1. Introduction
These Terms and Conditions (“Terms”) govern your access to and use of the ShareAbill mobile application, any related websites, software, content, tools, communications, and services we make available (together, the “Service”).
By registering for, accessing, using, or otherwise interacting with the Service, creating an account, onboarding a location, accepting payments through the Service, uploading content, using operational tools, or otherwise using any functionality of the Service, you agree to be bound by these Terms.
These Terms apply by default to all access to and use of the Service unless otherwise expressly agreed in writing between the Company and the relevant Restaurant.
The Company and a Restaurant may separately agree in writing to additional, modified, or superseding commercial, operational, technical, pricing, onboarding, settlement, support, or other terms applicable to that Restaurant, including through commercial schedules, onboarding forms, pricing arrangements, proposals, order forms, email confirmations, dashboard notices, or other written or electronic communications.
In the event of any inconsistency between these Terms and any such separately agreed written arrangement, the separately agreed written arrangement prevails solely to the extent of that inconsistency and solely with respect to the relevant Restaurant.
If you are using the Service on behalf of a company, group, franchise, or other legal entity, you represent and warrant that you have full authority to bind that entity to these Terms.
2. Who we are
The Service is provided by NEW DIMENSION PAYMENTS PORTAL L.L.C, a company incorporated and registered with Dubai Economy and Tourism in Dubai, United Arab Emirates, having registration number 2027333, with its registered office at King Nikat Selik, Business Bay, Office No. 65-C1802, Dubai, United Arab Emirates (“Company”, “we”, “us”, or “our”).
You can contact us at hello@shareabill.app and +971 55 315 8478.
3. Guests and Restaurants
For the purposes of these Terms:
“Restaurant” means any restaurant, café, coffee shop, bar, lounge, food court vendor, fast food outlet, takeaway venue, bakery, dessert shop, street food vendor, catering venue, cloud kitchen, or any other establishment or business that prepares, serves, sells, or offers food and/or beverages to customers, whether for dine-in, takeaway, delivery, or otherwise, and that accesses or uses the Service.
“Guest” means any individual user of the Service who accesses or uses the Service to view menus, place or manage orders, make payments, split bills, leave tips, submit reviews, access loyalty features, use augmented reality features (“AR Features”), or otherwise interact with a Restaurant through the Service.
4. The Service and our role
The Service is a technology platform that enables Restaurants to interact with Guests through digital restaurant-management and guest-facing technology tools, including, but not limited to:
- managing digital menus and stylized menu layouts;
- displaying AR Features and other digital visualizations;
- receiving and managing Guest orders;
- accepting and managing payments through integrated third-party payment infrastructure;
- managing table operations and live table status;
- accessing inventory-management functionality;
- accessing staff scheduling and timesheet functionality;
- accessing reservation-related functionality;
- accessing reporting and analytics tools;
- managing loyalty and promotional functionality; and
- accessing other operational and guest-facing software functionality made available through the Service.
The Company acts solely as a technology intermediary and software provider.
The Company is not a restaurant operator, food-service provider, employer, payroll provider, accounting provider, tax advisor, payment institution, bank, e-money institution, food-delivery provider, municipality compliance advisor, labor-law advisor, or other regulated operational service provider.
The Company does not independently prepare, manufacture, package, handle, deliver, inspect, monitor, verify, endorse, supervise, or guarantee any Restaurant operations, Restaurant Materials, menu information, staffing records, inventory records, financial information, food products, beverage products, legal compliance, municipality compliance, food safety, alcohol licensing, halal claims, Restaurant conduct, or Guest interactions.
Restaurant obligations and responsibility allocations are set out in the “Restaurant responsibilities” section below.
5. Restaurant responsibilities
The Restaurant is solely and exclusively responsible for all aspects of its Restaurant operations, business activities, personnel, products, services, legal compliance, and Guest interactions, including, but not limited to:
- all Restaurant operations and operational decisions;
- all Restaurant Materials, menu content, descriptions, photos, pricing, availability information, promotions, and Guest-facing content;
- the accuracy, legality, completeness, currency, and suitability of all information made available through the Service;
- all ingredients, allergen disclosures, nutritional information, dietary disclosures, halal claims, alcohol disclosures, customization options, weights, portion sizes, and menu representations;
- food quality, food safety, hygiene, storage, preparation, handling, allergen-management, cross-contamination prevention, cleaning, pest-control, staff-training, supplier-assurance, traceability, recall, and withdrawal procedures required by applicable law and good industry practice;
- all food products, beverages, menu items, and Restaurant services offered through the Service;
- all Restaurant personnel, staffing decisions, scheduling decisions, attendance management, overtime management, payroll obligations, compensation matters, labor-law compliance, employment practices, workplace safety, immigration compliance, work permits, visas, and employment-related obligations;
- customer support, customer service, Guest communications, complaints, refunds, cancellations, reservation management, waitlists, no-shows, and Guest disputes;
- inventory management decisions, stock management, procurement decisions, stock levels, inventory adjustments, inventory losses, wastage, shrinkage, and inventory accuracy;
- taxes, VAT, invoicing, receipts, accounting records, bookkeeping, fiscal compliance, financial reporting obligations, and compliance with applicable accounting and tax laws;
- compliance with all applicable laws, regulations, municipality requirements, licensing requirements, health regulations, labor laws, consumer-protection laws, privacy laws, sanctions laws, payment-related requirements, alcohol regulations, tobacco regulations, shisha regulations, halal regulations, and industry requirements;
- maintaining all licenses, permits, approvals, registrations, certifications, and authorizations required for its business operations and use of the Service;
- ensuring that all Restaurant personnel accessing the Service are properly authorized and comply with these Terms;
- all devices, local systems, internet connectivity, local networks, hardware, peripherals, electrical infrastructure, local installations, local security measures, and physical systems used in connection with the Service;
- all transactions, payments, reversals, refunds, gratuities, chargebacks, disputed transactions, fraudulent transactions, unauthorized transactions, and Guest payment disputes relating to Restaurant operations;
- all Restaurant interactions with Payment Providers, financial institutions, municipality authorities, regulators, Guests, suppliers, contractors, employees, and third parties; and
- all consequences arising from Restaurant operations, Restaurant conduct, Restaurant Materials, Restaurant personnel, or Restaurant use of the Service.
The Restaurant acknowledges and agrees that:
- the Service is a software and technology service only;
- the Company does not independently verify or monitor Restaurant operations or Restaurant compliance;
- the Company does not guarantee the legality, accuracy, quality, safety, reliability, or suitability of any Restaurant operations or Restaurant Materials;
- the Restaurant remains solely responsible for independently verifying all operational, accounting, inventory, staffing, payroll, scheduling, reservation, financial, tax, and legal information generated through or made available by the Service;
- the Restaurant is solely responsible for ensuring that its use of the Service complies with applicable law and third-party requirements; and
- the Company does not assume any Restaurant operational obligations, liabilities, compliance responsibilities, or employer obligations except as expressly stated in these Terms.
The Restaurant must not offer, list, sell, promote, or process through the Service any illegal, unsafe, counterfeit, infringing, recalled, prohibited, improperly licensed, age-restricted, regulated, hazardous, or otherwise restricted goods or services unless the Restaurant has all required licenses, approvals, controls, and legal rights and such listing is permitted by us.
The Restaurant must not upload, publish, transmit, distribute, or otherwise make available through the Service any information, content, Restaurant Materials, products, or services that are unlawful, misleading, infringing, fraudulent, defamatory, discriminatory, harmful, unsafe, improperly licensed, or otherwise non-compliant with applicable law or third-party rights.
The Restaurant must promptly notify the Company of:
- any material regulatory investigation, municipality action, license suspension, or legal proceeding relating to the Restaurant;
- any suspected fraud, security incident, data breach, unauthorized access, or misuse relating to the Service;
- any material issue affecting the Restaurant’s ability to operate lawfully;
- any material issue affecting Restaurant transactions processed through the Service; or
- any material inaccuracy or compliance issue relating to Restaurant Materials or information displayed through the Service.
6. Prohibited conduct
The Restaurant must not:
- use the Service unlawfully or fraudulently;
- manipulate transactions, reviews, payments, inventory records, loyalty functionality, or operational metrics;
- submit false or misleading information;
- interfere with payment processing or settlement flows;
- misuse Guest data;
- infringe intellectual property rights;
- upload unlawful, infringing, defamatory, fraudulent, discriminatory, or misleading content;
- reverse engineer, scrape, copy, benchmark, or extract the Service;
- interfere with security measures or operational systems;
- circumvent security measures, technical restrictions, access controls, payment-related controls, or operational limitations of the Service;
- use the Service in a manner that may create legal, financial, operational, reputational, or compliance risk for the Company, Payment Providers, Guests, or third parties; or
- assist or permit any third party to do any of the foregoing.
7. Operational tools and informational functionality
The Service may be used as an operational management tool; however, unless expressly agreed in writing, reports, dashboards, inventory outputs, timesheets, analytics, and similar outputs are provided for operational assistance and informational purposes only and are not guaranteed to be accounting-grade, payroll-grade, tax-grade, audit-grade, or legally determinative records.
The accuracy, completeness, usefulness, synchronization, and reliability of operational functionality and outputs made available through the Service may depend on the timeliness, accuracy, completeness, consistency, and proper configuration of information, settings, inventory records, menu data, staffing records, operational inputs, device synchronization, integrations, and other data provided, uploaded, maintained, or managed by the Restaurant or third parties.
The Company does not guarantee that operational outputs generated through the Service will be accurate, complete, synchronized, or reliable where underlying information, operational inputs, integrations, or Restaurant-managed data are inaccurate, incomplete, delayed, outdated, improperly configured, inconsistently maintained, or not timely updated.
Timesheets, scheduling tools, staffing tools, and attendance-related functionality are informational only and do not constitute payroll software, labor-law compliance tools, legal attendance systems, or employment-record systems.
The Restaurant remains solely responsible for independently verifying all operational, accounting, staffing, inventory, payroll, scheduling, reservation, and financial information.
8. Reservations and table operations
Reservation functionality made available through the Service is informational and operational only.
The Company does not guarantee reservation fulfillment, table availability, waitlist management, reservation accuracy, Guest attendance, or reservation-related outcomes.
The Restaurant remains solely responsible for:
- reservations;
- overbooking;
- waitlists;
- table assignments;
- cancellations;
- no-show handling;
- Guest communications;
- table operations; and
- all reservation-related disputes or liabilities.
9. Offline functionality and local systems
The Service may support optional local or offline deployment functionality through locally installed systems or hardware selected or purchased by the Restaurant.
The Restaurant is solely responsible for:
- local hardware;
- local networks;
- internet connectivity;
- electricity;
- local installations;
- local security;
- maintenance of local systems;
- backups; and
- physical protection of hardware and systems.
The Company does not guarantee uninterrupted offline functionality, local synchronization, local-system reliability, hardware compatibility, or data recovery.
The Restaurant must not modify, tamper with, remove, copy, reverse engineer, or interfere with any software installed on local systems, devices, or hardware used in connection with the Service.
10. Merchant of record and payment structure
Each Restaurant acts as an independent business and remains the sole seller and merchant of record for all menu items, food, beverages, restaurant services, reservations, gratuities, loyalty offerings, and other Restaurant-related transactions processed through the Service.
Payments are processed by independent third-party payment providers designated by the Company from time to time (“Payment Providers”).
The Company does not operate as a bank, payment institution, card issuer, or stored-value provider and does not independently process card payments.
The Restaurant authorizes the Company, directly or through the applicable Payment Provider or payment-processing infrastructure, to enable, initiate, transmit, support, request, or facilitate payment-related workflows, including transaction information routing, fee calculation, settlement-related instructions, refunds, reversals, transaction adjustments, payout-related reporting, and exchange of payment-related information with Payment Providers, financial institutions, regulators, and card networks where reasonably necessary.
The Restaurant acknowledges and agrees that:
- Payment Providers may impose additional terms, rules, restrictions, verification procedures, reserves, delays, or compliance requirements;
- settlements and payouts depend on Payment Provider processing and banking infrastructure;
- payment delays, reversals, failed settlements, chargebacks, banking interruptions, technical failures, and fraud reviews may occur from time to time; and
- the Company does not guarantee uninterrupted payment processing or settlement timing.
The Restaurant must comply with all applicable Payment Provider terms, requirements, onboarding procedures, verification requests, settlement rules, risk controls, and card-network rules.
11. Fees, settlements, reserves, and offsets
The Restaurant agrees to pay the Company a restaurant transaction fee (“Restaurant Transaction Fee”) in an amount as separately agreed between the Restaurant and the Company from time to time.
Restaurant Transaction Fee may be communicated through onboarding materials, dashboards, order forms, commercial proposals, pricing schedules, email communications, operational notices, or other written or electronic communications made available by the Company.
The applicable Restaurant Transaction Fee may be automatically deducted by the applicable Payment Provider or payment-processing infrastructure from settlements, payouts, or transaction flows relating to the relevant Restaurant transaction.
The Restaurant acknowledges that deduction of the Restaurant Transaction Fee through Payment Provider infrastructure does not mean that the Company holds Restaurant funds or acts as a payment institution, bank, or merchant of record.
The Company may, at any time and in its sole discretion, directly or through the applicable Payment Provider or payment-processing infrastructure, take or request operational, technical, risk-management, compliance, or payment-related measures reasonably necessary to address fraud, chargebacks, disputes, legal risk, sanctions risk, regulatory concerns, Payment Provider requirements, security concerns, suspicious activity, or operational risk.
Such measures may include:
- delaying or restricting settlement-related functionality;
- requesting that reserves or payment holds be applied;
- restricting, suspending, or disabling payment-related functionality;
- facilitating reversals, refunds, offsets, or transaction adjustments;
- requesting information, records, or supporting documentation;
- limiting access to certain payment features; or
- taking other operational or risk-management actions reasonably necessary in connection with the Service or applicable Payment Provider requirements.
The Company shall not be liable for any consequence arising from the exercise or non-exercise of such rights.
The Restaurant acknowledges that certain payment-related actions may be implemented directly by Payment Providers, financial institutions, card networks, acquiring partners, or other third parties involved in payment processing infrastructure.
12. Restaurant materials and intellectual property
The Restaurant retains ownership of its name, trademarks, logos, menus, photos, branding materials, and other materials uploaded or provided to the Service (“Restaurant Materials”).
The Restaurant grants the Company a worldwide, non-exclusive, royalty-free, sublicensable, transferable license to host, store, reproduce, process, modify, adapt, display, analyze, distribute, create derivative works from, and otherwise use Restaurant Materials for:
- operating the Service;
- developing and improving the Service;
- generating AR Features and stylized outputs;
- testing and analytics;
- demonstrations and investor materials;
- training and improving machine-learning or AI systems;
- marketing and promotion; and
- operational and internal business purposes.
As between the Company and the Restaurant, the Company owns:
- the Service;
- all software, interfaces, workflows, templates, layouts, stylized outputs, and generated assets;
- all AR Features, renderings, visualizations, stylized outputs, AI-assisted outputs, generated outputs, and system-generated materials, whether generated automatically or through machine-learning or AI-assisted processes;
- operational metadata and system architecture; and
- all intellectual property rights relating to the foregoing,
excluding the Restaurant’s pre-existing Restaurant Materials as such.
The Restaurant may not export, extract, reproduce, license, commercialize, republish, or use generated assets or stylized outputs outside the Service unless expressly authorized in writing by the Company.
13. Reviews and Guest interactions
The Service may allow Guests to submit reviews, ratings, comments, and other User Content relating to Restaurants.
The Company may, but is not obligated to:
- monitor reviews;
- moderate reviews;
- reorder reviews;
- suppress reviews;
- remove reviews;
- restrict visibility of reviews; or
- refuse publication of reviews,
at its sole discretion and without notice.
The Company does not guarantee the accuracy, reliability, authenticity, or legality of any reviews or User Content.
Restaurants may respond to reviews where such functionality is made available through the Service.
14. Data access and privacy
The Company may collect, process, store, analyze, and use Restaurant data, Guest data, transaction data, operational data, usage data, and analytics data in accordance with applicable law and the Privacy Policy.
The Company retains all rights relating to ecosystem-level data, operational analytics, aggregated datasets, anonymized datasets, Service usage information, and system-level analytics.
The Restaurant may use Guest-related information made available through the Service only for legitimate operational purposes connected with the relevant Guest interaction, including order fulfilment, customer support, reservation handling, complaint handling, Restaurant loyalty programs, and lawful marketing where the Restaurant has all required consents or another lawful basis.
The Restaurant must not use Guest data for unrelated marketing, resale, profiling, enrichment, scraping, data brokerage, or transfer to third parties except as permitted by applicable law and expressly enabled through the Service. The Restaurant is solely responsible for ensuring that any communications, marketing activities, or Guest interactions conducted by the Restaurant comply with applicable privacy, marketing, consumer-protection, and data-protection laws.
Nothing in these Terms transfers ownership of ecosystem-level data, aggregated analytics, anonymized datasets, operational metadata, or Service-level analytics to the Restaurant.
15. Availability, suspension, and changes to the Service
The Service is provided on a dynamic and evolving basis.
The Company may add, remove, modify, suspend, redesign, restrict, discontinue, replace, or update any part of the Service, including any feature, functionality, integration, operational workflow, reporting tool, AR Features, payment-related functionality, or user interface, at any time.
The Company may suspend, restrict, disable, delist, discontinue, or limit access to the Service or any part of the Service, with or without notice, where the Company reasonably determines that such action is necessary or appropriate for legal, regulatory, compliance, operational, technical, security, fraud-prevention, reputational, chargeback, sanctions, commercial, Payment Provider, or risk-management reasons.
The Company uses commercially reasonable efforts to maintain Service availability but does not guarantee uninterrupted operation, uptime, availability, synchronization, or error-free functionality.
Temporary outages, interruptions, maintenance windows, degraded functionality, synchronization delays, third-party failures, or technical failures may occur from time to time.
16. Termination
The Restaurant may stop using the Service at any time.
The Company may terminate access to the Service or any part of the Service, with or without notice, where the Company reasonably determines that termination is necessary or appropriate for legal, regulatory, compliance, operational, technical, security, fraud-prevention, reputational, chargeback, sanctions, commercial, Payment Provider, or risk-management reasons.
Upon termination:
- Restaurant access to the Service may immediately cease;
- generated assets and AR Features may become inaccessible;
- analytics, reporting tools, operational functionality, and Restaurant-related data may become unavailable;
- reviews and Guest-generated content may remain visible within the Service;
- the Company may retain data, logs, backups, analytics, operational records, and transaction records in accordance with applicable law, internal retention practices, and legitimate business purposes; and
- accrued rights, liabilities, outstanding payment obligations, indemnities, and provisions intended to survive termination shall continue in effect.
The Restaurant shall not be entitled to compensation, reimbursement, lost profits, loss-of-business damages, loss-of-data damages, goodwill damages, or other amounts arising from any suspension, restriction, delisting, discontinuation, or termination of access to the Service, except to the extent such exclusion is prohibited by applicable law.
The Company may, but is not obligated to, make certain Restaurant records available for export for a limited period following termination, subject to technical availability, applicable law, outstanding amounts, security requirements, and Company policies.
17. Disclaimers
The Service is provided on an “as is,” “as available,” and “with all faults” basis to the maximum extent permitted by applicable law.
To the maximum extent permitted by applicable law, the Company disclaims all warranties, guarantees, representations, and conditions not expressly stated in these Terms.
The Company does not warrant that:
- the Service will always be uninterrupted, available, secure, accurate, synchronized, or error-free;
- inventory, operational, staffing, financial, scheduling, reporting, or reservation functionality will be accurate or complete;
- AR Features or generated outputs will accurately reflect real-world items;
- payment processing or settlements will always function properly;
- Guest activity or reviews will be genuine or lawful;
- Restaurant operations will comply with law; or
- use of the Service will increase Restaurant revenue, profitability, efficiency, or Guest engagement.
The Company shall not be responsible, whether arising directly or indirectly from the Service, Restaurant operations, or third-party conduct, for:
- Restaurant operations;
- food safety;
- allergens;
- inventory losses;
- labor disputes;
- payroll disputes;
- accounting errors;
- municipality penalties;
- regulatory violations;
- tax liabilities;
- Guest disputes;
- reservation disputes;
- chargebacks;
- fraud;
- operational interruptions; or
- third-party conduct.
18. Limitation of liability
Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited under applicable law.
To the maximum extent permitted by applicable law, the total aggregate liability of the Company arising out of or relating to the Service or these Terms shall not exceed the lower of:
- AED 30,000; or
- the total amount of Restaurant Transaction Fees paid by the Restaurant to the Company during the twelve (12) months immediately preceding the event giving rise to the claim.
To the maximum extent permitted by applicable law, the Company shall not be liable for any indirect, incidental, consequential, punitive, exemplary, special, economic, reputational, or loss-of-profit losses or damages arising out of or relating to the Service or these Terms.
The limitations in this section apply even if any remedy fails of its essential purpose.
19. Indemnity
The Restaurant agrees to indemnify, defend, and hold harmless the Company, its affiliates, Payment Providers, licensors, contractors, officers, employees, representatives, agents, and partners from and against any claims, liabilities, losses, damages, penalties, fines, costs, expenses, and legal fees arising out of or relating to:
- Restaurant operations;
- food safety;
- allergens;
- menu inaccuracies;
- Restaurant Materials;
- labor-law violations;
- payroll disputes;
- municipality violations;
- tax liabilities;
- alcohol, tobacco, shisha, or regulated-product compliance;
- intellectual-property infringement;
- Guest claims;
- misuse of Guest data;
- Restaurant misconduct;
- fraud;
- chargebacks;
- violation of law; or
- breach of these Terms.
20. Changes to these Terms
The Company may modify or update these Terms at any time.
Updated Terms may be communicated through the Service, email, the Company website, dashboards, operational notices, or other reasonable means.
Continued use of the Service following the effective date of updated Terms constitutes acceptance of the updated Terms.
21. Governing law and dispute resolution
These Terms and any non-contractual obligations arising out of or relating to them shall be governed by and construed in accordance with the laws of England and Wales.
Any dispute arising out of or relating to these Terms or the Service shall be finally resolved by arbitration administered by the Dubai International Arbitration Centre (DIAC) under the DIAC Arbitration Rules in force when arbitration is commenced.
The seat of arbitration shall be the DIFC, Dubai, United Arab Emirates.
The language of arbitration shall be English.
The tribunal shall consist of one arbitrator.
Nothing prevents either party from seeking urgent interim or injunctive relief from a court of competent jurisdiction, including the DIFC Courts.
22. Language
These Terms may be translated into other languages for convenience only.
Unless otherwise required by applicable mandatory law, the English-language version shall prevail in the event of any conflict or inconsistency between the English version and any translated version.
23. Electronic contracting and communications
You agree that these Terms constitute an electronic contract and that your electronic acceptance and continued use of the Service are legally binding.
You consent to receive communications from us electronically, including notices, disclosures, updates, and records relating to the Service, payments, disputes, and these Terms.
24. Miscellaneous
If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
Nothing in these Terms creates any partnership, joint venture, agency, fiduciary, employment, franchise, or similar relationship between the parties.
Headings are for convenience only and do not affect interpretation.
Our failure to enforce any provision is not a waiver.
You may not assign or transfer these Terms without our prior written consent. We may assign or transfer these Terms, in whole or in part, to an affiliate, successor, acquirer, or as part of a restructuring, merger, sale, or transfer of assets.
These Terms, together with any incorporated policies and any additional terms applicable to particular features, form the entire agreement between you and us regarding the Service.