Terms of Service

1. Introduction

Welcome to Just The Tip, a digital tipping platform operated by Just The Tip LLC (“JTT,” “we,” “our,” or “us”), a limited liability company organized under the laws of the State of Delaware, United States. These Terms of Service (“Terms”) govern your access to and use of our platform and services as a business or merchant user (collectively, the “Services”). By creating an account, accessing, or using the Services, you (“Merchant,” “you,” or “your”) acknowledge that you have read, understood, and agree to be bound by these Terms.

JTT provides technology that enables Merchants—including but not limited to hotels, salons, tour operators, and other service-based businesses—to generate and display QR codes through which their customers (“Tippers”) may voluntarily submit gratuity payments (each, a “Tip”) to workers. Tips are processed through Stripe Connect, a third-party payment processor. JTT does not receive, control, disburse, or otherwise manage Tip funds at any point in the transaction.

These Terms constitute a legally binding agreement between you and JTT. If you do not agree to these Terms in full, you may not access or use the Services. If you are entering into this agreement on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms.

Please review these Terms carefully, as they include important provisions affecting your legal rights, including limitations of liability, disclaimers of warranties, indemnification obligations, and mandatory arbitration and jurisdiction clauses. JTT reserves the right to update or modify these Terms at any time, with or without notice, by posting an updated version on our website or notifying you via your account. Your continued use of the Services following any changes constitutes your acceptance of the updated Terms.

These Terms apply solely to Merchants and other business users of the JTT platform. Separate or additional terms may apply to Tippers, employees, or other platform users, where relevant.

2. Eligibility and Account Registration

2.1 Eligibility Requirements

To use the Services as a Merchant, you must be at least eighteen (18) years of age, or the age of majority in your jurisdiction, and you must be authorized to act on behalf of a business entity with the legal capacity to enter into binding contracts. By registering for or accessing the Services, you represent and warrant that:

• You are acting in your capacity as an owner, employee, agent, or representative of a business entity;
  
• You have full authority to bind that entity to these Terms;
  
• All information you submit during registration is current, complete, and accurate;
  
• Your use of the Services does not and will not violate any applicable law, regulation, or third-party agreement.
  

JTT reserves the right to reject or terminate any account if we determine, in our sole discretion, that the Merchant is ineligible, misrepresented information during registration, or poses a legal, financial, reputational, or technical risk to the platform.

2.2 Account Creation and Management

To access the Services, you must register for a Merchant account through the JTT platform and provide all requested information, including but not limited to your business name, contact details, preferred payout structure, and a valid connection to a Stripe Connect account. You agree to keep all account information accurate and up to date.

You are solely responsible for all activity that occurs under your account and for maintaining the confidentiality and security of your account credentials. You agree to immediately notify JTT of any unauthorized use of your account, suspected security breach, or other suspicious activity.

You may not register for more than one Merchant account without our prior written consent, and you may not transfer or assign your account to another party without our prior written approval.

2.3 Stripe Connect Integration Required

Access to the Services is conditioned on your successful onboarding to and ongoing compliance with Stripe Connect. You acknowledge and agree that:

• You must create or link a valid Stripe Connect account in order to receive Tip funds;
  
• Your use of Stripe Connect is subject to Stripe’s own terms of service and privacy policies, which are separate from and not governed by these Terms;
  
• JTT does not manage, control, or have access to your Stripe account or any funds processed through it;
  
• You are solely responsible for ensuring your compliance with Stripe’s onboarding requirements, payout settings, and any banking or regulatory obligations related to your Stripe account.
  

If your Stripe Connect account is suspended, restricted, or terminated for any reason, your access to the JTT platform may be limited or revoked without liability to JTT.

2.4 Business Verification

JTT may, at any time, request documentation or information to verify your identity, business registration, tax status, beneficial ownership, or compliance with applicable laws. Failure to respond to such requests in a timely and satisfactory manner may result in suspension or termination of your account.

3. Description of Services

3.1 Platform Overview

Just The Tip (“JTT”) provides a digital platform that enables businesses (“Merchants”) to facilitate the voluntary transfer of gratuity payments (“Tips”) from their customers (“Tippers”) to employees, contractors, or other designated recipients (“Recipients”). Through the platform, Merchants generate customized QR codes and associated digital interfaces that allow Tippers to initiate a Tip using their mobile device and preferred payment method. The Services are intended solely to facilitate this tipping interaction; JTT does not participate in the underlying employment or service relationship between the Merchant, Recipient, and Tipper.

The Services include access to:

• A web-based portal for managing account details, Tip configurations, and QR codes;
  
• Integration with Stripe Connect for payment processing;
  
• Optional visibility into high-level tip activity and performance metrics;
  
• Automated linking between QR codes and designated payout accounts managed by Stripe.
  

JTT may add, remove, or modify features of the Services at its sole discretion, with or without notice.

3.2 JTT’s Role as a Technology Provider

You acknowledge and agree that:

• JTT is a technology services provider only and does not offer banking, payment settlement, escrow, payroll, wage distribution, or financial intermediation services;
  
• JTT does not collect, handle, transmit, pool, store, or distribute Tip funds at any point;
  
• All Tip transactions are initiated by Tippers and processed directly by Stripe Connect;
  
• JTT does not verify, supervise, or guarantee that Tip funds are ultimately received by or delivered to any specific individual;
  
• JTT does not set or suggest Tip amounts and is not a party to any gratuity or compensation arrangement between a Merchant, Recipient, or Tipper.
  

Your use of the Services does not create a fiduciary, employment, partnership, agency, or joint venture relationship between you and JTT.

3.3 No Control Over Funds or Outcomes

You understand and agree that:

• All financial transactions occur directly between the Tipper and the Merchant via Stripe Connect;
  
• JTT has no access to, and disclaims all responsibility for, the security, settlement, accuracy, or success of any individual Tip transaction;
  
• JTT does not control or influence whether, when, or how funds are disbursed from Stripe to the Merchant or from the Merchant to any employee or Recipient;
  
• JTT shall not be liable for failed transactions, delayed transfers, misrouted payments, chargebacks, payment processor errors, or disputes between any parties.
  

3.4 Availability and Limitations

JTT strives to maintain reliable Services but does not guarantee continuous availability, error-free operation, or compatibility with all browsers, devices, or internet connections. Temporary interruptions or limitations may occur due to system maintenance, technical issues, third-party service provider outages (including Stripe), or force majeure events. JTT will not be liable for any damages, loss of revenue, or other consequences resulting from such disruptions.

4. Payment Processing via Stripe Connect

4.1 Use of Stripe Connect

All financial transactions conducted through the JTT platform, including the processing of Tip payments from Tippers to Merchants, are facilitated by Stripe Connect, a third-party payment processing service provided by Stripe, Inc. (“Stripe”). Use of the JTT platform requires the Merchant to create, link, and maintain an active and verified Stripe Connect account.

By using the Services, you agree to be bound by Stripe’s Connected Account Agreement, which includes the Stripe Services Agreement (collectively, the “Stripe Terms”). These are separate legal agreements between you and Stripe, and JTT is not a party to those agreements. It is your responsibility to review, understand, and comply with the Stripe Terms, including all requirements relating to:

• Onboarding and verification (including Know Your Customer (KYC) obligations);
  
• Banking or financial institution integrations;
  
• Transaction processing and fee structures;
  
• Settlement timing, reconciliation, and tax reporting;
  
• Chargebacks, refunds, fraud prevention, and account reserves.
  

JTT makes no representations or warranties regarding the Stripe platform or its functionality and disclaims all liability related to the operation, availability, or security of your Stripe account.

4.2 No Custody or Control of Funds

You acknowledge and agree that:

• JTT does not collect, hold, escrow, control, or disburse Tip funds at any point;
  
• Tip payments are initiated by Tippers, processed by Stripe, and transferred directly to the bank account associated with your Stripe Connect account;
  
• JTT does not access or manage these funds and cannot modify or intervene in any transfer or transaction;
  
• JTT is not a money transmitter, financial institution, escrow agent, or payroll provider.
  

Any issues regarding payment failures, settlement delays, chargebacks, or reversals must be resolved between you, Stripe, and/or the applicable financial institution. JTT disclaims all liability related to the processing or delivery of Tip funds.

4.3 Fees and Tip Calculation

JTT charges a platform service fee on each Tip transaction, and Stripe applies its own payment processing fees. These fees are disclosed transparently to the Tipper at the time the Tip is initiated. The Tipper sees the total amount they will pay—including estimated fees—and understands that only the net amount, after fees, will be delivered to the Merchant.

As a Merchant:

• You do not pay any JTT or Stripe fees directly;
  
• You receive the net Tip amount, with fees already deducted from the Tipper’s payment;
  
• JTT automatically handles the display of applicable fees to the Tipper at the point of transaction.
  

JTT reserves the right to modify its fee structure at any time. Changes will be reflected in the real-time fee disclosures provided to Tippers through the platform interface.

4.4 Account Status and Stripe Dependency

Because JTT relies entirely on Stripe to process payments and transfer funds:

• Any disruption, suspension, or termination of your Stripe Connect account may limit or disable your ability to receive Tips through the JTT platform;
  
• JTT does not guarantee any specific payout schedule and is not liable for delays caused by Stripe or external banking systems;
  
• You are solely responsible for maintaining an active Stripe account in good standing and for promptly updating any linked bank or business information.
  

If your Stripe account becomes noncompliant, inactive, or ineligible, your access to the Services may be suspended or terminated without prior notice or liability to JTT.

5. Merchant Responsibility for Tip Disbursement and Compliance

5.1 Sole Responsibility for Tip Disbursement

As a Merchant using the JTT platform, you acknowledge and agree that you are solely and exclusively responsible for ensuring that all Tip funds received through your Stripe Connect account are properly delivered to the intended employee(s), contractor(s), service provider(s), or other Recipient(s). JTT does not verify the identity of Recipients, confirm the intended purpose of any Tip, or monitor the actual disbursement or use of Tip funds.

JTT does not provide payroll services, wage calculations, automated fund splitting, or worker classification tools. The full responsibility for tracking, calculating, allocating, and disbursing Tips rests entirely with the Merchant.

5.2 Legal and Regulatory Compliance

You agree to comply with all applicable federal, state, local, and international laws, regulations, and obligations related to:

• Labor, wage, and hour laws;
  
• Minimum wage requirements and tip credit rules;
  
• Employee classification (employee vs. independent contractor);
  
• Withholding, reporting, and remitting taxes;
  
• Tip pooling or tip-sharing arrangements (where applicable);
  
• Recordkeeping and disclosure obligations;
  
• Payment of overtime and service charges (if relevant in your jurisdiction).
  

JTT does not provide legal advice and makes no representation that use of the platform complies with employment, tax, or labor laws. It is your sole responsibility to determine how Tip funds should be treated under applicable law and to consult qualified legal or tax advisors as needed.

5.3 No Employer-Employee Relationship with JTT

JTT is not the employer of any Recipient of Tip funds and does not supervise, manage, or compensate workers in any capacity. Your use of the platform does not create any employment, joint venture, agency, or fiduciary relationship between JTT and your employees, contractors, customers, or business partners.

You acknowledge and agree that JTT:

• Does not direct the work of any individuals who receive Tips;
  
• Does not establish compensation policies or employment terms;
  
• Is not responsible for employment disputes, wrongful termination claims, wage claims, tax filings, or any employment-related obligations.
  

5.4 Indemnity for Non-Compliance

To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless JTT, its affiliates, officers, directors, employees, agents, and representatives from and against any claims, demands, damages, losses, liabilities, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your failure to properly disburse Tips;
  
• Misclassification of employees or contractors;
  
• Wage and hour violations, including failure to comply with tip credit laws;
  
• Any legal or regulatory actions arising from your use of the platform;
  
• Disputes between you and your employees, customers, or third parties relating to Tip funds.
  

5.5 No Guarantee of Tip Amounts

You understand and acknowledge that:

• The JTT platform is a facilitation tool only, and JTT does not and cannot guarantee any specific volume, frequency, or value of Tips;
  
• Tip revenue may fluctuate based on customer behavior, economic factors, platform availability, and other variables beyond JTT’s control;
  
• You are not entitled to any compensation from JTT in the event that no Tips are received or if Tips are lower than expected.
  

You assume all risk associated with using the platform to receive Tips, including the risk of zero earnings.

6. Limited Tipper Interaction and Data Use

6.1 Tipper Role and Experience

Tippers are individuals who voluntarily submit gratuity payments (“Tips”) to Merchants through the JTT platform. Tippers interact with the platform in a limited, one-time manner solely for the purpose of selecting a tip amount, reviewing applicable fees, and submitting payment via a Stripe-hosted checkout page. JTT does not require Tippers to create accounts, register, or provide personally identifiable information to use the platform.

JTT does not determine Tip amounts, influence tipping behavior, or initiate transactions on behalf of any Tipper. All Tips are discretionary, and Tippers are under no obligation to leave a Tip. JTT is not responsible for any communication or service expectations between the Tipper and the Merchant or its employees.

6.2 No Tipper Account or Profile Data

JTT does not maintain user accounts or persistent profiles for Tippers. The platform does not store or collect personal information from Tippers beyond what is required to complete a payment transaction through Stripe. Specifically:

• JTT may temporarily receive anonymized metadata such as transaction time, amount, and method of payment;
  
• Any billing or payment information entered by a Tipper is processed directly by Stripe and is not visible to, collected by, or stored by JTT;
  
• Tipper email addresses, names, or contact details are not requested or retained by JTT unless the Tipper voluntarily chooses to provide such information (e.g., when leaving a message).
  

JTT does not engage in marketing, retargeting, or profiling of Tippers. All payment processing and data handling is subject to Stripe’s privacy policies.

6.3 Tipper Privacy and Security

JTT takes reasonable technical and organizational measures to ensure that Tippers’ interactions with the platform remain secure and private. However, JTT cannot guarantee the absolute security of any third-party systems, including those operated by Stripe. Tippers are encouraged to review Stripe’s Privacy Policy and Terms of Service before submitting any payment.

Merchants agree that they will not:

• Collect, harvest, or store Tipper data through the JTT platform;
  
• Use any metadata or information from Tip transactions for unauthorized contact or marketing;
  
• Attempt to identify or re-identify Tippers based on transaction details or QR code scans.
  

Any misuse of the platform to collect or exploit Tipper data will constitute a material breach of these Terms.

6.4 No Liability for Tipper Actions or Disputes

JTT disclaims all liability arising from or related to the conduct of Tippers. This includes, but is not limited to:

• Failure by a Tipper to complete or authorize payment;
  
• Disputes between Tippers and Merchants regarding service quality, tip amount, or tip delivery;
  
• Chargebacks or payment reversals initiated by a Tipper;
  
• Misunderstandings regarding the distribution or recipient of a Tip.
  

Merchants are solely responsible for managing their relationships with Tippers, including service feedback, customer complaints, and resolution of disputes. JTT will not act as a mediator or intermediary between Merchants and Tippers under any circumstances.

7. Merchant Responsibilities

7.1 Account Accuracy and Maintenance

You are responsible for providing and maintaining accurate, complete, and up-to-date information in your Merchant account, including:

• Business name and contact details;
  
• Legal entity information;
  
• Banking and payout information linked via Stripe Connect;
  
• QR code assignment and location mapping.
  

You must promptly update your account in the event of any changes to your business operations, personnel, ownership, payment preferences, or compliance status. JTT is not responsible for losses or service interruptions resulting from inaccurate or outdated information provided by you.

7.2 QR Code Generation and Use

JTT provides Merchants with custom QR codes for displaying in physical or digital locations to facilitate tipping. As a Merchant, you agree to:

• Securely manage and distribute your QR codes in a manner consistent with their intended use;
  
• Ensure that QR codes are not tampered with, misused, copied, or associated with false or misleading information;
  
• Remove or disable any QR codes that are no longer in use or have been compromised;
  
• Use the QR codes solely for the purpose of enabling voluntary gratuity payments via the JTT platform.
  

You are solely responsible for any misuse of your QR codes or associated landing pages by your personnel, contractors, customers, or third parties.

7.3 Lawful Use of the Platform

You agree to use the JTT Services only for lawful purposes and in accordance with these Terms. Prohibited conduct includes, but is not limited to:

• Attempting to divert, modify, intercept, or redirect Tip payments outside of the JTT platform;
  
• Circumventing fee disclosures or modifying the user-facing payment experience;
  
• Using the platform to solicit donations, process sales, collect service charges, or otherwise conduct business unrelated to tipping;
  
• Violating any applicable local, state, federal, or international law, regulation, or industry rule.
  

JTT reserves the right to investigate and take legal or administrative action—including account suspension or termination—against any Merchant that engages in unauthorized or unlawful use of the Services.

7.4 Platform Integrity and Interference

You agree not to:

• Access or attempt to access any part of the JTT platform or systems using methods other than those explicitly provided or authorized by JTT;
  
• Interfere with or disrupt the integrity, performance, or security of the platform;
  
• Reverse-engineer, decompile, or attempt to derive the source code of any portion of the platform;
  
• Deploy scripts, bots, scrapers, or automated tools that access or interact with the platform outside of the intended user interface.
  

Any misuse of the platform infrastructure may result in immediate termination of your account and potential legal action.

7.5 Cooperation and Support

You agree to cooperate with JTT in good faith if technical or compliance issues arise. This includes responding to support inquiries, resolving Stripe onboarding problems, correcting QR code configurations, and reviewing suspicious account activity. In the event of a legal inquiry or audit related to your use of the Services, you agree to provide truthful and timely responses and assist as reasonably required.

7.6 No Representations or Commitments on Behalf of JTT

You may not make any public statements, warranties, representations, or promotional claims on behalf of JTT without prior written consent. You may not use JTT’s name, logo, or trademarks in a way that implies partnership, endorsement, or affiliation beyond the limited license provided for use of the Services.

8. Prohibited Activities

To ensure the safety, legality, and integrity of the JTT platform, you agree that you and any person acting on your behalf will not engage in any of the following prohibited activities. Any violation of this Section constitutes a material breach of these Terms and may result in immediate suspension or termination of your account, legal action, and referral to regulatory authorities.

8.1 Misuse of the Platform

You agree not to:

• Use the platform for any purpose other than facilitating voluntary Tips from customers to service personnel;
  
• Misrepresent the purpose of a QR code or the identity of the intended Tip recipient;
  
• Use the platform to solicit or process donations, sales, service charges, fines, subscriptions, or any other payments unrelated to tipping;
  
• Create multiple accounts without authorization or operate accounts using false or misleading business information;
  
• Bypass or modify the platform’s fee disclosure or user interface in any way.
  

8.2 Fraudulent, Deceptive, or Unlawful Conduct

You agree not to:

• Use the platform to commit fraud, launder money, or violate financial regulations;
  
• Process fictitious Tips or engage in circular transactions for the purpose of inflating revenue or triggering bonuses;
  
• Attempt to withdraw, intercept, or redirect Tip funds in a manner that misleads customers or violates employment or wage laws;
  
• Conceal or mischaracterize Tip funds from employees, contractors, or tax authorities;
  
• Violate any applicable law, rule, or regulation in connection with your use of the platform.
  

8.3 Interference with Platform Operations

You agree not to:

• Attempt to interfere with, disrupt, or impair the functioning of the JTT platform or servers;
  
• Use bots, crawlers, scrapers, or other automated systems to access or interact with the Services outside of authorized APIs (if applicable);
  
• Attempt to probe, scan, or test the security of the platform or its infrastructure;
  
• Introduce viruses, malware, or other malicious code into the system;
  
• Reverse-engineer, decompile, or attempt to gain unauthorized access to any part of the platform, source code, or underlying technologies.
  

8.4 Abuse of Tippers or Employees

You agree not to:

• Use the platform to exploit, coerce, mislead, or retaliate against Tippers or employees;
  
• Impersonate another person or business in order to deceive Tippers;
  
• Collect personal information from Tippers or employees via the platform without explicit consent;
  
• Display QR codes in misleading or inappropriate contexts (e.g., fake businesses, unrelated services, adult content).
  

You are solely responsible for the behavior of your staff and representatives in connection with the use of the platform.

8.5 Intellectual Property Infringement

You agree not to:

• Use, copy, display, distribute, or modify any content or branding owned by JTT without express written permission;
  
• Remove, obscure, or alter any proprietary notices on the platform;
  
• Claim ownership over JTT’s trademarks, logos, code, or user interface;
  
• Use JTT’s name or materials in any way that falsely implies affiliation or endorsement.
  

8.6 Circumvention and Evasion

You agree not to:

• Attempt to circumvent platform limitations, suspension, or termination measures;
  
• Encourage or assist others in violating these Terms;
  
• Access the platform after your account has been terminated, suspended, or disabled without our written consent.
  

8.7 Reporting and Enforcement

JTT reserves the right to investigate suspected violations of this Section and to take any action deemed appropriate, including:

• Suspending or permanently terminating your account without prior notice;
  
• Freezing or disabling access to QR codes;
  
• Cooperating with law enforcement or regulators;
  
• Pursuing legal remedies including injunctive relief and monetary damages.
  

You agree to cooperate fully with any internal or external investigation into prohibited activity and to provide truthful, timely responses as requested.

9. Suspension and Termination

9.1 Termination by Merchant

You may terminate your account at any time by submitting a written request to JTT through your account dashboard or by contacting support at contact@usejtt.com. Upon receipt of your termination request and confirmation of your identity, we will deactivate your account and associated QR codes within a reasonable time frame.

Termination does not relieve you of any obligations incurred prior to the effective date of termination, including:

• Outstanding obligations to pay any owed fees (if applicable);
  
• Disbursement of Tip funds to employees or Recipients;
  
• Cooperation with any investigations into suspected violations of these Terms.
  

9.2 Suspension or Termination by JTT

JTT reserves the right to suspend, restrict, or permanently terminate your access to the Services at any time, with or without notice, and for any reason or no reason, including but not limited to:

• Violation of these Terms or any applicable law or regulation;
  
• Engaging in fraudulent, abusive, or deceptive conduct;
  
• Tampering with, modifying, or misusing the platform;
  
• Failing to maintain a valid, verified Stripe Connect account;
  
• Receipt of credible complaints from Tippers, employees, or third parties;
  
• Use of the platform in a way that harms or threatens JTT’s reputation, technology, users, or business interests.
  

Suspension or termination is at JTT’s sole discretion and may occur immediately or after an internal review.

9.3 Effect of Suspension or Termination

Upon suspension or termination:

• Your access to the platform, account dashboard, and all active QR codes will be disabled;
  
• All Tip-related activity through the platform will be discontinued;
  
• JTT may retain limited transaction data as required by law or for fraud prevention;
  
• Any rights granted to you under these Terms will immediately cease;
  
• JTT will not be liable to you or any third party for any damages, loss of income, business interruption, or loss of access resulting from the suspension or termination.
  

JTT shall have no obligation to provide a refund or prorated credit of any fees paid, unless required by applicable law.

9.4 Reinstatement

Reinstatement of a suspended or terminated account is at the sole discretion of JTT and may be subject to additional conditions, including:

• Submission of verifying documentation;
  
• Resolution of pending disputes;
  
• Agreement to enhanced monitoring or compliance obligations.
  

You may contact JTT to request reconsideration, but we are not obligated to reinstate your account.

9.5 Survival of Terms

All provisions of these Terms that by their nature should survive termination shall survive, including but not limited to:

• Ownership provisions;
  
• Indemnity obligations;
  
• Disclaimers;
  
• Limitations of liability;
  
• Arbitration and governing law provisions.
  

10. Intellectual Property

10.1 Ownership of Intellectual Property

All content, technology, software, tools, designs, features, functionality, user interfaces, documentation, branding, logos, trademarks, service marks, trade names, graphics, QR code generation systems, and other materials associated with the Just The Tip platform (collectively, the “JTT Materials”) are and shall remain the exclusive property of Just The Tip LLC and/or its licensors or service providers. All rights, title, and interest in and to the JTT Materials—including all intellectual property rights—are expressly reserved.

You acknowledge and agree that:

• The JTT platform is protected by copyright, trademark, trade secret, and other intellectual property laws;
  
• Your use of the platform does not grant you any ownership or proprietary interest in the JTT Materials;
  
• Any feedback, suggestions, or ideas you submit to JTT may be used by us without compensation or attribution.
  

10.2 Limited License to Merchants

Subject to your full compliance with these Terms, JTT grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for the lawful purpose of enabling Tippers to voluntarily submit gratuity payments to your business through the platform.

This license allows you to:

• Display QR codes generated through your Merchant dashboard;
  
• Access and use the web-based interface for managing account settings and viewing transaction activity;
  
• Use JTT’s branded tip screens and interface elements in accordance with platform functionality.
  

This license does not permit you to:

• Copy, modify, adapt, or create derivative works of the JTT Materials;
  
• Reverse-engineer, decompile, or attempt to discover the source code or proprietary algorithms;
  
• Resell, sublicense, or distribute access to the Services or any part of the platform;
  
• Use JTT’s name, logo, or branding outside the scope of your use of the Services without our prior written consent;
  
• Use JTT’s trademarks or materials in a way that is misleading, disparaging, or violates applicable law.
  

10.3 Restrictions on Use

You agree not to:

• Remove, alter, or obscure any copyright, trademark, or other proprietary notices contained in or on the platform;
  
• Frame, mirror, or embed any part of the Services on any other website or platform without written authorization;
  
• Register or attempt to register any trademarks, domain names, or social media handles that include or mimic the JTT name or branding;
  
• Exploit JTT’s intellectual property in any manner not expressly permitted by these Terms.
  

10.4 Infringement Reporting

If you believe that any content or materials accessible through the JTT platform infringe your intellectual property rights or those of a third party, please notify us immediately at contact@usejtt.com with all relevant information. JTT reserves the right to remove infringing content, suspend accounts, and cooperate with rights holders as required by law.

11. Modifications to the Services and Terms

11.1 Right to Modify the Services

JTT reserves the right to modify, update, enhance, suspend, or discontinue any aspect of the Services at any time, in whole or in part, with or without notice. This includes changes to:

• Platform features or functionality;
  
• QR code formats, user interface, or dashboard tools;
  
• Third-party integrations (e.g., Stripe);
  
• Availability of specific services in certain markets or jurisdictions.
  

We may add or remove features for technical, legal, operational, business, or security reasons. You acknowledge that the platform may experience interruptions or may evolve over time, and that JTT is not liable for any resulting impact on your business, including revenue loss, customer feedback, or employee dissatisfaction.

11.2 Right to Modify These Terms

JTT reserves the right to revise these Terms at any time, in its sole discretion. If we make material changes, we may (but are not required to) notify you via:

• A notice within your Merchant dashboard;
  
• An email to the contact address on file;
  
• A prominent notice on our website.
  

Your continued access or use of the Services after any such modifications constitute your binding acceptance of the updated Terms. If you do not agree to the revised Terms, your sole and exclusive remedy is to discontinue your use of the Services and close your account.

11.3 No Obligation to Support Legacy Versions

JTT is under no obligation to support, maintain, or ensure compatibility with:

• Older versions of the platform or dashboard;
  
• Outdated QR codes or formats;
  
• Previous fee structures or pricing terms;
  
• Discontinued features or workflows.
  

You are responsible for staying informed of updates and ensuring that your use of the Services remains current, secure, and compliant with the latest Terms and product configuration.

11.4 Third-Party Services and Dependencies

Certain aspects of the Services rely on third-party providers, such as Stripe for payment processing. JTT cannot and does not guarantee the continued availability, functionality, or pricing of any third-party services, and is not liable for changes, limitations, or outages caused by such providers.

Changes made by third-party service providers to their APIs, policies, fees, or platform compatibility may affect your ability to use JTT Services. You are solely responsible for maintaining your accounts with such providers and complying with their terms.

12. Disclaimers

To the fullest extent permitted by applicable law, you expressly acknowledge and agree to the following disclaimers. These disclaimers form an essential basis of the agreement between you and Just The Tip LLC (“JTT”), and your use of the Services is conditioned on your acceptance of them.

12.1 Services Provided “As Is” and “As Available”

THE JTT PLATFORM AND ALL RELATED SERVICES, FEATURES, SOFTWARE, DASHBOARDS, AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY.

JTT makes no representations, warranties, or guarantees regarding:

• The availability, uptime, reliability, security, speed, or performance of the Services;
  
• The outcome or effectiveness of using the platform;
  
• The accuracy, timeliness, or completeness of data presented in dashboards, summaries, or analytics;
  
• The compatibility of the platform with your business systems, hardware, or software;
  
• Any result, revenue, or customer engagement that may be derived from using the Services.
  

Your use of the Services is entirely at your own risk.

12.2 No Warranties

To the maximum extent permitted by law, JTT disclaims all warranties of any kind, whether express, implied, or statutory, including but not limited to:

• Implied warranties of merchantability;
  
• Implied warranties of fitness for a particular purpose;
  
• Warranties of title or non-infringement;
  
• Warranties related to platform availability, uninterrupted service, or error-free performance.
  

No oral or written information, communication, or advice provided by JTT or its representatives shall create any warranty not expressly stated herein.

12.3 No Guarantee of Tips, Earnings, or Business Outcomes

JTT makes no representations or guarantees regarding:

• The volume, frequency, or value of Tips you may receive through the platform;
  
• Whether Tippers will use the platform or scan your QR codes;
  
• The likelihood of customer engagement, satisfaction, or retention;
  
• The financial viability or ROI of using the platform;
  
• Any form of business success, employee performance, or operational improvement as a result of using the Services.
  

All tipping activity is discretionary and outside of JTT’s control. Tip results may vary and are not guaranteed.

12.4 No Responsibility for Third-Party Services

JTT relies on third-party service providers, such as Stripe, to facilitate payment processing. JTT does not control and is not responsible for the performance, pricing, reliability, or legality of any third-party platform. This includes:

• Account setup, verification, or suspension by Stripe;
  
• Payment failures, chargebacks, delayed settlements, or incorrect bank transfers;
  
• Stripe’s changes to fee structures or withholding policies;
  
• Platform outages or technical issues caused by Stripe or other vendors.
  

Your use of third-party services is governed solely by the applicable terms between you and those providers.

12.5 No Legal, Tax, or Employment Advice

JTT is not a law firm, accountant, or HR consultant and does not provide legal, tax, financial, or employment advice. Any information or materials made available by JTT are for informational purposes only and should not be relied upon as a substitute for professional guidance.

You are solely responsible for:

• Understanding your obligations under applicable employment and tax laws;
  
• Properly classifying and compensating your workers;
  
• Disclosing, reporting, and remitting Tip-related income and taxes;
  
• Complying with wage and labor laws in all jurisdictions where you operate.
  

12.6 No Duty to Monitor or Audit

JTT has no obligation to monitor or audit:

• Your use of Tip funds;
  
• Your compliance with applicable laws or employment policies;
  
• QR code placement, visibility, or accuracy;
  
• Any misconduct, fraud, or unlawful behavior by your employees or customers.
  

JTT may review activity for platform integrity or compliance, but assumes no duty to police or enforce your business practices.

12.7 Data Accuracy and Display Limitations

While JTT endeavors to present Tip transaction information in a clear and accessible format, we do not and cannot guarantee the accuracy, completeness, or consistency of any data displayed on the platform. Specifically, you acknowledge and agree that:

• JTT relies on third-party services, including Stripe, to provide transaction details, timing, and fee breakdowns;
  
• Stripe may apply or adjust fees independently, and actual amounts received in your bank account may vary from those estimated by our system;
  
• Reporting features, metrics, dashboards, and summaries are provided for convenience only and may include delays, rounding discrepancies, or missing data due to API limitations or external errors;
  
• Any reliance on displayed data is at your own risk, and you should consult your Stripe dashboard or accounting system for authoritative transaction records.
  

JTT disclaims all liability for differences between projected and actual payouts or for losses resulting from reporting or display inaccuracies.

12.8 User Content and Third-Party Inputs

To the extent the platform allows messages, custom branding, or employee profiles, you understand that:

• JTT is not responsible for the accuracy or appropriateness of any content submitted by users or displayed through the Services;
  
• Merchants are solely responsible for ensuring that any public-facing content associated with their QR codes complies with applicable law and these Terms;
  
• JTT does not review or moderate user-submitted messages unless legally required.
  

12.9 Jurisdictional and Regulatory Limitations

You acknowledge that legal and regulatory obligations related to tipping, employment, data privacy, and taxation vary by jurisdiction. JTT does not and cannot monitor, enforce, or advise on these laws. Your compliance obligations may differ based on:

• Local wage and hour rules;
  
• Tip pooling restrictions;
  
• International tax treaties or withholding obligations;
  
• Consumer protection laws or financial reporting requirements.
  

It is your responsibility to determine how JTT fits into your business operations and legal environment.

12.10 Allocation of Risk

You acknowledge that:

• The platform is priced and offered based on the assumption that JTT bears no liability beyond what is explicitly stated in these Terms;
  
• You are solely responsible for evaluating whether the Services are suitable for your business needs;
  
• The disclaimers and limitations of liability contained herein are reasonable, necessary, and enforceable, and were fairly considered as part of your decision to use the Services.
  

13. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL JUST THE TIP LLC (“JTT”), ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OR LOSSES OF ANY KIND ARISING OUT OF OR RELATED TO YOUR USE OF, INABILITY TO USE, OR RELIANCE ON THE SERVICES, INCLUDING BUT NOT LIMITED TO:

13.1 Exclusion of Indirect Damages

JTT SHALL NOT BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES;
  
• LOSS OF REVENUE, PROFITS, ANTICIPATED SAVINGS, BUSINESS, OPPORTUNITY, OR GOODWILL;
  
• BUSINESS INTERRUPTION OR LOST BUSINESS;
  
• LOSS OR CORRUPTION OF DATA OR CONTENT;
  
• SYSTEM DOWNTIME OR PLATFORM OUTAGE;
  
• COST OF SUBSTITUTE GOODS OR SERVICES;
  
• DELAY OR FAILURE IN PERFORMANCE DUE TO ACTS OF GOD, THIRD-PARTY SYSTEMS, OR EVENTS OUTSIDE JTT’S CONTROL;
  
• DAMAGE TO REPUTATION OR CUSTOMER RELATIONSHIPS;
  
• EMPLOYMENT-RELATED LIABILITIES, INCLUDING WAGE CLAIMS, TIP DISPUTES, OR CLASSIFICATION ERRORS;
  
• REGULATORY FINES, TAX PENALTIES, OR INVESTIGATORY COSTS;
  
• ANY CLAIM ARISING FROM THE ACTS OR OMISSIONS OF STRIPE, TIPPERS, EMPLOYEES, OR OTHER THIRD PARTIES.
  

These exclusions apply whether such damages are foreseeable or unforeseeable and whether the theory of liability is based on contract, tort (including negligence), strict liability, warranty, statute, or otherwise—even if JTT has been advised of the possibility of such damages.

13.2 Cap on Direct Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, JTT’S TOTAL, CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES, OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED, IN THE AGGREGATE:

THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS (USD $100) OR (B) THE TOTAL AMOUNT OF FEES PAID BY YOU (IF ANY) TO JTT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

This limitation applies regardless of the number of claims, theories of liability, or parties involved, and survives the expiration or termination of these Terms.

13.3 Acknowledgement of Risk Allocation

You understand and agree that:

• JTT offers the Services at a price point and with functionality that assume minimal liability exposure;
  
• The limitations set forth in this Section reflect a reasonable allocation of risk and form an essential part of the bargain between you and JTT;
  
• If you are dissatisfied with the Services or any aspect of your experience, your sole and exclusive remedy is to cease using the Services and close your account.
  

13.4 No Liability for Third-Party Services

JTT SHALL HAVE NO LIABILITY FOR ANY CLAIMS, LOSSES, OR DAMAGES ARISING OUT OF OR RELATING TO:

• STRIPE’S PERFORMANCE, CONDUCT, TERMS, ERRORS, OR DELAYS;
  
• PAYMENT PROCESSING FAILURES, CHARGEBACKS, OR FEE VARIATIONS;
  
• PLATFORM INTEGRATIONS WITH THIRD-PARTY SOFTWARE, TOOLS, OR SYSTEMS;
  
• THIRD-PARTY ACCESS TO OR USE OF YOUR STRIPE ACCOUNT OR BANK INFORMATION;
  
• YOUR INDEPENDENT RELATIONSHIPS WITH EMPLOYEES, CONTRACTORS, OR CUSTOMERS;
  
• COMPLIANCE OBLIGATIONS IMPOSED BY TAX AUTHORITIES, LABOR AGENCIES, OR FINANCIAL REGULATORS.
  

All disputes related to such services are between you and the applicable third party.

13.5 No Expanded Liability Through Indemnity or Third-Party Claims

Under no circumstances shall JTT be liable for:

• Claims brought against you by your employees, contractors, customers, or governmental agencies;
  
• Reimbursement or indemnification of costs arising from your breach of law, misuse of the Services, or violation of these Terms;
  
• Legal expenses incurred in your disputes with any third party;
  
• Damages stemming from your configuration or use of QR codes, tip messages, branding, or integrations.
  

13.6 Time Limitation on Claims

You agree that any claim or cause of action arising out of or related to the Services or these Terms must be filed within one (1) year after the cause of action arose. Otherwise, such claim is permanently barred.

13.7 Applicability in All Jurisdictions

These limitations shall apply to the fullest extent permitted by law in any jurisdiction, regardless of conflict of law principles. If any part of this Section is held unenforceable in a particular jurisdiction, the remaining provisions shall remain in full force and effect.

Some jurisdictions do not allow limitations on implied warranties or exclusions or limitations of certain types of damages. In such cases, the above limitations shall apply only to the extent permitted by law.

14. Indemnification

14.1 Scope of Indemnification

To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless Just The Tip LLC (“JTT”), and its officers, directors, employees, contractors, affiliates, agents, licensors, successors, and assigns (collectively, the “JTT Parties”) from and against any and all claims, demands, actions, causes of action, losses, liabilities, damages, fines, penalties, interest, costs, expenses, and attorneys’ fees (collectively, “Claims”) arising out of or related to:

1. Your access to or use of the Services;
   
2. Your breach or violation of these Terms or any applicable law or regulation;
   
3. Your misrepresentation, fraud, negligence, misconduct, or omission;
   
4. Your failure to properly disburse Tips to employees, contractors, or Recipients;
   
5. Employment, wage, or tax-related claims related to Tips or employee compensation;
   
6. Your violation of labor laws, tipping regulations, independent contractor rules, or payroll tax requirements;
   
7. Your misclassification of employees or contractors;
   
8. Any dispute between you and your employees, workers, contractors, customers, or service Recipients;
   
9. Claims brought by Tippers, including disputes about Tip amounts, misrepresentation, or refund requests;
   
10. Your misuse of the platform or QR codes, including unauthorized payment processing, impersonation, or deceptive displays;
    
11. Any third-party claim alleging that your content, business practices, or conduct infringes or violates intellectual property, privacy, publicity, or contractual rights;
    
12. Your breach of any agreement with Stripe or other third-party provider integrated into the platform;
    
13. Claims arising from your branding, advertising, or messaging on or in connection with the platform;
    
14. Governmental inquiries, audits, investigations, or enforcement actions relating to your business, use of the Services, or compensation of workers;
    
15. Any action taken by JTT as part of its investigation or enforcement of a suspected violation of these Terms.
    

14.2 Defense and Control of Claims

You agree that:

• JTT has the right (but not the obligation) to assume the exclusive defense and control of any matter for which it is entitled to indemnification under this Section;
  
• You will fully cooperate with JTT in the defense and settlement of any such matter;
  
• You may not settle or compromise any indemnifiable claim without JTT’s prior written consent, which may be granted or withheld in JTT’s sole discretion.
  

At JTT’s request, you will promptly reimburse JTT for any costs, fees, or damages advanced or incurred in connection with such claims, including the cost of outside counsel, litigation, regulatory response, and internal investigation.

14.3 Nature of Claims Covered

The indemnification obligations set forth in this Section apply to all legal theories and claim types, including but not limited to:

• Contractual claims;
  
• Tort claims (including negligence, fraud, defamation, and emotional distress);
  
• Employment and wage claims;
  
• Statutory and regulatory violations;
  
• Consumer protection claims;
  
• Privacy, data protection, and intellectual property disputes;
  
• Governmental penalties, fines, and enforcement proceedings.
  

14.4 Survival

Your indemnification obligations under this Section shall survive the termination or expiration of these Terms and your use of the Services, and shall remain in effect indefinitely with respect to any acts, omissions, or claims arising before termination.

14.5 Global Applicability

This indemnification obligation applies regardless of:

• Your location or jurisdiction;
  
• The origin of the claim or claimant;
  
• Whether the claim is brought in court, arbitration, administrative proceedings, or by a governmental body;
  
• The choice of law or forum ultimately applied to resolve the dispute.
  

You agree to indemnify JTT even if the claim is brought under foreign law or international regulation, and even if JTT’s liability is alleged on a joint, contributory, or vicarious basis.

14.6 Reimbursement of Regulatory Costs

If JTT is subject to:

• A regulatory complaint, audit, subpoena, investigation, or enforcement action related to your conduct;
  
• An administrative proceeding (e.g., from the IRS, Department of Labor, state tax authority, or labor board);
  
• Costs associated with retaining legal counsel, subject matter experts, consultants, or internal compliance personnel to address the issue,
  

Then you agree to promptly reimburse JTT for all costs and reasonable attorneys’ fees incurred in responding to, mitigating, or resolving the matter—even if no formal judgment or penalty is ultimately imposed.

15. Governing Law and Jurisdiction

15.1 Governing Law

These Terms, and any dispute, claim, or controversy arising out of or relating to them, your use of the Services, or your relationship with Just The Tip LLC (“JTT”), shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of law principles.

This governing law provision applies regardless of:

• Where you access or use the Services;
  
• The location of your business or employees;
  
• The currency or language used;
  
• Whether a claim arises in contract, tort, statute, equity, or otherwise.
  

You agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) and the Uniform Computer Information Transactions Act (UCITA), to the extent applicable, shall not apply to these Terms or your use of the Services.

15.2 Jurisdiction and Venue

Subject to Section 16 (Binding Arbitration and Dispute Resolution), you agree that all legal proceedings arising out of or relating to these Terms or the Services shall be brought exclusively in the state or federal courts located in New Castle County, Delaware. You consent to the exclusive personal jurisdiction and venue of such courts, and waive any objection based on inconvenient forum, lack of personal jurisdiction, or improper venue.

You further agree not to bring any claim or action against JTT in any other jurisdiction or forum.

15.3 Global Enforceability

These Terms are intended to be enforceable globally, to the fullest extent permitted by law. If you are located outside the United States:

• You agree that Delaware law shall still apply;
  
• You expressly waive any right to have the laws of your jurisdiction govern this agreement;
  
• You are responsible for complying with local laws to the extent they apply to your use of the Services;
  
• If any provision of these Terms is found unenforceable in your jurisdiction, the remaining provisions shall remain in full force and effect.
  

JTT makes no representation that the Services are appropriate or available in all jurisdictions and reserves the right to restrict or limit access in regions where it deems the platform’s use illegal, commercially impractical, or legally risky.

15.4 Legal Process and Injunctive Relief

Notwithstanding anything in these Terms to the contrary, JTT shall have the right to seek injunctive or equitable relief in any court of competent jurisdiction, including those outside of Delaware, to prevent or stop:

• Unauthorized access, use, or distribution of JTT’s intellectual property;
  
• Abuse, fraud, or circumvention of platform protections;
  
• Reputational harm, unlawful competition, or interference with JTT’s business operations.
  

This provision does not waive JTT’s right to compel arbitration or enforce jurisdiction under these Terms—it is an additional remedy.

16. Binding Arbitration and Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CASE. BY AGREEING TO THESE TERMS, YOU EXPRESSLY AGREE TO RESOLVE MOST DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION.

16.1 Agreement to Arbitrate

To the fullest extent permitted by applicable law, you and Just The Tip LLC (“JTT”) agree that any dispute, claim, or controversy arising out of or relating to:

• These Terms,
  
• Your use of the Services,
  
• Any communication or transaction between you and JTT,
  
• The validity, enforceability, or scope of this arbitration provision,
  

shall be resolved exclusively by final, binding arbitration, rather than in court, except as otherwise expressly provided in this Section.

16.2 Waiver of Jury Trial and Class Actions

You and JTT expressly waive the right to a trial by jury in any action or proceeding related to these Terms or your use of the Services.

You also agree to bring claims only in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. Class arbitrations and class actions are strictly prohibited.

The arbitrator may not consolidate the claims of multiple parties or preside over any form of a representative or class proceeding.

16.3 No Mass Arbitration

You and JTT agree that “mass arbitration” is prohibited to the maximum extent permitted by law. For purposes of this section, “mass arbitration” refers to any situation in which:

• Twenty-five (25) or more claimants, represented by the same law firm, coordinated group of law firms, or organization, or filed by a third-party platform, file arbitrations or demands for arbitration against JTT based on the same or similar facts, legal theories, or coordinated conduct;
  
• The claims are initiated within a 90-day period (or such extended period as the parties may agree in writing).
  

If a mass arbitration is attempted or threatened:

• The parties agree to jointly request that the American Arbitration Association (AAA) or any other mutually agreed-upon arbitration provider administer a “bellwether arbitration” process;
  
• The parties shall select up to five (5) individual claims to proceed as test cases, which shall be arbitrated first;
  
• All other claims shall be stayed until the bellwether proceedings conclude;
  
• The results of the bellwether cases will not be binding but may guide settlement or resolution discussions;
  
• JTT reserves the right to contest the administrative feasibility of such claims and may seek judicial intervention to enjoin or manage mass filings.
  

This section is designed to promote efficient, individualized dispute resolution and to prevent abuse of the arbitration process. Any attempt to circumvent this provision will be deemed a breach of these Terms.

16.4 Exceptions to Arbitration

Notwithstanding the agreement to arbitrate, the following types of claims may be brought in court:

1. Claims within the jurisdiction of a small claims court;
   
2. Claims for injunctive or equitable relief as authorized in Section 15.4 (e.g., to protect JTT’s intellectual property, confidentiality, or prevent fraud);
   
3. Claims that are non-arbitrable under applicable law.
   

In such cases, the exclusive jurisdiction and venue provisions in Section 15 shall apply.

16.5 Arbitration Rules and Procedures

Unless otherwise agreed in writing, arbitration shall be:

• Administered by the American Arbitration Association (AAA);
  
• Governed by the AAA Commercial Arbitration Rules and, where applicable, the Supplementary Procedures for Consumer-Related Disputes;
  
• Conducted before a single, neutral arbitrator;
  
• Held in New Castle County, Delaware, unless otherwise mutually agreed;
  
• Conducted in English.
  

If the AAA is unavailable or unwilling to administer the arbitration, the parties shall mutually select an alternative arbitration provider. If they cannot agree, the court shall appoint one.

The arbitrator shall have exclusive authority to resolve all threshold issues, including arbitrability, jurisdiction, procedural arbitrability, and enforceability of this agreement.

16.6 Costs and Fees

Each party shall bear its own attorneys’ fees and costs, unless otherwise awarded by the arbitrator under applicable law. The cost of the arbitrator and arbitration administration shall be divided equally between the parties, except:

• If you initiate arbitration and are unable to afford your share, JTT may, at its sole discretion, agree to cover or advance your portion of the filing and arbitration fees.
  

The arbitrator may award attorneys’ fees and costs to the prevailing party as permitted by applicable law and rules.

16.7 Binding and Final Award

The arbitrator’s decision shall be:

• Final, binding, and non-appealable, except as permitted under the Federal Arbitration Act (FAA);
  
• Enforceable in any court of competent jurisdiction;
  
• Subject to entry of judgment in accordance with applicable law.
  

16.8 Survival and Severability

This arbitration provision shall survive the termination or expiration of your relationship with JTT.

If any part of this Section is found unenforceable or unlawful, the remainder shall remain in effect, except that:

• If the class action waiver or mass arbitration waiver in Sections 16.2 or 16.3 is deemed unenforceable with respect to any claim, then the entirety of this Section 16 shall be null and void as to that claim, and the parties shall be deemed not to have agreed to arbitrate that dispute.
  

16.9 Right to Opt Out (Limited Time Only)

If you do not wish to be bound by this arbitration agreement, you must notify JTT in writing within thirty (30) days of the date you first agree to these Terms. Your written notice must include:

• Your full legal name and business name;
  
• Your registered business address;
  
• A clear statement that you wish to opt out of arbitration.
  

Send your opt-out notice to: legal@usejtt.com Attn: Legal Department

This opt-out only applies to you and does not affect the enforceability of this arbitration clause with respect to others. If you do not timely opt out, this arbitration agreement is binding and final.

17. Severability

17.1 General Severability Clause

If any provision of these Terms is held to be invalid, illegal, unenforceable, or contrary to public policy—whether in whole or in part, and whether due to applicable law, court decision, or governmental regulation—that provision shall be deemed severed from these Terms, and the remaining provisions shall remain in full force and effect and continue to be binding and enforceable to the maximum extent permitted by law.

17.2 Narrowing of Invalid Provisions

If any part of these Terms is determined by a court or arbitrator to be overly broad, vague, or otherwise unenforceable, such provision shall be construed and enforced to the maximum extent legally permissible to carry out the parties’ original intent. The provision may be reformed, narrowed, or modified by the adjudicator as needed to make it valid and enforceable without altering its essential purpose.

17.3 Jurisdictional Flexibility

Because JTT offers its Services globally, these Terms are intended to be valid and enforceable in as many jurisdictions as possible. If any local law or regulation renders a particular provision unenforceable in your jurisdiction:

• That provision shall be adjusted or omitted only to the extent required by local law;
  
• The rest of the Terms shall remain effective and binding;
  
• Any omitted or adjusted provisions shall not affect the enforceability of the Terms in other jurisdictions.
  

17.4 Non-Waiver of Enforceability

The unenforceability of any individual term or phrase shall not be deemed a waiver of JTT’s rights to enforce that same provision under different circumstances or to enforce other provisions of these Terms in full.

18. Entire Agreement

18.1 Final and Complete Agreement

These Terms of Service, together with any policies, legal notices, or supplemental terms expressly incorporated by reference (such as our Privacy Policy, Acceptable Use Policy, or Stripe-related terms), constitute the entire agreement between you and Just The Tip LLC (“JTT”) with respect to your use of the Services, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations, communications, or proposals—whether oral or written, and whether made by you, JTT, or any third party.

18.2 No Reliance on Prior Representations

You acknowledge and agree that:

• You are not relying on any statement, promise, assurance, or warranty that is not expressly set forth in these Terms;
  
• Any discussion, demonstration, or marketing material provided by JTT or its representatives is for informational purposes only and does not form part of a binding agreement unless explicitly included in these Terms.
  

To the extent permitted by law, you waive any claim based on alleged oral or implied modifications to these Terms, unless documented and signed by an authorized representative of JTT.

18.3 Modifications Must Be in Writing

Except as expressly provided in Section 11 (Modifications to the Services and Terms), no waiver, amendment, or modification of these Terms shall be valid or enforceable unless:

• It is made in writing; and
  
• It is signed by an authorized officer of JTT; and
  
• It specifically refers to the relevant provision of these Terms being modified.
  

Any attempt to unilaterally amend these Terms by you (including via purchase orders, invoice footnotes, or email exchanges) is null and void unless accepted in writing by JTT.

18.4 No Waiver of Rights

JTT’s failure to enforce any right or provision of these Terms shall not be deemed a waiver of that right or provision, nor shall any waiver be deemed a continuing waiver of any subsequent breach. All waivers must be made in writing to be legally effective.

18.5 Assignment and Binding Effect

These Terms shall be binding upon, and inure to the benefit of, the parties and their respective successors, assigns, and legal representatives. You may not assign or transfer your rights or obligations under these Terms without JTT’s prior written consent. JTT may assign these Terms freely, including in connection with a merger, acquisition, corporate reorganization, or sale of assets.

19. Contact Information

If you have any questions about these Terms of Service, the Services, your account, or your relationship with Just The Tip LLC (“JTT”), you may contact us using the following information:

Just The Tip LLC

Email: [support@usejtt.com]

Legal Notices Email: [legal@usejtt.com]

Website: https://www.usejtt.com

For legal notices to be valid, they must be delivered:

• By email to [legal@usejtt.com], with the subject line: “LEGAL NOTICE – [Your Business Name]”;
  

Notices are deemed received:

• Five (5) business day after email transmission (if not returned undeliverable);
  

Please note: General support inquiries or disputes sent to non-designated channels (e.g., social media, unrelated emails) may not be considered valid notice under these Terms.

20. Miscellaneous

20.1 Force Majeure

JTT shall not be liable for any delay or failure to perform its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to: acts of God, natural disasters, fire, flood, war, terrorism, insurrection, government action, labor disputes, supply chain failures, denial-of-service attacks, third-party platform outages (including Stripe or hosting providers), or failures of telecommunications or internet service.

Performance timelines under these Terms shall be extended for the duration of the force majeure event without penalty.

20.2 Independent Contractor Relationship

You acknowledge and agree that no joint venture, partnership, employment, franchise, or agency relationship exists between you and JTT as a result of these Terms or your use of the Services. Neither party is authorized to make or enter into any commitments or representations on behalf of the other.

20.3 Interpretation and Construction

• These Terms shall be interpreted fairly and not strictly for or against either party, regardless of authorship.
  
• The words “including,” “includes,” and “for example” shall be deemed to be followed by “without limitation.”
  
• References to “you” or “Merchant” include your business entity and all users acting on its behalf.
  
• Unless stated otherwise, “days” means calendar days.
  

If any ambiguity arises in interpreting these Terms, such ambiguity shall not be construed against JTT.

20.4 Headings and Formatting

Headings, section titles, emphasis formatting (e.g., bold or caps), and numbering are provided for convenience only and shall not affect the interpretation or enforceability of any provision.

20.5 Equitable Remedies

You acknowledge that any breach or threatened breach of Sections 5 (Merchant Responsibility), 8 (Prohibited Activities), or 10 (Intellectual Property) may cause irreparable harm to JTT for which monetary damages may be inadequate. Accordingly, JTT shall be entitled to seek injunctive or equitable relief in any court of competent jurisdiction without the requirement to post bond or prove actual damages.

This right shall be in addition to any other remedies available at law or in equity.

20.6 No Third-Party Beneficiaries

These Terms are entered into solely between you and JTT. Except as expressly provided in Sections 13 (Limitation of Liability) and 14 (Indemnification), there are no third-party beneficiaries, and no third party shall have any right to enforce or rely on any term herein.

20.7 Electronic Communications and Notices

By using the Services, you consent to receive communications from JTT electronically, including via email, website notifications, and in-app messages. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

You are responsible for keeping your contact information current within your Merchant dashboard.

Here’s your updated Terms of Service Outline for Just The Tip (JTT), now with:

• A dedicated section clearly emphasizing the merchant’s responsibility for proper tip handling and legal compliance.
  
• A new section addressing Tippers, explaining the limited nature of their interaction with JTT and associated disclaimers.
  

Terms of Service Outline — Merchant Users (Businesses)

Effective Date: August 28, 2025

Last Updated: Sep 10, 2025

1. Introduction

• Identity of Just The Tip LLC (“JTT”).
  
• Overview of platform purpose and services.
  
• Binding agreement between JTT and business users (“Merchants”).
  
• Scope: applies only to businesses, not tippers.
  

2. Eligibility and Account Registration

• Merchant eligibility requirements.
  
• Authorized representative responsibilities.
  
• Account security and accuracy.
  
• Requirement to link a Stripe Connect account.
  

3. Description of Services

• QR code–based digital tipping platform for customer-to-worker gratuity.
  
• JTT facilitates tipping but does not control, collect, or distribute funds.
  
• Platform depends on integration with Stripe Connect.
  

4. Payment Processing via Stripe Connect

• Stripe Connect is the sole payment processor.
  
• JTT does not touch tip funds or act as a financial intermediary.
  
• Merchant agrees to comply with Stripe’s terms of service.
  
• All payment disputes, transfers, and disbursements are the sole responsibility of Stripe and the Merchant.
  

5. Merchant Responsibility for Tip Disbursement and Compliance

• Merchants are exclusively responsible for ensuring tips are delivered to employees or intended recipients.
  
• JTT plays no role in calculating, managing, or distributing tips.
  
• Merchants must comply with all applicable wage, tax, labor, and tip distribution laws in their jurisdiction.
  
• JTT disclaims any liability related to employment disputes, misclassified tips, or failure to comply with relevant laws and regulations.
  

6. Limited Tipper Interaction and Data Use

• Tippers interact with the platform only to initiate payment via Stripe.
  
• JTT does not collect or store personal information from tippers, other than payment amount and minimal metadata required for processing.
  
• JTT is not liable for disputes between merchants and tippers or for any errors made in the tipping process.
  
• Tippers are encouraged to contact the merchant directly with any service-related concerns.
  

7. Merchant Responsibilities

• Accurate QR code display and usage.
  
• Maintaining an active Stripe Connect account in good standing.
  
• Ensuring platform use is lawful and appropriate for their business context.
  
• Notifying JTT of account breaches or fraudulent activity.
  

8. Prohibited Activities

• Fraud, misrepresentation, or tip diversion.
  
• Using JTT to launder money, evade taxes, or engage in deceptive practices.
  
• Harvesting tipper data or using the platform for unsolicited communication.
  
• Circumventing platform restrictions or interfering with its operation.
  

9. Suspension and Termination

• JTT’s right to suspend, terminate, or restrict access at its sole discretion.
  
• Grounds include: violation of Terms, legal non-compliance, suspicious activity.
  
• Termination may result in permanent loss of access with no liability for JTT.
  

10. Intellectual Property

• JTT retains all rights to software, branding, content, and infrastructure.
  
• Limited license granted for business use of the platform.
  
• No reproduction, resale, or commercial exploitation of JTT IP allowed.
  

11. Modifications to the Services and Terms

• JTT may modify or discontinue services at any time, without liability.
  
• Terms may be updated without prior notice.
  
• Continued use after changes constitutes acceptance.
  

12. Disclaimers

• Platform provided “as is” and “as available.”
  
• No guarantees regarding income, tip volume, uptime, or uninterrupted access.
  
• No warranties, express or implied.
  

13. Limitation of Liability

• JTT shall not be liable for indirect, incidental, consequential, or punitive damages.
  
• No liability for loss of earnings, employment claims, or third-party service issues.
  
• Liability cap limited to fees paid to JTT within the past 12 months (if any).
  

14. Indemnification

• Merchant agrees to defend, indemnify, and hold harmless JTT against claims arising from:
  

• Tip mismanagement or wage disputes.
  
• Non-compliance with employment or tax law.
  
• Fraud, misuse, or breach of these Terms.
  
• Third-party claims tied to merchant conduct.
  

15. Governing Law and Jurisdiction

• Governing Law: Delaware, USA.
  
• Disputes subject to jurisdiction of Delaware state and federal courts.
  
• Enforceability intended to be global, subject to local limitations.
  

16. Binding Arbitration and Dispute Resolution

• Mandatory binding arbitration for disputes, except:
  

• Small claims cases.
  
• Actions for equitable relief.
  

• Waiver of jury trials and class actions.
  
• Arbitration venue: Delaware or online forum designated by JTT.
  

17. Severability

• If any provision is unenforceable, the remainder shall remain in effect.
  

18. Entire Agreement

• These Terms represent the entire agreement between JTT and the Merchant.
  
• Supersedes all prior understandings or agreements.
  

19. Contact Information

• Legal and support contact address for JTT.
  
• Email and digital notice mechanisms.
  

Let me know which section you’d like to begin drafting first, or if you want the full document built out section by section.