise our rights under these Terms; and
5.1.5 License any of the rights granted to us hereunder to third parties as reasonably necessary to perform its obligations hereunder or to otherwise effectuate the purpose of these Terms. For avoidance of doubt, this Section 4.1.5 does not include licensing Your Content to third parties for their independent use. Any commercial license of Your Content will be governed by a separate licensing agreement.
5.2 The rights granted pursuant to this section with respect to Your Content shall be non-exclusive to us.
5.3 Customer hereby represents and warrants: (1) no selections, materials, ideas, or other properties furnished by you and embodied or contained in Your Content, nor the exercise by us of any of its rights hereunder, will violate or infringe upon any law or statutory right of any third party; (2) you have the full right, power and authority to agree to these Terms, grant the rights conveyed to us hereunder, and to perform your material terms and obligations hereunder; and (3) you have not entered into and shall not enter into to any agreement with any third-party that would conflict, inhibit, restrict or impair the rights granted to us hereunder or the performance of your obligations under these Terms (4) you own or control all rights in your Your Content necessary to grant the rights set out in these Terms, and Your Content does not embody or incorporate the name, image, likeness, voice, performance, or intellectual property of any person other than you without that person’s consent; and (5) Your Content and your use of the Services comply with all applicable laws.
5.4 Customer hereby forever releases, and covenants not to sue us, from any and all claims arising out of or in connection with any act or omission of any third party in connection with Your Content hereunder, including, without limitation, any unauthorized commercial exploitation thereof.
6. Confidentiality
6.1 Definition of Confidential Information. As used in the Agreement, “Confidential Information” means any and all confidential or proprietary information or material concerning the Services, in whatever form that: i) if in tangible form, the disclosing party has labeled in writing as proprietary or confidential; ii) if in oral or visual form, the disclosing party has identified as proprietary or confidential at the time of disclosure; or iii) is of a character that is commonly and reasonably regarded as confidential and/or proprietary.
6.2 Exclusions. Confidential Information does not include information or material which: i) is or becomes generally available to the public through no fault of the receiving party; (b) is lawfully provided to the receiving party by a third party free of any confidentiality duties or obligations; (c) the receiving party can prove, by clear and convincing evidence, was already known to the receiving party without restriction at the time of disclosure; or (d) the receiving party can prove, by clear and convincing evidence, was independently developed by employees and contractors of the receiving party who had no access to the Confidential Information.
6.3 Protecting Confidential Information. A receiving party shall not use or disclose Confidential Information of the disclosing party to any third party, except as necessary to exercise its rights and perform its obligations under the Agreement. The receiving party will limit access to the Confidential Information to its employees and contractors who have a need to know, who are subject to confidentiality obligations no less restrictive than those set forth herein and who have been informed of the confidential nature of such information. In addition, the receiving party will protect the disclosing party’s Confidential Information from unauthorized use, access, or disclosure in the same manner that it protects its own proprietary information of a similar nature, but in no event with less than reasonable care. At the disclosing party’s request or upon termination of the Agreement, the receiving party will return to the disclosing party or destroy (or permanently erase in the case of electronic files) all copies of the Confidential Information that the receiving party does not have a continuing right to use under the Agreement, and, upon request, the receiving party shall provide to the disclosing party written notice certifying compliance with this sentence, unless prohibited by applicable law.
6.3.1 Notwithstanding the foregoing, a receiving party may disclose Confidential Information to the extent that such disclosure is necessary for the receiving party to enforce its rights under the Agreement or is required by law or by the order of a court or similar judicial or administrative body, provided that the receiving party promptly (to the extent legally permitted) notifies the disclosing party in writing of such required disclosure and reasonably cooperates with the disclosing party if the disclosing party seeks an appropriate protective order.
6.4 Remedies. Each party acknowledges that its failure to comply with the provisions under this section may cause irreparable harm to the other party which cannot be adequately compensated for in damages, and that the other party will be entitled to seek, in addition to any other remedies available to it, interlocutory and permanent injunctive relief to restrain any anticipated, present or continuing breach of this section.
7. Prohibited Use of the Services.
7.1 You agree not to use the Services, including any AI tools, Generated Content, outputs, or custom content to:
7.1.1 Create, distribute, promote, facilitate, or support any unlawful, harmful, deceptive, defamatory, discriminatory, abusive, or hateful content, including hate speech, harassment, misinformation, or content intended to incite violence, self-harm, or harm against individuals or groups;
7.1.2 Impersonate another person including their voice or likeness, misrepresent the origin of content, violate the intellectual property or other rights of others, or engage in fraudulent, malicious, or exploitative conduct;
7.1.3 Reproduce, duplicate, copy, sell, trade, resell, distribute or exploit, any portion of the Services, use of the Services, access to the Services or content obtained through the Services, as a result of your being granted permission to use the Services;
7.1.4 Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Services, features that prevent or restrict the use or copying of any part of the Services or features that enforce limitations on the use of the Services;
7.1.5 Interfere with or disrupt the Services, networks or servers connected to the Services or violate the regulations, policies or procedures of such networks or servers;
7.1.6 Upload or otherwise transmit any information or content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, including by incorporating any such material in Your Content; or
7.1.7 Use the Services in any manner whatsoever that could lead to a violation of any federal, state or local laws, rules or regulations.
8. Term and termination
8.1 Term. The Term begins on the effective data of any commercial agreement between Customer and Company regarding Customer’s use of the Services (the “Term”).
8.2 Termination. Either party may terminate the Agreement immediately upon notice to the other party if the other party materially breaches the Agreement, and such breach remains uncured more than thirty (30) days after receipt of written notice of such breach. In addition, we may terminate the Agreement upon notice to Customer if (a) Customer becomes the subject of a petition in bankruptcy or any proceeding relating to insolvency, receivership, or liquidation for the benefit of creditors; or (b) in the event of non-payment. Customer is not entitled to any refund of any fees or charges previously paid to us for Services except in the event Customer terminates due to our uncured material breach of the Agreement, in which case Customer may be entitled to a pro-rata refund of any fees paid for the then-current billing period after termination becomes effective.
8.3 Effect of Termination. Upon termination or expiration of the Agreement for any reason: (a) all rights and obligations of both parties, including all licenses granted hereunder, shall immediately terminate (except that all payment obligations accrued prior to termination or expiration shall survive); and (b) each party shall comply with the obligations to return or destroy all Confidential Information. We shall have no obligation to retain any Customer Data after termination or expiration of the Agreement and shall delete all Customer Data, unless required by applicable law.
9. Warranties and Disclaimers
9.1 YOUR ACCESS TO AND USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS", "AS AVAILABLE", AND "WITH ALL FAULTS" BASIS. Therefore, to the fullest extent permissible by law, we and each of our officers, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and assigns, hereby disclaim and make no representations, warranties, endorsements, or promises, express or implied, as to:
9.1.1 the Services;
9.1.2 the functions, features, or any other elements on, or made accessible through, the Services;
9.1.3 any products, services, developer code or instructions offered or referenced at or linked through the Services;
9.1.4 whether the Services or the servers that make the Services available are free from any harmful components (including viruses, Trojan horses, and other technologies that could adversely impact your device);
9.1.5 whether the information (including any instructions) on the Services is accurate, complete, correct, adequate, useful, timely, or reliable;
9.1.6 whether any defects to, or errors on, the Services will be repaired or corrected;
9.1.7 whether your access to the Services will be uninterrupted;
9.1.8 whether the Services will be available at any particular time or location; and
9.1.9 whether your use of the Services is lawful in any particular jurisdiction.
9.2 EXCEPT FOR ANY SPECIFIC WARRANTIES PROVIDED HEREIN OR IN ADDITIONAL TERMS PROVIDED BY US, TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY FURTHER DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS.
9.3 Some jurisdictions limit or do not allow the disclaimer of implied or other warranties so the above disclaimers may not apply to the extent such jurisdictions' laws are applicable.
10. Limitation of Liability
10.1 Our Limited Liability. WE SHALL NOT BE LIABLE TO YOU FOR SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY NATURE, FOR ANY REASON, INCLUDING, WITHOUT LIMITATION, THE BREACH OF THE AGREEMENT OR ANY TERMINATION OF THE AGREEMENT, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), CONTRACT, OR OTHERWISE, EVEN IF WE HAVE BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES. WE SHALL NOT BE LIABLE FOR ANY ROYALTIES, FEES, PAYMENTS, OR ROYALTIES THAT ARE DUE FOR ANY USE OR MISUSE OF YOUR CONTENT, WHETHER PURSUANT TO AN EXISTING, EXPIRED, OR TERMINATED AGREEMENT WITH US OR OTHERWISE. OUR TOTAL LIABILITY TO YOU FOR ANY BREACH OF THE AGREEMENT SHALL IN ALL INSTANCES BE LIMITED TO THE AMOUNT ACTUALLY PAID TO YOU BY US DURING THE SIX-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF YOUR CLAIM AGAINST US.
10.2 Maximum Limitation Allowable by Law. TO THE EXTENT APPLICABLE LAW DOES NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH CASES YOU AGREE THAT OUR LIABILITY TO YOU SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. YOU UNDERSTAND AND AGREE THAT WE CAN ONLY OFFER OUR SERVICES TO YOU ON THE BASIS THAT OUR LIABILITY IS LIMITED AND SUCH LIMITATION IS A FAIR AND REASONABLE ALLOCATION OF RISK BETWEEN YOU AND US.
11. Indemnification
11.1 Indemnification by Customer. You agree to indemnify, defend, and hold harmless Company and our employees, representatives, agents, affiliates, directors, officers, managers, and shareholders (the "Indemnified Parties”) from any damage, loss, or expense (including, without limitation, attorneys' fees and costs) incurred in connection with any third-party claim, demand, or action ("Claim") brought against any of the Indemnified Parties arising out of your use of the Services or any breach or alleged breach of the Agreement or any of the warranties, representations, covenants, or agreements made by you. Such Claims may include, but are not limited to any act, error, or omission by you, any Authorized User, or any other person under your direction or control.
11.2 Indemnification by Us. We will indemnify, defend and hold you harmless, at our expense, against any Claim brought against you (and your officers, directors, employees, agents, service providers, licensors, and Affiliates) by a third party not affiliated with you to the extent that such Claim is based upon or arises out of an allegation that the Services infringe a valid patent in a member state of the Patent Cooperation Treaty, registered trademark, or registered copyright (“IP Indemnification”).
11.2.1 Our IP Indemnification shall not apply to any Claim involving: i) AI generated, prompted, or user-generated lyrics of any kind; ii) combination of the Services with hardware, software, equipment, or data not provided by us; iii) modification of the Services by you or any third party; iv) use of the Services outside the scope of the Agreement; or v) user interface or related design elements not provided by us.
11.3 Claims Procedure. In the event of an indemnifiable Claim, the indemnified party shall notify the indemnifying party in writing within 30 days of becoming aware of a Claim and provide the indemnifying party, at the indemnifying party’s expense, any and all reasonable assistance requested in defending against the Claim. The indemnifying party may have sole control of the defense or settlement of Claims. The indemnifying party shall not accept any Claim settlement without the prior consent of the indemnified party that (i) imposes an obligation on the indemnified party; (ii) requires the indemnified party to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on the indemnified party.
11.4 Reimbursement on Demand. You agree to reimburse us, on demand, for any payment made by us at any time with respect to any Claims to which the foregoing indemnity applies. Pending the resolution of any claim, demand, or action, we may, at our election, withhold payment of any monies otherwise payable to you hereunder in an amount which does not exceed your potential liability to us pursuant to this indemnity clause.
12. General Terms
12.1 Consent or Approval. As to any provision in the Agreement that grant us a right of consent or approval, or permits us to exercise a right in its "sole discretion", we may exercise that right in our sole and absolute discretion. No opt-in consent or approval may be deemed to have been granted by us without being in writing and signed by an officer of our company
12.2 Relationship of the Parties. The parties hereto agree and acknowledge that the relationship between them is that of independent contractors. The Agreement shall not be deemed to create an agency, partnership or joint venture between you and us, and we shall not have a fiduciary obligation to you as a result of your entering into the Agreement.
12.3 Entire Agreement. The Agreement constitutes the entire understanding of the parties relating to the subject matter hereof. The Agreement supersedes all previous agreements or arrangements between you and us pertaining to the Services. The Agreement cannot be changed or modified except as provided herein.
12.4 No Third-Party Beneficiaries. The Agreement is for the sole benefit of the parties hereto and their authorized successors and permitted assigns. Nothing herein, express or implied, is intended to or shall confer upon any person or entity, other than the parties hereto and their authorized successors and permitted assigns, any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of the Agreement.
12.5 Assignment. We may assign its rights and obligations under the Agreement at any time to any party. You may not assign your rights and/or obligations under the Agreement without obtaining our prior written consent.
12.6 Severability and Interpretation. If any provision of the Agreement is for any reason deemed invalid, unlawful, void, or unenforceable by a court or arbitrator of competent jurisdiction, then that provision will be deemed severable from the Agreement, and the invalidity of the provision will not affect the validity or enforceability of the remainder of the Agreement (which will remain in full force and effect).
12.7 Investigations and Cooperation with Law Enforcement. We reserve the right, without any limitation, to: (i) investigate any suspected breaches of the security of the Services, (ii) investigate any suspected breaches of these Terms or misuse of the Services, (iii) investigate any information obtained by us in connection with reviewing law enforcement databases or complying with criminal laws, (iv) involve and cooperate with law enforcement authorities in investigating any of the foregoing matters, (v) prosecute violators of the Agreement, and (vi) discontinue, restrict, suspend, or terminate your access to the Services, in whole or in part, including any user accounts or registrations, at any time, without notice, for any reason and without any obligation to you or any third party.
12.8 Survival. Any suspension or termination will not affect your obligations to us under the Agreement. Upon suspension or termination of your access to the Services, or upon notice from us, all rights granted to you under the Agreement will cease immediately, and you agree that you will immediately discontinue use of the Service. The provisions of the Agreement, which by their nature should survive your suspension or termination will survive, including the rights and licenses you grant to us in the Agreement, as well as the indemnities, releases, disclaimers, and limitations on liability and the provisions regarding jurisdiction, choice of law, no class action, and mandatory arbitration.
12.9 No Waiver. Except as expressly set forth in the Agreement : (i) no failure or delay by you or us in exercising any of rights, powers, or remedies hereunder will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of the Agreement will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced. For avoidance of doubt, nothing herein shall be construed to restrict our right to amend the Agreement as otherwise permitted in those agreements.
12.10 Governing law. The Agreement and your use of the Services shall be governed by the substantive laws of the State of California without reference to its choice or conflicts of law principles. All disputes arising between you and us under the Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Los Angeles County, California, and the parties each hereby submit to the personal jurisdiction and venue of these courts.
12.11 Notice. For any notices under the Agreement, we will contact you through email and, at our sole discretion, through notifications within the services. For notices by you to us, you can contact us through direct message on our social media accounts or email us at info@sushiandfrenchfries.com.
12.12 Force Majeure. We are not responsible or liable to Customer for any delay or failure to perform its obligations hereunder that is due to an event beyond our reasonable control, including but not limited to, acts of God, equipment failure, threatened or actual terrorist acts, air raid, act of public enemy, war (declared or undeclared), civil disturbance, insurrection, riot, epidemic, pandemic, fire, explosion, earthquake, flood, hurricane, unusually severe weather, blackout, embargo, labor dispute or strike (whether legal or illegal), labor or material shortage, transportation interruption of any kind, work slowdown, any law, rule, regulation, action, order, or request adopted, taken, or made by any governmental or quasi-governmental entity (whether or not such governmental act proves to be invalid).