End User License Agreement

This End User License Agreement governs your access to and use of the software, application programming interfaces, agentic ordering tools, connectors, and related digital services provided by Layout, Inc. (collectively, the "Software"). This Agreement applies to Integrators that connect to Layout to build, power, or operate ordering and commerce functions, and to End Users who place orders or initiate purchases through an AI assistant or other interface powered by Layout. By accessing, integrating, installing, or using the Software, you agree to be bound by this Agreement.

Who We Are

Layout, Inc. provides software that lets AI assistants and other applications place real orders and complete purchases at participating merchants. Layout operates primarily as a connector exposed through the Model Context Protocol (MCP) and as a REST API. Layout is legally organized from Roseville, California. Contact us at legal@layout.link.

How Layout Works

Layout is most often used as an MCP connector inside a third-party AI platform such as ChatGPT, Claude, Gemini, Grok, or any other assistant that supports MCP. The same capabilities are also available through a direct REST API. Through these surfaces, an AI assistant or application can browse merchant catalogs, build orders, and complete purchases on behalf of a user. Layout provides the infrastructure that connects these requests to participating merchants and handles secure payment execution.

License Grant

Layout grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Software solely for your own internal business or development purposes if you are an Integrator, or personal use if you are an End User. This license does not include the right to sublicense, resell, modify, reverse engineer, or distribute the Software.

Eligibility

You may use the Software only if you are legally able to enter into a binding agreement, authorized to act on behalf of any business using the Software if applicable, and your use complies with all applicable laws.

Restrictions

You agree not to reverse engineer or decompile the Software; use it in violation of law; interfere with or disrupt the Software or connected networks; attempt unauthorized access to accounts or systems; upload malware or harmful code; abuse promotions, spending controls, or payment functionality; exceed or attempt to bypass spending limits; or use the Software to send unlawful or spam communications.

Integrator-Specific Terms

Integrators are responsible for how they connect to and call the Software; the behavior of any application, agent, or assistant they build on top of Layout; obtaining valid user authorization before initiating orders or purchases; setting and respecting spending limits; compliance with applicable laws; and responding to issues caused by their own integration. Layout provides platform infrastructure only. Integrators remain solely responsible for the accuracy, legality, and appropriateness of the experiences they build.

End User-Specific Terms

End Users agree to use the Software for lawful purposes only. You understand that you typically interact with Layout through a third-party AI assistant or application that Layout does not own or control; the participating merchant controls its own menu, hours, pricing, and fulfillment; order timing estimates may vary; spending limits you set or approve govern how much may be charged; and your use may also be subject to the terms and privacy policies of the AI platform you use and the merchant you order from.

Third-Party AI Platforms

Layout is accessed through third-party AI assistants and applications. These platforms are independent and are not owned, operated, or controlled by Layout. Layout is not responsible for how a third-party assistant interprets your request, selects items, builds an order, applies your instructions, or initiates a purchase. If an assistant misinterprets a request, chooses the wrong item, or acts differently than you expected, that is a function of the third-party platform and not the Layout Software. You are responsible for reviewing and confirming orders before they are placed where the platform allows it.

Payments and Spending Controls

Card tokenization and payment execution are handled through Basis Theory, a third-party service that is PCI DSS Level 1 compliant. Basis Theory tokenizes card information and generates a single-use, amount-limited virtual card each time a purchase is authorized. Layout does not store, log, or retain raw card information. Layout's payment role is limited to the specific amount authorized for a given transaction through this controlled flow. Layout is not responsible for third-party outages, changes, data practices, policies, fees, or failures of Basis Theory, the merchant's payment processor, or any AI platform.

Orders and Fulfillment

Order fulfillment remains the responsibility of the participating merchant. Estimated pickup or preparation times are approximate. Layout does not guarantee uninterrupted ordering availability or error-free syncing at all times.

Mobile Applications

Where Layout makes branded mobile ordering applications available for participating merchants, use of those applications is also governed by this Agreement. Mobile applications are a limited part of the Layout platform and the terms above apply to them where relevant.

Third-Party Integrations

The Software may connect to third-party services, including merchant point-of-sale systems used as the source of truth for catalog and locations, and Basis Theory for payment tokenization. Layout is not responsible for third-party outages, changes, data practices, policies, fees, or failures.

Updates and Changes to the Software

Layout may update, modify, suspend, restrict, or discontinue the Software or any feature at any time, with or without notice. We may push updates automatically. Continued use after an update constitutes acceptance of the updated version.

Subscriptions, Fees, and Billing

Layout offers multiple plans, which may include a free tier, paid plans, and usage-based pricing. If you purchase a paid plan, fees are charged in advance on a recurring basis; subscriptions may renew automatically until canceled; you are responsible for applicable taxes; fees are non-refundable except where required by law; and you must cancel before the next renewal date to avoid the next charge. Layout may change pricing at any time on a prospective basis.

Intellectual Property

The Software and all associated technology, design, content, and documentation are owned by or licensed to Layout and protected by applicable law. Except for the limited license expressly granted here, no rights, title, or interest in the Software are transferred to you.

Integrator Content

Integrators retain ownership of content and data they submit but grant Layout a worldwide, non-exclusive, royalty-free license to host, store, reproduce, modify, and display that content as necessary to provide the Software. Integrators represent that they own or have rights to their content, it does not violate law or third-party rights, and it is accurate and appropriate for use.

Privacy

Your use is also governed by our Privacy Policy at layoutmobile.com. Integrators are responsible for providing required privacy notices and obtaining necessary permissions for their own users.

AI-Assisted Features

Layout is designed to be operated by AI assistants and may offer AI-assisted features. You remain fully responsible for reviewing all generated output and confirming orders and charges. AI-generated output may be incomplete, inaccurate, or outdated and should not be treated as legal, tax, or financial advice.

Disclaimers

THE SOFTWARE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LAYOUT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. LAYOUT DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE, OR THAT ANY THIRD-PARTY AI ASSISTANT WILL ACT CORRECTLY.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LAYOUT WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, DATA, OR GOODWILL. LAYOUT IS NOT LIABLE FOR THE ACTS OR OMISSIONS OF ANY THIRD-PARTY AI ASSISTANT, PLATFORM, MERCHANT, OR PAYMENT PROVIDER. LAYOUT'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS WILL NOT EXCEED THE GREATER OF THE AMOUNT PAID BY YOU TO LAYOUT IN THE TWELVE MONTHS BEFORE THE CLAIM, OR ONE HUNDRED U.S. DOLLARS ($100). Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.

Indemnification

Integrators agree to defend, indemnify, and hold harmless Layout and its officers, directors, employees, affiliates, contractors, and service providers from and against any claims, liabilities, damages, losses, costs, and expenses arising out of their use of the Software; the applications or agents they build; their content or data; their products, services, or communications; their violation of this Agreement; or their violation of applicable law or third-party rights.

Termination

Layout may suspend, restrict, or terminate your access at any time, with or without notice, if you violate this Agreement; create legal, security, or reputational risk; fees remain unpaid; or Layout discontinues the relevant Software. You may stop using the Software at any time by ending all access and use. Provisions relating to intellectual property, disclaimers, limitation of liability, indemnification, and governing law survive termination.

Governing Law

This Agreement is governed by the laws of the State of California. Any dispute will be brought exclusively in the state or federal courts located in California.

Changes to This Agreement

Layout may update this Agreement from time to time. Continued use after updated terms become effective constitutes acceptance of the revised Agreement.

Contact Us

Layout, Inc. legal@layout.link