Introduction T&C

These terms apply to your access to and use of Delivery Service on www.YourFoods.co.uk and our mobile app (the Platform). This service is provided by YourFoods or us(Ahmadiyar Network Ltd company number 11063585). Ahmadiyar Network Ltd’s registered address is 314B Firs Lane, Palmers Green, London, N13 5QQ By clicking “Accept” or by accepting a Delivery order on the Platform you confirm that: • You have authority to do so and to bind the person or company you are accepting for. • You accept our offer to provide the Delivery Service on these terms. • You agree to and will comply in full with these terms. • Your satisfactory completion of certain checks (including ID and food hygiene rating checks) required by YourFoods from time to time is a condition of this contract coming into effect. This forms a contract between you and YourFoods, which commences on the later of the date of your acceptance and the date on which you have completed YourFoods’s onboarding checks from time to time to YourFoods’s satisfaction. You should save a copy of these terms for your records. We may make changes to these terms, so check back here from time to time. We’ll notify you of material changes before they happen. If you access or use the Delivery Service after being notified of a change, you’re deemed to have accepted that change. You can procure other services (e.g. Delivery Service or Pickup) from YourFoods by agreeing and entering into a separate contract with us. Each additional contract entered into by you and YourFoods shall form a separate agreement. If you have questions about these terms or our Delivery Service please contact us through Restaurant Hub, either by submitting a "Help" form or by using Live Chat. If we need to contact you, we’ll do so via the email address you have provided to us. What is Delivery Service Through its Delivery Service, YourFoods will provide you with a real-time ordering process that enables customers to place orders with you for delivery on the Platform in the UK (Delivery Orders) from the site/s that you have chosen and we that have agreed to provide Delivery Services to (the Sites). We may agree to amend the Sites from time to time. YourFoods will also provide Delivery Services and Customer Support Services for your Delivery Orders - see more on this below. By signing up to Delivery Service, you authorise YourFoods to act as your agent to solicit, promote and conclude contracts for Delivery Service orders in your name and on your behalf, and to collect customer payments owed to you in respect of those orders. Customer payments made in respect of orders placed with you through the Delivery Service will be held by YourFoods on your behalf; payment to YourFoods settles the customer’s payment obligation to you for these orders. Delivery Service Fees Your use of Delivery Service is subject to our applicable service fee from time to time. Our service fee is calculated as a percentage of GMV (22.50% inclusive of VAT) per order, plus VAT at the prevailing rate (Delivery Service Fee) If you want to use your own (Delivery Drivers the charges will be decreased to 13% plus VAT per order). We will pay you an amount equal to the GMV for your Delivery Orders during the relevant payment period, less the Delivery Service Fee, less any relevant adjustments for refunds paid to customers during the relevant payment period. You will receive payments from us in accordance with our payment terms applicable in the country you operate in from time to time. We’ll make this payment by electronic bank transfer to the bank account you have nominated. You must cooperate with us so that we can comply with our VAT accounting obligations. What we will do • If you are new to YourFoods, when you accept these terms we will onboard you onto our Platform (including, if applicable, providing the equipment to you - see below). You agree that we may subcontract part of the onboarding process. • We will, subject to our rights to suspend your use of Delivery Service under these terms, display your site/s and menu items on the Platform as available for Delivery Orders. • We will facilitate and implement a real-time ordering process which will enable customers to place and pay for Delivery Orders on the Platform. • Provide support services for customers to deal with complaints or enquiries relating to Delivery Orders (Customer Support Service) through a professionally manned contact centre at no further cost to you. • Procure the delivery of Delivery Orders from you to the customer (Delivery Services) using delivery riders authorised by YourFoods to carry out the Delivery Services (Riders). What you must do You must: Onboarding and set-up • Comply with our Food Hygiene and Safety Policy. • Provide all information, materials and assistance reasonably required by YourFoods to onboard you to the Platform or launch Delivery Service for you. You must ensure that the information you provide to YourFoods and customers in or in respect of your use of Delivery Service is complete and accurate in all material respects. • If you are new to the Platform, provide us with accurate descriptions of menu items to be offered in Delivery Service (including any relevant allergen advice and applicable VAT amounts). You agree that (a) We may make limited and reasonable edits to menu item descriptions from time to time (including where legally required); and (b) To ensure a great customer experience the prices for the menu items you provide for display on the Platform should be the same as the prices for menu items published in your dine-in or in-store menu. • Display any Delivery Service signage provided by YourFoods in accordance with our instructions. Use of Delivery Service • Keep your menu up to date - by giving us at least three days’ notice of changes you require us to make for you or by making your own changes through Menu or You can do it by going to your restaurant’s dashboard. • Ensure that all relevant menu items are available to be ordered by a customer in a Delivery Order during your opening hours, and accept and reject Delivery Service orders as appropriate. Each Delivery Order must meet the applicable minimum Delivery Order value from time to time - if it doesn’t, YourFoods may charge customers an additional fee. • Ensure that Delivery Orders are prepared using all due skill, care and diligence in line with best practice in your industry. • Ensure that all Delivery Orders are packaged in a way that avoids tampering, minimises spillages, and maintains the order at an appropriate temperature. • Prepare Delivery Orders promptly, accurately and in accordance with the timescales communicated via the Platform. In particular, you must ensure that menu items: (a) correspond with the descriptions on the Platform (including indications that particular menu items are gluten free, nut free, or are suitable for vegetarians and/or vegans); (b) are not harmful to health or the environment; (c) have been properly cooked or prepared and are otherwise safe, fit for transportation and consumption and palatable; (d) are safely, securely and appropriately packaged at all times (including as reasonably required to withstand delivery); and (e) are at an appropriate temperature for consumption by the customer. • Take account of any information relating to customer allergies provided with the Delivery Order. • Ensure that Delivery Orders are available for collection by our Riders in a timely manner. • Ensure that the order number on the Delivery Order packaging corresponds with the order number provided by YourFoods before the Delivery Order is handed over to the relevant Rider. • Provide each customer with an official receipt for their Delivery Order (and a VAT receipt, if applicable) if requested. Service Standards • Use reasonable endeavours to reject less than 1% of Delivery Orders received through the Platform. • Use reasonable endeavours to ensure that Delivery Orders are available for collection by our Riders at the time communicated on the Platform and to keep Riders waiting for Delivery Orders for no longer than five minutes. • Use reasonable endeavours to ensure that no more than 1% of Delivery Orders contain errors. • You should be available for orders for 98% of your opening hours on the Platform. General Requirements • Maintain the security and confidentiality of any access credentials we provide to you at all times. You are responsible for the actions of any person using your access credentials. • Comply with all applicable laws and licensing, registration and approvals requirements at all times, and any and all YourFoods policies made available to you from time to time. • Without prejudice to your general obligation above, you warrant that you have not and will not do anything that breaches any applicable code and/or sanction relating to the prevention or prohibition of bribery, money laundering and similar activities. You must immediately notify YourFoods if you become aware of any breach of this clause. • Without prejudice to your general obligation above, you shall comply, and procure that all of your employees, contractors, agents and representatives comply, with applicable anti-slavery laws, as relevant to your use of Delivery Service and your fulfilment of Delivery Orders. You must use reasonable endeavours on a continuing basis to ensure that no form of slavery is takes place in your supply chains. • Cooperate with YourFoods and provide, in a timely manner, such assistance and information as YourFoods may reasonably require. Equipment and joining fees You will need a tablet to start accepting Delivery Orders. If you’re an existing customer, you can use your existing equipment. For new customers, when signing up you will be given two options for equipment (you can find the latest pricing for each on our sign-up pages). Each option is subject to a one-off joining fee. • You can use your own device (which you are responsible for obtaining and maintaining). • You can lease a YourFoods device. The risk in the device passes from us to you upon installation. We retain title to the device at all times. You must let us know of any faults with, or damage to, the device and give us access to your site during normal business hours to inspect, clean, repair, replace or remove the device. We may charge a reasonable fee for repairing or replacing a device. You must comply with our Equipment Policy. • We will hold a deposit of £125 plus VAT for our equipment which if you use it for 12 months or more the tablet will automatically become your property and your deposit well no longer your deposit. We will make software available to you to use on the equipment so that you can use Delivery Service. This software constitutes YourFoods IP (see below) and it remains our property at all times. You must promptly implement any patches, updates, upgrades and/or new versions of such software that we release from time to time. Intellectual property All rights, title and interest in and to Restaurant Hub, any software we provide for your use and any other materials we provide to you under or in connection with these terms are and shall at all times remain YourFoods’s intellectual property (YourFoods IP). We grant you a limited, non-exclusive, non-transferrable, non-sublicensable, revocable licence to use the YourFoods IP in the country you operate in during the Term for the sole purpose of using Delivery Service. You must not (and shall not permit any third party to): • copy, adapt, reverse engineer, decompile, modify or make error corrections to any YourFoods IP other than with our express prior written consent; • breach, disable, tamper with, or develop or use any workaround for any security measure in any YourFoods IP or otherwise do anything that disrupts any YourFoods IP, YourFoods or any person. YourFoods grants you a non-exclusive, royalty-free, non-sublicensable, non-transferable licence to use YourFoods branding, which includes the “YourFoods” logo, name and/or website address for the Term in the country you operate in to allow you to advertise Delivery Service at your sites. You must comply with any YourFoods policy issued from time to time. You grant us and our affiliates a non-exclusive, royalty-free licence to use your branding which includes your logos, name and website address(es) for the Term in the country you operate in. You warrant and undertake that your branding does not and will not infringe any third-party intellectual property rights. We can use your branding on the Platform, for marketing purposes and as reasonably necessary to provide Delivery Service. Except for these limited licences: • YourFoods retains ownership of and all rights in and to YourFoods branding; and • You retain ownership of and all rights in and to your branding. We may collect data about your use of Delivery Service. By using Delivery Service you agree to us collecting and using this information. We may use this information for various purposes, including to improve, maintain, protect and develop our products, and to provide Services to you. Suspension and termination We may suspend your use of the Platform on giving you notice if we know or suspect you have breached these terms, or if we otherwise consider suspension reasonably necessary taking account of all relevant circumstances. We will give you the reasons for the suspension where permitted by law. We will maintain the suspension until you have remedied the breach to our reasonable satisfaction or we no longer consider the suspension necessary in the circumstances. These terms take effect on acceptance (see above) and continue until terminated by either party giving 30 days’ written notice to the other. If permitted by law and where we consider immediate termination necessary in the circumstances, we may give you written notice to terminate these terms with immediate effect. Legal terms SAVE AS SET OUT BELOW, WE EXCLUDE ALL LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY LAW. WE HAVE NO LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT OR SPECIAL DAMAGES OF ANY KIND OR FOR LOSS OF PROFITS, REVENUE OR BUSINESS ARISING OUT OF OR RELATING TO DELIVERY SERVICE, ORDERS PLACED BY CUSTOMERS USING DELIVERY SERVICE OR THESE TERMS. YourFoods will be responsible for customer claims that a Delivery Order has been spilled or crushed in the course of the Delivery Services or that it is not an appropriate temperature for consumption on delivery where the Delivery Services took more than 15 minutes (except where the Delivery Order wasn’t packaged in accordance with these terms). Customers may be eligible for compensation in respect of a Delivery Order. YourFoods will determine this in accordance with its Complaints Matrix from time to time. Refunds for which you are responsible under our Complaints Matrix will be deducted from our payment to you. DELIVERY SERVICE IS OTHERWISE PROVIDED AS-IS. WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO DELIVERY SERVICE INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON INFRINGEMENT OF THIRD-PARTY RIGHTS. Each party shall not at any time during this agreement and for a period of two years after termination of this agreement, use or disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as necessary to perform its obligations or exercise its rights under these terms. A party may disclose the other’s confidential information if required by law, provided it notifies the other in advance where permitted. These terms are the entire agreement between us in relation to Delivery Service. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation based on any statement in these terms. A delay in enforcing these terms is not a waiver. If part of these terms is found to be illegal or unenforceable, the rest of the terms remain in force. These terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999. Neither of us will be in breach of these terms or liable for delay in performing, or failure to perform, any of its obligations under these terms if the delay or failure results from events, circumstances or causes beyond our reasonable control. These terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction in respect of any dispute or claim arising out of or in connection with these terms. If you wish to raise a dispute in connection with these terms you may do so in connection with our Support Policy. Data protection We will each comply with the following with respect to data protection. 1. DEFINED TERMS Controller, Data Subject, Personal Data and processing all have the meanings given to them in DP Laws (and related terms like process have corresponding meanings). Complaint a notice, complaint or request relating to the obligations of either party under DP Laws that is relevant to the Protected Data. Data Subject Request a Data Subject’s request to exercise their rights under DP Laws. DP Laws any law, enactment, regulation, regulatory policy, by law, ordinance or subordinate legislation relating to the processing, privacy, and use of Personal Data, that applies to the Partner, YourFoods and/or the Delivery Service, including (a) any laws or regulations implementing EU Directives 95/46/EC (Data Protection Directive) or 2002/58/EC (ePrivacy Directive); and (b) the General Data Protection Regulation (GDPR) (Regulation (EU) 2016/679) and all relevant Member State laws giving effect to or corresponding with the GDPR, in each case, as in force and applicable. Protected Data Personal Data received from or on behalf of the Customer for the purposes of placing a Delivery Service order. Supervisory Authority any local, national or multinational agency, department, official, parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for administering DP Laws. 2. USE OF PROTECTED DATA We will give you the details of the customer’s Delivery Service order to allow you to process and fulfil it (Order Info). You must not access or use any Order Info for any purpose other than the fulfilment of the Delivery Service order to which it relates in accordance with these terms. We will also provide access to Protected Data at your request if you reasonably require access to deal with a customer Complaint or respond to a Data Subject Request. 3. PROTECTED DATA OBLIGATIONS The parties acknowledge and agree that, in respect of the Protected Data, each party is an independent controller. Each party shall comply with DP Laws and its obligations under these terms in connection with the access to and use of Protected Data. Each party may deal at its discretion with all Data Subject Requests and Complaints that it receives directly from a Data Subject or the person making the Complaint. Each party agrees to provide reasonable and prompt assistance to the other party as necessary to assist the other party to ensure compliance with its obligations under DP Laws and enable the other party to comply with Data Subject Requests and/or respond to other queries or Complaints received from Data Subjects or Supervisory Authorities, in each case related to the Protected Data. To the extent permitted by law, you must not issue any public statement or notification about Protected Data without first obtaining YourFoods’s consent.

Your Foods Drivers Privacy Policy

Pickup Service These terms apply to your access to and use of Pickup on www.YourFoods.co.uk and our mobile app (the Platform). Pickup is provided by YourFoods or us(Ahmadiyar Network Ltd, company number 08167130). Our registered address is The River Building, Level 1 Cannon Bridge House, 1 Cousin Lane, London EC4R 3TE. By clicking “Accept” or by accepting a Pickup order on the Platform you confirm that: • You have authority to do so and to bind the person or company you are accepting for. • You accept our offer to provide Pickup on these terms. • You agree to and will comply in full with these terms. • Your satisfactory completion of certain checks (including ID and food hygiene rating checks) required by YourFoods from time to time is a condition of this contract coming into effect. This forms a contract between you and YourFoods, which commences on the later of the date of your acceptance and the date on which you have completed YourFoods’s onboarding checks from time to time to YourFoods’s satisfaction. You should save a copy of these terms for your records. We may make changes to these terms, so check back here from time to time. We’ll notify you of material changes before they happen. If you access or use Pickup after being notified of a change, you’re deemed to have accepted that change. You can procure other services (e.g. Delivery, Marketplace+ or Table Service) from YourFoods by agreeing and entering into a separate contract with us. Each additional contract entered into by you and YourFoods shall form a separate agreement. If you have questions about these terms or Pickup please contact us through Restaurant Hub, either by submitting a "Help" form or by using Live Chat. You may also find answers to your questions here. If we need to contact you, we’ll do so via the email address you have provided to us. What is Pickup Pickup allows customers to place an order on the Platform and pick it up from your site in the UK (Pickup Orders). You can learn more about Pickup here. By signing up to Pickup, you authorise YourFoods to act as your agent to solicit, promote and conclude contracts for Pickup Orders in your name and on your behalf and to collect customer payments owed to you in respect of those orders. Pickup Service Fee Your use of Pickup is subject to our applicable service fee from time to time. Our service fee is calculated as a percentage of GMV (inclusive of VAT) per order, plus VAT at the prevailing rate (Pickup Service Fee). We will pay you an amount equal to the GMV for your Pickup Orders during the relevant payment period, less the Pickup Service Fee, less any relevant adjustments for refunds paid to customers during the relevant payment period. You will receive payments from us in accordance with our payment terms applicable in the country you operate in from time to time. We’ll make this payment by electronic bank transfer to the bank account you have nominated. You must cooperate with us so that we can comply with our VAT accounting obligations. What we will do • If you are new to YourFoods, when you accept these terms we will onboard you onto our Platform. You agree that we may subcontract part of the onboarding process. • We will, subject to our rights to suspend your use of Pickup under these terms, display your site/s and menu items on the Platform as available for Pickup orders. • We will facilitate and implement a real-time ordering process which will enable customers to place and pay for Pickup orders on the Platform. • Provide support services for customers to deal with complaints or enquiries relating to Pickup Orders through a professionally manned contact centre at no further cost to you. What you must do You must: Onboarding and set-up • Comply with our Food Hygiene and Safety Policy. • Provide all information, materials and assistance reasonably required by YourFoods to onboard you to the Platform or launch Pickup for you. You must ensure that the information you provide to YourFoods and customers in or in respect of your use of Pickup is complete and accurate in all material respects. • If you are new to the Platform, provide us with accurate descriptions of menu items to be offered in Pickup (including any relevant allergen advice and applicable VAT amounts). You agree that: (a) We may make limited and reasonable edits to menu item descriptions from time to time (including where legally required). (b) To ensure a great customer experience, the prices for the menu items you provide for display on the Platform should be the same as the prices for menu items published in your dine-in or in-store menu. You agree that if a customer provides us with evidence that, without reference to promotional offers, the price in-restaurant/store is lower than the price of the menu item on the Platform, we will refund the difference to the customer and deduct an amount equal to the refund from the payment we make to you. • Display any Pickup signage provided by YourFoods in accordance with our instructions. Use of Pickup • Keep your menu up to date - by giving us at least three days’ notice of changes you require us to make for you or by making your own changes through Menu . • Ensure that all relevant menu items are available to be ordered by a customer during your opening hours, and accept and reject Pickup Orders as appropriate. You should not accept cash payment for Pickup Orders. • Ensure that Pickup Orders are prepared using all due skill, care and diligence in line with best practice in your industry. • Ensure that all Pickup Orders are packaged in a way that avoids tampering, minimises spillages, and maintains the order at an appropriate temperature. • Prepare Pickup Orders promptly, accurately and in accordance with the timescales communicated via the Platform. In particular, you must ensure that menu items: (a) correspond with the descriptions on the Platform (including indications that particular menu items are gluten free, nut free, or are suitable for vegetarians and/or vegans); (b) are not harmful to health or the environment; (c) have been properly cooked or prepared and are otherwise safe, fit for transportation and consumption and palatable; (d) are safely and appropriately served at all times; and (e) are at an appropriate temperature for consumption by the customer. • Take account of any information relating to customer allergies provided with the Pickup order. • Ensure that Pickup Orders are available for collection by customers in a timely manner. • Ensure that the order number on the Pickup Order packaging corresponds with the order number provided by YourFoods before the Pickup Order is handed over to the relevant Rider. • Provide each customer with an official receipt for their Pickup order (and a VAT receipt, if applicable) if requested. • Ensure that customers are at all times treated in a professional manner by staff and are provided with access to a safe pick up area. Service Standards • Use reasonable endeavours to reject less than 1% of Pickup Orders received through the Platform. • Use reasonable endeavours to ensure that Pickup Orders are available for collection by customers at the time communicated on the Platform and keep customers waiting for Pickup Orders for no longer than five minutes. • Use reasonable endeavours to ensure that no more than 1% of Pickup Orders contain errors. • You should be available for orders for 98% of your opening hours on the Platform. General Requirements • Maintain the security and confidentiality of any access credentials we provide to you at all times. You are responsible for the actions of any person using your access credentials. • Comply with all applicable laws and licensing, registration and approvals requirements at all times, and any and all YourFoods policies made available to you from time to time. • Without prejudice to your general obligation above, you warrant that you have not and will not do anything that breaches any applicable code and/or sanction relating to the prevention or prohibition of bribery, money laundering and similar activities. You must immediately notify YourFoods if you become aware of any breach of this clause. • Without prejudice to your general obligation above, you shall comply, and procure that all of your employees, contractors, agents and representatives comply, with applicable anti-slavery laws, as relevant to your use of Delivery Service and your fulfilment of Delivery Orders. You must use reasonable endeavours on a continuing basis to ensure that no form of slavery is takes place in your supply chains. • Cooperate with YourFoods and provide, in a timely manner, such assistance and information as YourFoods may reasonably require. Equipment and joining fees You will need a tablet and a printer to start accepting Pickup orders. If you’re an existing customer, you can use your existing equipment. For new customers, when signing up you will be given two options for equipment (you can find the latest pricing for each on our sign-up pages). Each option is subject to a one-off joining fee. • You can use your own device (which you are responsible for obtaining and maintaining). • You can lease a YourFoods device. The risk in the device passes from us to you upon installation. We retain title to the device at all times. You must let us know of any faults with, or damage to, the device and give us access to your site during normal business hours to inspect, clean, repair, replace or remove the device. We may charge a reasonable fee for repairing or replacing a device. You must comply with our Equipment Policy. We will make software available to you to use on the equipment so that you can use Pickup. This software constitutes YourFoods IP (see below) and it remains our property at all times. You must promptly implement any patches, updates, upgrades and/or new versions of such software that we release from time to time. Intellectual property All rights, title and interest in and to Restaurant Hub, any software we provide for your use and any other materials we provide to you under or in connection with these terms are and shall at all times remain YourFoods’s intellectual property (YourFoods IP). We grant you a limited, non-exclusive, non-transferrable, non-sublicensable, revocable licence to use the YourFoods IP in the country you operate in during the term of our agreement for the sole purpose of using Pickup. You must not (and shall not permit any third party to): • copy, adapt, reverse engineer, decompile, modify or make error corrections to any YourFoods IP other than with our express prior written consent; • breach, disable, tamper with, or develop or use any workaround for any security measure in any YourFoods IP or otherwise do anything that disrupts any YourFoods IP, YourFoods or any person. YourFoods grants you a non-exclusive, royalty-free, non-sublicensable, non-transferable licence to use YourFoods branding, which includes the “YourFoods” logo, name and/or website address for the Term in the country you operate in to allow you to advertise Pickup at your sites. You must comply with any YourFoods policy issued from time to time. You grant us and our affiliates a non-exclusive, royalty-free licence to use your branding which includes your logos, name and website address(es) for the Term in the country you operate in. You warrant and undertake that your branding does not and will not infringe any third party intellectual property rights. We can use your branding on the Platform, for marketing purposes and as reasonably necessary to provide Pickup. Except for these limited licences: • YourFoods retains ownership of and all rights in and to YourFoods branding; and • You retain ownership of and all rights in and to your branding. We may collect data about your use of Pickup. By using Pick up you agree to us collecting and using this information. We may use this information for various purposes, including to improve, maintain, protect and develop our products, and to provide Services to you. Suspension and termination We may suspend your use of the Platform on giving you notice if we know or suspect you have breached these terms, or if we otherwise consider suspension reasonably necessary taking account of all relevant circumstances. We will give you the reasons for the suspension where permitted by law. We will maintain the suspension until you have remedied the breach to our reasonable satisfaction or we no longer consider the suspension necessary in the circumstances. These terms take effect on acceptance (see above) and continue until terminated by either party giving 30 days’ written notice to the other. If permitted by law and where we consider immediate termination necessary in the circumstances, we may give you written notice to terminate these terms with immediate effect. Legal terms WE EXCLUDE ALL LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY LAW. WE HAVE NO LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT OR SPECIAL DAMAGES OF ANY KIND OR FOR LOSS OF PROFITS, REVENUE OR BUSINESS ARISING OUT OF OR RELATING TO PICKUP, ORDERS PLACED BY CUSTOMERS USING PICKUP OR THESE TERMS. Customers may be eligible for compensation in respect of a Pickup Order. YourFoods will determine this in accordance with its Complaints Matrix from time to time. Refunds for which you are responsible under our Complaints Matrix will be deducted from our payment to you. PICKUP IS PROVIDED AS-IS. WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO PICKUP INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON INFRINGEMENT OF THIRD-PARTY RIGHTS. Each party shall not at any time during this agreement and for a period of two years after termination of this agreement, use or disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as necessary to perform its obligations or exercise its rights under these terms. A party may disclose the other’s confidential information if required by law, provided it notifies the other in advance where permitted. These terms are the entire agreement between us in relation to Pickup. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation based on any statement in these terms. A delay in enforcing these terms is not a waiver. If part of these terms is found to be illegal or unenforceable, the rest of the terms remain in force. These terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999. Neither of us will be in breach of these terms or liable for delay in performing, or failure to perform, any of its obligations under these terms if the delay or failure results from events, circumstances or causes beyond our reasonable control. These terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction in respect out of or in connection with these terms. If you wish to raise a dispute in connection with these terms you may do so in connection with our Support Policy. Data protection We will each comply with the following with respect to data protection. 1. DEFINED TERMS Controller, Data Subject, Personal Data and processing all have the meanings given to them in DP Laws (and related terms like process have corresponding meanings). Complaint a notice, complaint or request relating to the obligations of either party under DP Laws that is relevant to the Protected Data. Data Subject Request a Data Subject’s request to exercise their rights under DP Laws. DP Laws any law, enactment, regulation, regulatory policy, by law, ordinance or subordinate legislation relating to the processing, privacy, and use of Personal Data, that applies to the Partner, YourFoods and/or Pickup, including (a) any laws or regulations implementing EU Directives 95/46/EC (Data Protection Directive) or 2002/58/EC (ePrivacy Directive); and (b) the General Data Protection Regulation (GDPR) (Regulation (EU) 2016/679) and all relevant Member State laws giving effect to or corresponding with the GDPR, in each case, as in force and applicable. Protected Data Personal Data received from or on behalf of the Customer for the purposes of placing a Pickup Order. Supervisory Authority any local, national or multinational agency, department, official, parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for administering DP Laws. 2. USE OF PROTECTED DATA We will give you the details of the customer’s Pickup Order to allow you to process and fulfil it (Order Info). You must not access or use any Order Info for any purpose other than the fulfilment of the Pickup Order to which it relates in accordance with these terms. We will also provide access to Protected Data at your request if you reasonably require access to deal with a customer Complaint or respond to a Data Subject Request. 3. PROTECTED DATA OBLIGATIONS The parties acknowledge and agree that, in respect of the Protected Data, each party is an independent controller. Each party shall comply with DP Laws and its obligations under these terms in connection with the access to and use of Protected Data. Each party may deal at its discretion with all Data Subject Requests and Complaints that it receives directly from a Data Subject or the person making the Complaint. Each party agrees to provide reasonable and prompt assistance to the other party as necessary to assist the other party to ensure compliance with its obligations under DP Laws and enable the other party to comply with Data Subject Requests and/or respond to other queries or Complaints received from Data Subjects or Supervisory Authorities, in each case related to the Protected Data. To the extent permitted by law, you must not issue any public statement or notification about Protected Data without first obtaining YourFoods’s consent. Menu These terms These terms apply to your access to and use of Menu, and supplement your existing agreement governing your use of the platform (the Agreement) with YourFoods or us (Ahmadiyar Network Ltd, company number 08167130). By clicking “Accept” you agree to use Menu in line with these terms. We may make changes to these terms, so check back here from time to time. We’ll notify you of material changes before they happen. If you access or use Menu after being notified of a change, you’re deemed to have accepted the change. These terms are also subject to any separate agreement entered into by you and YourFoods in relation to your access or use of Menu. Terms capitalised but not defined in these terms have the meaning given in the Agreement between us. These terms prevail if they are different to that Agreement, but only in respect of your menus and use of Menu. By accepting these terms, you agree that notwithstanding the terms of your Agreement with us: • YourFoods won’t launch your sites and menu items on the YourFoods Platform - you’ll do this yourself. • When you’re happy with your menu, you can publish it to the YourFoods Platform. What is Menu Menu enables you to create and/or edit your own menu pages for the YourFoods Platform (www.YourFoods.co.uk). Menu is a new feature - we’ve tested it, but it is still developing and improving all the time. As such, Menu may change from time to time. We may discontinue or withdraw certain functions or features. We’ll try and signpost this to you. Using Menu YourFoods has launched Menu for its UK restaurants and partners. You can use Menu sing your Restaurant Hub credentials. You can’t use Menu if you use API integration on the platform. By using Menu, you acknowledge that you will be amending the information consumers see about your menu items. Your menu updates will go live to consumers on the YourFoods Platform shortly after you “publish” your edits. Check your menu edits carefully before publishing! You are responsible for ensuring the accuracy, completeness and compliance with applicable laws (in particular in respect of providing information required by applicable consumer laws) of all information that you or your employees, agents or representatives input about Menu Items for publication on the Platform - we are not responsible for your use of Menu or the content you upload by using it. Your use of Menu is subject to your compliance with these terms. If you don't comply with these terms, or any additional terms entered into by you and YourFoods in relation to your access or use of Menu, we may suspend your access to Menu without notice. Ensuring high quality menus We’ve put together this guidance, which you may find useful when putting together your menu. It highlights some tips and tricks that we’ve seen work well with our customers. Your menu (including each menu item image and description) must: • Be clear, accurate, complete and error-free • Be your own, original content or licensed to you by a third party on terms that let you grant us the rights below. Content you upload must not infringe any third party’s proprietary rights. • Meet any requirements in your Agreement with us • Comply with all applicable legal and regulatory requirements • Only include products that we permit to be offered on the YourFoods Platform in the UK, in accordance with any specific requirements we notify you of where any restriction (eg minimum age) applies If any information uploaded to the YourFoods Platform using Menu doesn’t comply with these terms or is offensive, illegal, immoral or inappropriate in any way we may remove it or the applicable menu page immediately without notice. Our team reviews the menus edited or created on Menu. If a menu is not compliant with these terms or our Agreement, we may notify you and ask you to make further edits or we may suspend your relevant site from the YourFoods Platform (depending on the nature of the concern). We reserve the right to edit menu items for display on the YourFoods Platform. Additional requirements for non-restaurants If you are a non-restaurant there are a few cases where you need to notify your YourFoods account before changes can be made. In particular, you need to notify your account of any of the below changes, and wait for their authorisation before updating in Menu : • adding any new Menu Items which fall within a category of products you do not already make available on the Platform (for example: fruit and vegetables; personal care products; or alcohol). • making any amendment (apart from a price change or non-material Menu Item description change) in respect of an age-restricted Menu Item or any Menu Item in respect of which sales are otherwise regulated (including medicines). If you don’t follow this process and fail to get authorisation for relevant Menu updates, we may amend or remove the relevant Menu Items, and suspend you from the YourFoods Platform. Rights you grant us By using Menu you give us permission to use and publish the information and content you submit, including any intellectual property, on the YourFoods Platform and as necessary for us to provide the Services under the Agreement between us. If a third party owns rights in any information or content you upload to Menu, you must get their permission before you upload it. Legal terms Menu and all intellectual property rights in it are owned by YourFoods or one of its affiliates. We reserve all rights not expressly granted under these terms. We may collect data about your use of Menu. By using Menu, you agree to us collecting and using this information. We may use this information for various purposes, including to improve, maintain, protect and develop our products, and to provide Services to you. MENU IS MADE AVAILABLE “AS IS”. WE ARE NOT OBLIGED TO CORRECT ERRORS OR THE EFFECTS OF ERRORS (INCLUDING RECOVERING LOST DATA) OR PROVIDE TECHNICAL SUPPORT. WE EXCLUDE ALL LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY LAW. WE HAVE NO LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT OR SPECIAL DAMAGES OF ANY KIND OR FOR LOSS OF PROFITS, REVENUE OR BUSINESS ARISING OUT OF OR RELATING TO MENU OR THESE TERMS. WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO MENU INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. Any amendment or waiver of these terms needs to be in writing. A delay in enforcing these terms is not a waiver. If part of these terms is found to be illegal or unenforceable, the rest of the terms remain in force. These terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction in respect out of or in connection with these terms. Getting in touch If you have questions about Menu, please contact us through Restaurant Hub, either by submitting a "Help" form or by using Live Chat. Payment Cycle - Contract Change Last Updated: 5th August 2021 We refer to the agreement(s) between us that relate to the provision by us of Core Services, Marketplace Services, Pick-up Services, and/or Editions Services (for the purpose of this amendment only, the “Agreements” and the “Services”, respectively). Pursuant to the provisions in the Agreement that permit us to make amendments that do not materially affect the Services, we are amending the Agreements to alter the payment terms such that you are paid on approximately a weekly basis. For further information about how this change will operate. This amendment sets out the basis on which the Core Services Fees, Marketplace Services Fees, Pick-up Services Fees, and/or Editions Services Fees (for the purposes of this amendment only, the “Fees”) and the Menu Items Amount and Restaurant Payments are calculated. From 3rd July 2021 onwards, and subject to transition periods notified to you: 1. The relevant clauses about the timing of the payment of the Fees are deemed replaced with the following. 2. Fees in your Agreement shall be calculated twice a weekly on the Calculation Day by reference to consecutive periods of approximately the days ending on the Sunday immediately prior to such Calculation Day (or, during the first such period, such period from the commencement of the Agreement ending on the Sunday immediately prior to such Calculation Day) (each, a “Period”) 3. A day shall be regarded as beginning at 00:00 UTC time and ending at 23:59 UTC time; 4. Within 2 Business Days of the Calculation Day, YourFoods shall: (i) send or otherwise make available to you a statement summarising the Menu Items ordered from the you during the the relevant Period (the “Menu Items Amount”) (ii) send or otherwise make available to you a statement summarising the corresponding amount due to the you, which shall be the Menu Items Amount less the Fees applicable in the Agreement (the “Restaurant Payment” or “Partner Payment” as the case may be); and (iii) authorise the transfer of the Restaurant Payment or Partner Payment (as the case may be) to you by electronic bank transfer to a bank account in the Territory nominated by you. Notwithstanding the above, YourFoods may make available, and you may elect to apply, alternative arrangements for the Period or the timing of the Restaurant Payment or Partner Payment (as the case may be) from time to time. In the event of any conflict between the terms of such alternative arrangements and these terms, the terms of such alternative arrangements shall prevail. “Calculation Day” means the applicable YourFoods standard day on which YourFoods calculates payments to restaurants and partners in the Territory. Except as set out above, your Agreements with us shall continue in full force and effect. If there is any direct conflict or inconsistency between the terms above and your Agreements, the terms above shall prevail. Rewards Last updated – 17th June 2021 By signing up to be part of YourFoods Rewards (“Rewards”), and clicking accept you confirm that you: • have authority to accept and to bind the partner they are accepting for; • you agree to the following terms and conditions (“Terms”) These Terms comprise in order of precedence, unless expressly stated otherwise: • these Terms; • your services agreement with us (Services Agreement), which applies only to the extent relevant to your use of Rewards (including in particular confidentiality obligations, governing law and jurisdiction); and • any additional documentation referenced in these Terms or your Services Agreement. In these Terms: • you and your means the person that has entered into the Services Agreement with us, and • we, us, and our means the YourFoods party to that Services Agreement; and • capitalised terms not otherwise defined have the meaning given in the Services Agreement. We may change these Terms or the features and availability of Rewards from time to time, so please ensure you review all information provided regularly. We will endeavour to ensure such changes do not materially adversely affect Rewards live at that time, but reserve the right to make changes on reasonable advance notice, if required by law or to avoid harm to YourFoods’s business, reputation, Customers or partners. The service we provide: We will endeavour to make Rewards available to you in all material respects in accordance with these Terms and place a Rewards badge on your menu on the YourFoods app. YourFoods Rewards mechanic: • Customers who place a minimum of three Qualifying Orders with you within a 30 day period will receive a YourFoods credit (“Reward Credit”), to use against their next order with you The credit is funded by you, and by launching Rewards you agree that YourFoods may deduct any redeemed Reward Credits from payments due to you. • Customers will have a virtual rewards card, which records how many Qualifying Orders they have made (“Rewards Card”). “Qualifying Order” means a paid-for and delivered YourFoods order of a minimum value of £15.00 (excluding tips, delivery and service fees and other service-related fees). Customers must redeem their reward within 30 days of the Reward Credit being granted. • The Reward Credit for Plus Customers is currently £8.00. The Reward Credit will be redeemable with the customer’s next order from you above £15. Rewards Platform access: Rewards is accessed through Restaurant Hub Access to Rewards from Restaurant Hub is currently limited to users listed as “Admin” or “” within Restaurant Hub. It is your responsibility to ensure that only appropriate users hold “Admin” or “” status and that you and all users keep login credentials safe. Rewards period: Subject to availability, Rewards will be live from the date and time you click accept on Restaurant Hub, unless terminated or suspended earlier in line with these Terms. Start dates and times refer to the time-zone in which the site is located. YourFoods’s rights to modify Rewards: YourFoods reserves the right to modify features of the Rewards programme at any time by giving you written notice. Opt-out: You may opt-out from the Rewards programme at any time via Restaurant Hub. Your Rewards participation will end 30 days after you opt-out and during the notice period Customers may continue to complete their Rewards Cards. Upon termination: • You must honour all existing Rewards Credit held by Customers at the opting out. • YourFoods will not issue any new Rewards Cards or Rewards to Customers. • We will remove the “Rewards” from your YourFoods menu page Termination or suspension: YourFoods reserves the right to terminate Rewards at any time with 30 days-notice, and shall notify you in writing if it does so. In addition, if we believe that your use of Rewards is or may be in breach of law or these Terms we reserve the right to: (i) suspend or terminate your access to Rewards; (ii) suspend you from the Platform; (iii) terminate the Services Agreement; and/or (iv) take such other action as YourFoods deems reasonable in the circumstances. Use of Rewards: You must act in good faith, follow good industry practice and comply with YourFoods’s policies from time to time in respect of Rewards. You must not do or omit to do anything when using Rewards that is likely to lead to harm to YourFoods’s business, reputation, partners or Customers. Your use of any Rewards must be compliant with all applicable laws in force from time to time in the locations in which Rewards is used. Any abusive or misleading use of Rewards, for example increasing your prices prior to activating Rewards, may result in your suspension from Rewards and/or the YourFoods Platform. Charges and invoicing: You are responsible for the cost of any Rewards Credit granted to Customers. Rewards Credit will be deducted from the amounts payable to you under your Services Agreement and will show as an adjustment on your invoice. You will receive a report for each month in the first week of the next month on the performance of the Rewards feature. Availability and performance: YourFoods makes no warranty or representation about the availability or effectiveness of Rewards. Rewards are provided “as is” and “as available” and all express and implied conditions, warranties and other terms about the availability or performance of Rewards are excluded as far as permitted by law. Liability for Rewards: You are responsible for all Rewards Credits granted to Customers. To the fullest extent permitted by law, our liability for Rewards is excluded. Our rights: Any and all intellectual property in or in respect of Rewards are, and will continue to be, owned by YourFoods. Except as granted in these Terms, we do not grant you any rights in or to such intellectual property.
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