Terms & Conditions

SWEET AS

VENUE TERMS AND CONDITIONS

Platform Subscription Agreement

Version 1.0 — April 2026

ConnectPath Ventures Pty Ltd trading as Sweet As

ACN: 672 220 932 | ABN: 35672220932

Incorporated in New South Wales, Australia

CONFIDENTIAL

1. Introduction and Acceptance

These Terms and Conditions (“Agreement”) constitute a legally binding agreement between the venue operator (“Venue”, “you”, “your”) and ConnectPath Ventures Pty Ltd (ACN 672 220 932, ABN 35672220932) trading as Sweet As (“Sweet As”, “we”, “us”, “our”), incorporated in New South Wales, Australia.

By completing the Sweet As venue onboarding process, ticking the acceptance box, or otherwise accessing or using the Sweet As platform (“Platform”), you acknowledge that you have read, understood, and agree to be bound by this Agreement in its entirety.

If you are accepting this Agreement on behalf of a business entity, you represent and warrant that you have the authority to bind that entity to this Agreement.

Effective Date: This Agreement is effective from the date of acceptance during the onboarding process (“Effective Date”).

2. Definitions

In this Agreement, unless the context otherwise requires:

“Platform” means the Sweet As mobile application, web application, and any associated services, APIs, dashboards, and tools provided by Sweet As.
“Venue Content” means any content provided by or on behalf of the Venue, including but not limited to logos, menu information, photographs, descriptions, social media posts, and other materials.
“Foodie Content” means user-generated content created by Platform users (“Foodies”) including reviews, photographs, ratings, and social media posts relating to the Venue.
“Social Media Accounts” means the Venue’s accounts on third-party social media platforms including but not limited to Instagram, TikTok, Facebook, and X (formerly Twitter).
“AI Engine” means the Sweet As proprietary artificial intelligence system used to analyse, tag, categorise, and recommend content and venues on the Platform.
“Analytics Data” means data generated through the Platform relating to venue discovery, engagement, footfall attribution, and user behaviour patterns.
“Subscription Period” means the period for which the Venue has an active paid or trial subscription to the Platform.
“Founding Venue” means a Venue that completes onboarding during the pre-launch or beta period and is entitled to the Founding Venue Offer as described in clause 4.

3. Platform Services

Sweet As provides the following services to Venues, subject to the applicable subscription tier:

Venue profile creation and management on the Platform.
Social media content aggregation and display via authorised API access and web scraping.
AI-powered tagging, categorisation, and discovery matching of Venue Content for foodie recommendations.
Analytics and insights dashboard showing discovery metrics, engagement data, and attribution information.
Deals and Rewards functionality allowing Venues to create promotional offers for Foodies and Influencers.
Direct integration links to the Venue’s existing booking and ordering systems (where applicable).
Influencer campaign facilitation and sponsored content coordination (Ascend tier and above).

Sweet As reserves the right to modify, update, or discontinue any feature of the Platform with reasonable notice to Venues.

4. Subscription, Billing, and Fees

4.1 Subscription Tiers

The Platform operates on a monthly subscription model. Current tiers and pricing are as follows:

Community (Free): Claim profile, basic discovery listing, featured in Eatlists.
Sweet As ($99/month): All Community features plus active social media scraping, analytics, AI tagging, and Deals & Rewards.
Ascend ($299/month): All Sweet As features plus deeper analytics, dedicated account manager, one influencer sponsored content piece, and one menu photoshoot.
Multi-Site ($299 + $99 per additional venue/month): For operators with more than one venue.

4.2 Founding Venue Offer

Venues onboarded during the pre-launch and beta period (prior to full launch) will receive their first three (3) months on the Platform at no cost from the date of full launch (“Founding Venue Offer”). At the conclusion of the free period, the Venue’s paid subscription will commence automatically at the applicable tier rate unless the Venue cancels in accordance with clause 11.

4.3 Billing and Payment

Subscriptions are billed monthly in advance via the payment method provided during onboarding.
All prices are in Australian Dollars (AUD) and are exclusive of GST unless otherwise stated.
Failed payments will be retried up to three (3) times over a seven (7) day period. If payment remains unsuccessful, the Venue’s account may be downgraded to the Community (Free) tier.
Sweet As reserves the right to change pricing with no less than thirty (30) days’ written notice. Continued use of the Platform after the effective date of a price change constitutes acceptance.

4.4 No Refunds

Subscription fees are non-refundable except where required by the Australian Consumer Law.

5. Social Media Access and API Permissions

5.1 Grant of Access

By onboarding to the Platform, the Venue grants Sweet As permission to:

Access the Venue’s Social Media Accounts via authorised APIs, web scraping, or other lawful data collection methods.
Retrieve, store, process, and display publicly available posts, images, videos, captions, hashtags, engagement metrics, and associated metadata from the Venue’s Social Media Accounts.
Use the retrieved content within the Platform for the purposes of venue profile creation, AI tagging, discovery matching, and analytics.

5.2 Scope of Permission

The Venue acknowledges and agrees that:

Sweet As will only access publicly available content from the Venue’s Social Media Accounts unless additional private access is explicitly authorised in writing.
Sweet As’s use of third-party APIs is subject to the terms and conditions of those third-party platforms. Sweet As does not guarantee uninterrupted API access where a third-party platform changes its policies or technical capabilities.
The Venue is responsible for ensuring that content posted to its Social Media Accounts does not infringe any third-party intellectual property rights. The Venue indemnifies Sweet As against any claims arising from such infringement.

5.3 Revocation of Access

The Venue may revoke social media access permissions at any time by written notice to Sweet As. Revocation may result in reduced Platform functionality, including the inability to update the Venue’s profile content automatically. Revocation of social media access does not constitute cancellation of the subscription.

5.4 Booking and Delivery Platform Links

The Platform enables Venues to display direct links to their existing third-party booking systems (e.g., OpenTable, SevenRooms, Quandoo) and delivery or ordering platforms (e.g., Uber Eats, DoorDash, Menulog, the Venue’s own online ordering system) within their venue profile. By providing these links, the Venue:

Grants Sweet As permission to display, format, and link to these third-party platforms within the Venue’s profile on the Platform.
Represents and warrants that it has the right to direct users to those third-party platforms and that doing so does not breach any exclusive arrangement or agreement the Venue has with those providers.
Acknowledges that Sweet As is not a party to any transaction between the Venue and a Foodie that occurs via a linked third-party platform, and Sweet As accepts no liability for the availability, accuracy, or performance of those third-party services.
Is solely responsible for ensuring that the linked URLs are accurate and up to date. Sweet As is not liable for broken links, incorrect redirects, or any loss arising from outdated booking or ordering links.
Acknowledges that Sweet As does not charge commission, per-cover fees, or transaction fees on bookings or orders made through linked third-party platforms.

6. Content Rights and Licensing

6.1 Venue Content Licence

The Venue grants Sweet As a non-exclusive, worldwide, royalty-free, transferable, sub-licensable licence to use, reproduce, modify, adapt, display, distribute, and create derivative works from Venue Content for the purposes of:

Operating and promoting the Platform.
Creating and maintaining the Venue’s profile on the Platform.
AI processing, tagging, and categorisation.
Marketing and promotional materials for Sweet As (including social media, press, and advertising), provided that such use is in the context of promoting the Platform and the Venue’s presence on it.

This licence survives termination of this Agreement solely to the extent necessary to fulfil existing obligations (for example, cached content in user feeds) and will otherwise be revoked within thirty (30) days of termination.

6.2 Foodie Content

The Venue acknowledges that Foodie Content displayed on the Venue’s profile is owned by the respective Foodies and licensed to Sweet As under separate terms. The Venue may not:

Claim ownership of Foodie Content.
Reproduce, download, or redistribute Foodie Content outside the Platform without the express written consent of the content creator.
Use Foodie Content in paid advertising without obtaining the necessary rights directly from the content creator.

Venues may share Foodie Content to their own social media accounts via the Platform’s built-in sharing functionality, which includes appropriate attribution.

6.3 Sweet As Content and Branding

All intellectual property in the Platform, including but not limited to the Sweet As name, logo, branding, AI Engine, algorithms, software, and proprietary methodologies, remains the exclusive property of Sweet As. The Venue is granted a limited, non-exclusive, non-transferable licence to use Sweet As branding solely in connection with the Venue’s participation on the Platform and subject to any brand guidelines provided.

7. AI Processing and Data Consent

7.1 Consent to AI Processing

The Venue consents to Sweet As using its AI Engine to:

Analyse and tag Venue Content (including images, text, and metadata) to generate searchable attributes such as cuisine type, dish descriptions, ambiance tags, and flavour profiles.
Match the Venue with Foodies based on algorithmic analysis of preferences, location, and behavioural signals.
Generate insights and analytics reports derived from aggregated and anonymised data.

7.2 Data Ownership and Use

Venue-Specific Data: Data that is identifiable to a specific Venue (e.g., the Venue’s profile views, engagement metrics) is accessible to the Venue via the analytics dashboard during the Subscription Period.
Aggregated and Anonymised Data: Sweet As owns all aggregated, anonymised, and derived data generated through the Platform. This data does not identify any individual Venue and may be used by Sweet As for product improvement, benchmarking, research, investor reporting, and any other lawful commercial purpose. This right survives termination of this Agreement.

7.3 Privacy Compliance

Sweet As collects, uses, and discloses personal information in accordance with the Australian Privacy Act 1988 (Cth) and the Australian Privacy Principles. The Venue agrees to comply with all applicable privacy laws in connection with any personal information it provides to or receives through the Platform. Sweet As’s Privacy Policy, available at [INSERT URL], is incorporated by reference into this Agreement.

8. Deals, Rewards, and Promotions

8.1 Venue Obligation to Honour Offers

Where the Venue creates a deal, reward, or promotional offer through the Platform, the Venue is solely responsible for:

Ensuring the offer is accurate, current, and not misleading.
Honouring the offer to any Foodie or Influencer who validly redeems it through the Platform.
Complying with all applicable consumer protection laws, including the Australian Consumer Law, in connection with any offer.

8.2 Sweet As’s Role

Sweet As facilitates the display and redemption tracking of deals and rewards but is not a party to the transaction between the Venue and the Foodie. Sweet As does not guarantee redemption volumes or commercial outcomes from any promotion.

9. Confidentiality

9.1 Confidential Information

Each party acknowledges that in the course of this Agreement, it may receive information that is confidential or proprietary to the other party (“Confidential Information”). Confidential Information includes, without limitation:

Business strategies, financial information, pricing models, and customer data.
Technical information, algorithms, product roadmaps, and Platform features not yet publicly released.
Analytics data, performance benchmarks, and proprietary insights shared through the Platform.
The terms and pricing of this Agreement.

9.2 Obligations

Each party agrees to:

Keep Confidential Information strictly confidential and not disclose it to any third party without prior written consent.
Use Confidential Information only for the purposes of performing obligations under this Agreement.
Take all reasonable steps to prevent unauthorised disclosure, including limiting access to employees and contractors on a need-to-know basis.

9.3 Exceptions

Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is required to be disclosed by law, regulation, or court order, provided the disclosing party is given reasonable prior notice.

9.4 Survival

Confidentiality obligations survive termination of this Agreement for a period of two (2) years.

10. Venue Responsibilities

The Venue agrees to:

Provide accurate and up-to-date information during onboarding and throughout the Subscription Period, including business name, address, operating hours, menu, and contact details.
Maintain active and compliant Social Media Accounts in good standing with the respective platforms.
Respond to Foodie reviews and engagement on the Platform in a professional and respectful manner.
Not use the Platform to post content that is defamatory, misleading, discriminatory, or in breach of any applicable law.
Not attempt to reverse-engineer, decompile, or otherwise access the source code of the Platform or AI Engine.
Not create fake reviews, manipulate engagement metrics, or engage in any form of fraudulent activity on the Platform.
Notify Sweet As promptly of any change in business ownership, trading status, or closure.

11. Term, Termination, and Cancellation

11.1 Term

This Agreement commences on the Effective Date and continues on a month-to-month basis unless terminated in accordance with this clause.

11.2 Cancellation by Venue

The Venue may cancel its subscription at any time by providing written notice through the Platform or via email to [email protected]. Cancellation takes effect at the end of the current billing cycle. No pro-rata refunds are provided for partial months.

11.3 Termination by Sweet As

Sweet As may terminate this Agreement immediately by written notice if:

The Venue breaches any material term of this Agreement and fails to remedy the breach within fourteen (14) days of written notice.
The Venue engages in fraudulent activity, including fake reviews or engagement manipulation.
The Venue becomes insolvent, enters administration, or ceases to trade.
The Venue’s conduct brings Sweet As into disrepute or damages the integrity of the Platform.

11.4 Effect of Termination

Upon termination:

The Venue’s paid features will be deactivated. The Venue profile may be retained in a limited, non-discoverable state for record-keeping purposes.
Sweet As will cease active scraping of the Venue’s Social Media Accounts within seven (7) business days.
The Venue’s right to access Analytics Data through the dashboard will cease. The Venue may request an export of its Venue-Specific Data within thirty (30) days of termination.
Sweet As’s rights to aggregated and anonymised data survive termination as per clause 7.2.
Clauses 6.1 (to the limited extent described), 7.2, 9, 12, and 13 survive termination.

12. Limitation of Liability

12.1 Platform Availability

Sweet As provides the Platform on an “as is” and “as available” basis. While Sweet As uses commercially reasonable efforts to maintain uptime, we do not guarantee uninterrupted or error-free service. Sweet As is not liable for any loss arising from scheduled maintenance, third-party API outages, or force majeure events.

12.2 Limitation

To the maximum extent permitted by law, Sweet As’s total aggregate liability under this Agreement shall not exceed the total subscription fees paid by the Venue in the twelve (12) months preceding the event giving rise to the claim.

12.3 Exclusion of Consequential Loss

To the maximum extent permitted by law, neither party is liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunity, arising out of or in connection with this Agreement.

12.4 Australian Consumer Law

Nothing in this Agreement excludes, restricts, or modifies any right or remedy, or any guarantee, warranty, or other term or condition implied or imposed by the Australian Consumer Law or any other applicable legislation which cannot be lawfully excluded or limited.

13. Indemnification

The Venue agrees to indemnify and hold harmless Sweet As, its directors, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from or in connection with:

The Venue’s breach of this Agreement.
Any infringement of third-party intellectual property rights in Venue Content.
Any misleading or deceptive conduct by the Venue, including in relation to deals, rewards, or promotions offered through the Platform.
The Venue’s failure to comply with applicable laws, including the Australian Consumer Law and privacy legislation.

14. Dispute Resolution

In the event of a dispute arising out of or in connection with this Agreement:

Negotiation: The parties will first attempt to resolve the dispute through good faith negotiation within fourteen (14) days of written notice of the dispute.
Mediation: If negotiation is unsuccessful, the parties agree to participate in mediation administered by the Australian Disputes Centre (ADC) in Sydney, NSW, before commencing any court proceedings.
Jurisdiction: This Agreement is governed by the laws of New South Wales, Australia. The parties submit to the non-exclusive jurisdiction of the courts of New South Wales.

15. General Provisions

15.1 Entire Agreement. This Agreement, together with the Privacy Policy, constitutes the entire agreement between the parties and supersedes all prior agreements, representations, and understandings.

15.2 Amendments. Sweet As may amend this Agreement from time to time. Material changes will be notified to the Venue via email or in-app notification with no less than thirty (30) days’ notice. Continued use of the Platform after the amendment takes effect constitutes acceptance.

15.3 Severability. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions continue in full force and effect.

15.4 Waiver. A failure or delay by either party in exercising any right under this Agreement does not constitute a waiver of that right.

15.5 Assignment. The Venue may not assign or transfer this Agreement without Sweet As’s prior written consent. Sweet As may assign this Agreement to a successor entity in connection with a merger, acquisition, or sale of all or substantially all of its assets.

15.6 Notices. All notices under this Agreement must be in writing and sent to the email address provided during onboarding (for the Venue) or to [email protected] (for Sweet As).

15.7 Force Majeure. Neither party is liable for failure to perform obligations where such failure results from circumstances beyond its reasonable control, including but not limited to natural disasters, pandemics, government action, or third-party platform outages.

16. Acceptance

By ticking the acceptance box during the Sweet As venue onboarding process, the Venue confirms that:

It has read and understood this Agreement in its entirety.
It has the authority to enter into this Agreement on behalf of the Venue.
It consents to Sweet As accessing its Social Media Accounts via APIs and web scraping as described in clause 5.
It consents to AI processing of its content as described in clause 7.
It agrees to honour all deals, rewards, and promotions created through the Platform as described in clause 8.
It agrees to the billing and auto-renewal terms described in clause 4.