Welcome to www.foodorb.com (hereinafter referred to as the "Website", "Site", "We", "Us", "Our"), owned and operated by FOODORB GLOBAL PTY LIMITED (hereinafter referred to as "the Company. The websiteis offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the "Terms").
BY CLICKING ON THE "ACCEPT" BUTTON AT THE END OF THE AGREEMENT ACCEPTANCE FORM, the Users (includes Sellers, Customers and website users) (hereinafter referred to as "Users" or "Sellers" or "Customers") AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. PLEASE READ THIS ENTIRE AGREEMENT CAREFULLY BEFORE ACCEPTING ITS TERMS. WHEN YOU UNDERTAKE ANY ACTIVITY ON THE WEBSITE YOU AGREE TO ACCEPT THESE TERMS AND CONDITIONS.
Our website provides a platform to the Userswho wish to list and sell their food products or related items and services; meet others community members and post and monetize content through our website.
PLEASE READ THE TERMS OF THIS AGREEMENT CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A CLAUSE THAT GOVERNS THE JURISDICTION AND VENUE OF DISPUTES.
IN USING THIS WEBSITE YOU ARE DEEMED TO HAVE READ AND AGREED TO THE FOLLOWING TERMS AND CONDITIONS SET FORTH HEREIN. ANY INCIDENTAL DOCUMENTS AND LINKS MENTIONED SHALL BE CONSIDERED TO BE ACCEPTED JOINTLY WITH THESE TERMS. YOU AGREE TO USE THE WEBSITE ONLY IN STRICT INTERPRETATION AND ACCEPTANCE OF THESE TERMS AND ANY ACTIONS OR COMMITMENTS MADE WITHOUT REGARD TO THESE TERMS SHALL BE AT YOUR OWN RISK. THESE TERMS AND CONDITIONS FORM PART OF THE AGREEMENT BETWEEN THE SELLERS AND US. BY ACCESSING THIS WEBSITE, AND/OR UNDERTAKING TO PERFORM A SERVICE BY US INDICATES YOUR UNDERSTANDING, AGREEMENT TO AND ACCEPTANCE, OF THE DISCLAIMER NOTICE AND THE FULL TERMS AND CONDITIONS CONTAINED HEREIN.
- SELLER'S RESPONSIBILITIES AND OBLIGATIONS
- PRODUCTS WHICH ARE PROHIBITED OR RESTRICTED FROM BEING LISTED ON COMPANY'S WEBSITE
- DELIVERY OF PRODUCTS
- REPLACEMENT/REFUND OF ORDER BY VENDOR
- COVENANTS OF SELLER
- WARRANTIES, REPRESENTATION AND UNDERTAKINGS OF SELLER
- WARRANTIES, REPRESENTATION AND UNDERTAKINGS OF THE WEBSITE USER
- INTELLECTUAL PROPERTY RIGHTS
- CUSTOMER DATA
- LIMITATION OF LIABILITY
- EFFECTS OF TERMINATION
- GOVERNING LAW AND DISPUTE RESOLUTION
- BINDING EFFECT
- INJUNCTIVE RELIEF
- FORCE MAJEURE
- WAIVER OF RIGHTS
- ENTIRE AGREEMENT
- CONTACT US
- "Company" shall mean Foodorb Global Pty Limited which owns and operates the website, www.foodorb.com.
- "Users" shall mean the individuals who may use the Company's website for purposes such as selling, buying, networking, posting, accessing and saving content on the website.
- "Seller" shall mean an individual or entity who/which wishes to get its products listed and sell the same on and through the website.
- "Customers" shall mean the individuals who may use the Company's website for buying the products of the Seller listed on Company's website.
- "Listing" shall mean and include the products of the Sellers and its related information published/posted on Company's website.
- "Shop" shall mean the virtual outlets/shops of sellers under whose name they list and sell various food products or related items and services in various categories on the website.
- "Registration" means the feature offered to Usersto register on our website by providing us your Username, Email- address, password. Once you create an account on our website, you can login on our website using your e-mail id and password and access the features, products, content and community of our website.
- It is your responsibility to keep your password secure. You will be liable for, and indemnify the Company for any loss or damage resulting from your failure to maintain password confidentiality. You agree to immediately notify the Company of any unauthorised use of your password or any breach of security. It is your responsibility to keep your account information up-to-date and accurate at all times.
- The official language of these terms shall be English.
- The headings and sub-headings are merely for convenience purpose and shall not be used for interpretation.
- You may use our website and the features and services it offers only if you are at least eighteen (18) years of age and can form a binding contract with us, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations.
- Any use or access to the website by anyone under 18 is strictly prohibited and in violation of this Agreement. Our website reserves the right to terminate your membership and refuse to provide you with access to the website if we discover that you are under the age of 18 years. The Service is not available to any Users previously removed from the Service by us, unless we provide such Users with specific written authorization to re-use the Service.
- By becoming a Registered User, you represent and warrant that you are at least 18 years old and that you have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement.
- Unauthorized Users are strictly prohibited from accessing or attempting to access, directly or indirectly, the website. Any such unauthorized use is strictly forbidden and shall constitute a violation of applicable state and local laws.
- Our website may, in its sole discretion, refuse to offer access to or use of the website to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the website is revoked in such jurisdictions.
- The Users will have to register with us in order to list their services on our website.
- In order to register with us, the Userwill have to click on the applicable link of "Sign up to Foodorb" which shall direct it to the registration page on our website and therein you have to provide details such as your Username, E-mail id, and password. Once the Usersregisters with us, their account will be created on our website and by using the same they will be able to access a multitude of features and perform multitude of acitvitieson our website. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify us via call or email at email@example.com of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. You must not share your password or other access credentials with any other person or entity that is not authorized to access your account. Without limiting the foregoing, you are solely responsible for any activities or actions that occur under your website account access credentials. We encourage you to use a "strong" password (a password that includes a combination of upper and lower case letters, numbers, and symbols) with your account. We cannot and will not be liable for any loss or damage arising from your failure to comply with any of the above.
- You agree to provide and maintain accurate, current and complete information about your Account. Without limiting the foregoing, in the event you change any of your personal information as mentioned above in this Agreement, you will update your Account information promptly.
- When creating an Account, don't:
- Provide any false personal information to us (including without limitation a false username) or create any Account for anyone other than yourself without such other person's permission;
- Use a username that is the name of another person with the intent to impersonate that person;
- Use a username that is subject to rights of another person without appropriate authorization; or
- Use a username that is offensive, vulgar or obscene or otherwise in bad taste.
- We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, false or misleading or to reclaim any username that you create through the Service that violates our Terms. If you have reason to believe that your Account is no longer secure, then you must immediately notify us at firstname.lastname@example.org.
- You shall not transfer or sell your account on our website and User ID to another party.
- Our Services are not available to temporarily or indefinitely suspended Sellers. Our website reserves the right, in its sole discretion, to cancel unconfirmed or inactive accounts. Our website reserves the right to refuse service to anyone, for any reason, at any time.
- One individual/seller can own only one account in his/her name but it can link its various shops (for various categories on the website) to that account and can operate the same through their single account.
- The Company offers the Users with an online platform to interact with other community members, sell and buy items and access website content and resources.
- The Company offers the Customers with an online platform which is a one stop shop for browsing and purchasing food and any related products, services and content.
- The Company offers the Seller with an online platform to list its products and sell the same to the Customers.
- The Seller shall upload on the website by logging in to their accounts the pictures and description of the Product and the selling price.
- The Customers will surf through the products and services listed on the website and make purchase of the same through our website.
- From time to time, Seller shall be responsible for providing details/information relating to the products proposed to be sold on the website to the Company. In this connection, Seller undertakes that all such information shall be accurate in all respects. Seller shall not exaggerate or over emphasize the attributes of such products so as to mislead Customers/buyers in any manner.
- Where Foodorb is the fulfilling agent for a Seller, the Seller will be responsible forproviding correct details/information relating to the products proposed to be sold on the websiteand fulfilled by the Company. In this connection, the Sellerundertakes that all such information shall be accurate in all respects. The Company is responsible for accurately uploading the product/services info provided by the Seller to the website.The Company shall not exaggerate or over emphasize the attributes of such products so as to mislead Customers/buyers in any manner.
- Foodorb as a retailer of the Sellershall update the stock in every 7 days and give prior information to the Company if the products are not in stock or are discontinued. The Seller shall keep the Company informed at all times about the availability of the products along with detailed specifications as may be required of the product. Order once placed on the website by the Customer shall have to be honored by the Seller at all costs.
- Any image used in the list/details of products/services provided by Seller to Company must be of the actual product proposed to be sold on the website and shall not copy images from the internet. In the instance of using an image from the internet, the Seller is to have copyrights over using such images. A Seller shall not disclaim any liability including liability with respect to authenticity, merchantability of products that they sell via the Website.
6. SELLER'S RESPONSIBILITIES AND OBLIGATIONS
- The Company as the fulfillment agent of the Seller agrees to ensure that the listing description of the products must not be misleading.
- All listed products must be listed in an appropriate category on the website.
- The Seller agrees to update accurate, current and complete information regarding the Seller as is requested during the Seller's registration process via the Website or email at email@example.com. Any changes in the offering of products need to be submitted in writing either via email, fax or printed list of products no later than 5 business days before the date the Seller requires the changes to be published.
- The sellers that are engaged in listing and selling food items through the website of the Company are required to mandatorily comply with their local food legislative requirements when preparing and selling the food.
- The sellers expressly agree that the Company shall in no case be liable or responsible if ever they fail to comply with their local food legislative requirements.
- Company may perform a variety of marketing activities to promote Seller and the Seller's list of Products and Servicesand other information provided to Company. All such marketing activities will be determined in Company's sole and absolute discretion and the Company's website content may be changed, without notice and from time to time, to reflect any such changes.
- The Seller hereby grants to Company a non-exclusive, transferable, royalty-free, fully-paid, worldwide license, to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part), and distribute such Marketing Materials, including any trademarks, trade names, service marks, logos, telephone numbers, and addresses therein, for any purpose, including marketing, commercial, advertising, promotional activities or otherwise, and with a right to sublicense, in connection with the Company's Website, or the Company's Marketing Activities; and, in connection with Company's exercise of the license rights granted by the Seller.
- Company may prepare derivative works of, or incorporate into other works, all or any portion of the Marketing Materials. The license rights granted hereby will apply to any form, media, or technology now known or hereafter developed.
ix. Company does not assert any ownership over the Marketing Materials; rather, as between Company and the Seller, and subject to the rights granted to Company herein, the Seller shall remain the owner of its Marketing Materials and the intellectual property rights associated thereto.
- The Seller declares that it has all rights, ownership, licenses and authorizations and is authorized to provide such services to the Customer via Company's website. The copy of such ownership, licenses, authorization shall be provided on demand without failure and/or protest.
- The Seller shall maintain a minimum of three (3) star rating of their Products and Services which they wish to list on the website. The Company has the right to investigate upon the rating of the products of the Seller and if at any time during investigation it is proved that the seller does not meet to the minimum required rating criteria for the products that it lists on our website, the Company shall remove the Seller from its website and shall also take appropriate legal action if required against the Seller for the same.
7. PRODUCTS WHICH ARE PROHIBITED OR RESTRICTED FROM BEING LISTED ON COMPANY'S WEBSITE
- The Company shall not be listing and/or selling the following products on/via its website. Thus, the Seller shall not include the following products in their list/details of products which they provide to the Company for the Company to list and sell on its website.
- Adult Material which includes pornography and other sexually suggestive materials (including literature, imagery and other media);
- Animals and Wildlife Products - examples include mounted specimens, and ivory
- Artifacts prohibited for sale
- Beta Software
- Bootleg/Pirated Recordings
- Brand Name Misuse
- Bulk marketing tools which include email lists, software, or other products enabling unsolicited email messages (spam)
- Cable descramblers and black boxes which includes devices intended to obtain cable and satellite signals for free
- Catalogue and URL Sales
- Child pornography which includes pornographic materials involving minors
- Copies of unauthorized Copyrighted materials whether in electronic or physical form or any other medium which may not be in existence at present
- Counterfeit Currency and Stamps
- Drugs considered illegal as per the local jurisdiction of the Seller
- Drug test circumvention aids which includes drug cleansing shakes, urine test additives, and related items
- Embargoed Goods
- Endangered species which includes plants, animals or other organisms (including product derivatives) in danger of extinction
- Firearms, Ammunition, Militaria and Knives
- Fireworks, Explosives and Explosive Substances; toxic, flammable and radioactive materials and substances
- Gaming/gambling which includes lottery tickets, sports bets, memberships/ enrolment in online gambling sites, and related content
- Government IDs and Licenses which includes fake Ids, passports, diplomas and noble titles
- Hacking and cracking materials which includes manuals, how-to guides, information, or equipment enabling illegal access to software, servers, watomites, or other protected property
- Hazardous and Restricted Items
- Human Parts and Remains
- Items Encouraging Illegal Activity – examples include an eBook describing how to create methamphetamine
- Miracle cures which includes unsubstantiated cures, remedies or other items marketed as quick health fixes
- Copyright unlocking items that includes Mod Chips or other devices designed to circumvent copyright protection
- Movie Prints
- Offensive Material - examples include ethnically or racially offensive material or any literature, products or other materials that: i) Defame or slander any person or groups of people based on race, ethnicity, national origin, religion, sex, or other factors ii) Encourage or incite violent acts iii) Promote intolerance or hatred
- Offensive goods, crime which includes crime scene photos or items, such as personal belongings, associated with criminals
- Police, Army, Navy and Air force Related Items
- Pre-Sale Listings
- Prescription drugs or herbal drugs or any kind of online pharmacies which includes drugs or other products requiring a prescription by a licensed medical practitioner
- Real Estate
- Regulated goods which includes air bags; batteries containing mercury; Freon or similar substances/refrigerants, chemical/industrial solvents, government uniforms, car titles or logos, license plates, police badges and law enforcement equipment, lock-picking devices, pesticides; postage meters, recalled items, slot machines; goods regulated by government or other agency specifications
- Replica and Counterfeit Items including imitations of designer goods; items without a celebrity endorsement that would normally require such an association, fake autographs, counterfeit stamps, and other potentially unauthorized goods
- Stocks and Other Securities or related financial products
- Stolen Property
- Surveillance Equipment
- Tobacco and cigarettes includes cigarettes, cigars, chewing tobacco, and related products]
- Traffic devices which includes radar detectors/ jammers, license plate covers, traffic signal changers, and related products
- Weapons which includes firearms, ammunition, knives, brass knuckles, gun parts, and other armaments
- Wholesale currency which includes discounted currencies or currency exchanges
- Any other product or service which is not in compliance with all the applicable laws and regulations whether federal, state, local or international including the laws of Canada.
- The Company reserves the right to modify, update and alter the list from time to time without any prior intimation.
- The Company also reserves the right to modify the listings if relevant details are missing and it may even remove the inappropriate listings on the website without any prior intimation.
- Joining and setting up a shop as a seller on the website is free. However, the Company receives a percentage of the sale price when items sell ("Fees"). Changes to the Fees are subject to change and are effective after the Company provides you with at least thirty (30) days' notice by posting the changes on the website. The Company may, at its sole discretion, change some or all of its services at any time. In the event the Company introduces a new service, the fees for that service are effective at the launch of the service. You are responsible for paying all fees and applicable taxes associated with using the website/Company.
- If the Company terminates a listing or your account, if you close your account, or if the payment of your Fees cannot be completed for any reason, you remain obligated to pay the Company for all unpaid Fees plus any interest, if applicable. If the seller's account is not paid in full and becomes past due, the seller risks the suspension of privileges and/or termination of the account and other collection mechanisms (including retaining collection agencies and legal action). If you have a question or wish to dispute a charge contact the Company at firstname.lastname@example.org.
- The Seller fees shall be debited into the account of the Company as soon as the transaction is made by the customer.
- The Company shall deduct its fees and transfer the remaining amount into the account of the Seller.
- The said transfers into the account of the Seller as mentioned in clause 8 (e) will be done on a weekly basis (Wednesday of every week).
- Where the Company is providing warehousing and order fulfillment on behalf of the Seller, the Company is responsible for processing and shipping of customers orders.
- The Company will send communications to the Sellers regarding transactions and account details via the website. These communications do not represent any endorsement, guarantee or legitimisation of your transaction. You are responsible for completing all transactions you participate in (including monitoring their status and complying with all relevant legal obligations).
9. DELIVERY OF PRODUCTS
- For those Sellers that choose Foodorbas their fulfillment agent, Foodorb will be responsible for processing and delivery of purchases to the customers.
- For those Sellers that are selling on Foodorb's platform, the website shall only take the orders and intimate the Seller about the order and then the Seller is responsible for the delivery of the products to the customer(s).
10. REPLACEMENT/REFUND OF ORDER BY VENDOR:
This Clause will be applicable if the Seller is responsible for order fulfillment.
- The Seller shall be responsible for any wrong/damaged/expired product being delivered to the customer. The Website will be used only as tool to communicate the order placement.
- The Seller agrees to replace the defective products at its own cost and shall not hold the Company responsible in any manner whatsoever.
- The Seller hereby authorizes the Company to entertain all claims of return of the Product in the mutual interest of the Seller as well as the Customer.
- If the product is not as per specification then the customer has the option to reject the order:
- Completely; or
This clause is applicable if the Company is responsible for order fulfillment
- The Seller shall be held responsible for any faulty/expired product that shall be delivered to the customer.
- In case the customer has been delivered with any damaged/expired/faulty product, the company shall replace the defective product and deduct the full amount of the defective product from the total cost of the product payable to the Seller. The seller shall also pay the additional shipment charges to the Company.
- The Company shall entertain all the reasonable claims of returns in the mutual interest of both the Seller and the Company.
11. COVENANTS OF SELLER
The Seller hereby covenants with the Company as under:
- The Seller shall maintain adequate stock/inventory of the products/items which have been listed on the website by the Company on behalf of Sellerat all times. In case the Seller is running out of supplies or is likely not to fulfill the o rder received by the Company, it shall update the inventory details on the website (Foodorb.com) or intimate to the Company at least 5 days in advance (if the Company is responsible for order fulfillment) so that notice of out of stockfor the product can be placed on the website.
- Not to mention in their list/details of products provided to the Company any products/goods/services which are either banned/prohibited by law or violates any of the intellectual property right of any party in respect of such products.
- The Seller declares that it has all rights, ownership, licenses and authorisations and is authorised to sale/provide such products to the customer via Company's website. The copy of such ownership, licenses, authorization shall be provided on demand without failure and/or protest.
- The Seller agrees to indemnify and keep indemnified the Company from all claims/losses (including advocate fee for defending/prosecuting any case) that may arise against the Company due to acts/omission on the part of the Seller.
- To provide to the Company, for the purpose of the listing/display on website of Company, the product description, images, disclaimer, delivery time lines, price and such other details for the products to be displayed and offered for sale.
- To ensure and not to provide any description/image/text/graphic which is unlawful, illegal, intimidating, obnoxious, objectionable, obscene, vulgar, opposed to public policy, prohibited by law or morality or is in violation of intellectual property rights including but not limited to Trademark and copyright of any third party or of inaccurate, false, incorrect, misleading description or is surrogatory in nature. Further it will forward the product description and image only for the product which is offered for sale through the website of the Company. The Seller agrees that in case there is violation of this covenant, it shall do and cause to be done all such acts as are necessary to prevent disrepute being caused to the Company.
- To provide full, correct, accurate and true description of the product so as to enable the customers to make an informed decision. The Seller agrees not to provide any such description/information regarding the product which amounts to misrepresentation to the customer.
- To be solely responsible for the quality, quantity, merchantability, guarantee, warranties in respect of the products offered for sale through portal of the Company.
- At all times have access to the Internet and its email account to check the orders placed by customers, status of approved orders and will ensure that the products ordered are delivered on time to the customers.
- To pass on the legal title, rights and ownership in the Products sold to the Customer.
- To be solely responsible for any dispute that may be raised by the customer relating to the products and services provided by the Seller. No claim of whatsoever nature will be raised on the Company.
- Any dispute arising in connection with this website which cannot be settled by negotiation between the parties or their representatives shall be submitted to arbitration in accordance with the laws of arbitration of Queensland, Australia. For website support please contact us at email@example.com; however, in the event of an order query, please contact the seller directly.
- The Seller shall at all time during the pendency of this agreement endeavor to protect and promote the interests of the Company and ensure that third parties rights including intellectual property rights are not infringed.
- The Seller covenants that it shall not solicit the customers of the Company's website at any time during the term of this agreement.
- The Seller shall use only those payment gateways and logistic services that are provided by the Company and shall at no times use their own payment gateways or logistic services.
12. WARRANTIES, REPRESENTATION AND UNDERTAKINGS OF SELLER
The Seller warrants and represents that:
- All obligations narrated under this Agreement are legal, valid, binding and enforceable in law against Seller.
- There are no proceedings pending against the Seller, which may have a material adverse effect on its ability to perform and meet the obligations under this Agreement;
- That it is an authorized business establishment and hold all the requisite permissions, authorities, approvals and sanctions to conduct its business and to enter into present agreement with the Company.
- It shall, at all times ensure compliance with all the requirements applicable to its business and for the purposes of this agreement including but not limited to Intellectual Property Rights, Value added tax, Excise and Import duties, etc. It further declares and confirms that it has paid and shall continue to discharge all its obligations towards statutory authorities.
- That it has adequate rights under relevant laws including but not limited to various Intellectual Property Legislation(s) to enter into this Agreement with the Company and perform the obligations contained herein and that it has not violated/ infringed any intellectual property rights of any third party.
- Please note that trust is the most important aspect of trade between buyers and sellers in marketplace and one of the key aspects of trust is fair pricing. For healthy transaction flow on Company's website, Seller is required to price its items responsibly. The Company constantly monitors prices for each merchant at various channels and shall not allow the Seller to quote a higher price. Seller should price its items to be same as the lowest rate they are selling at elsewhere or even lower but it should not be more. Violation of pricing policy will result into warning notices and can also result into removal of their products listed on the website by Company.
- Sellers on Company's website are prohibited to engage in direct communication with buyers for any pre-sale, order, post sale or returns related matters. Sellers are also not allowed to engage in direct or indirect marketing communication with buyers. However, Sellers should not be engaged in communication with the buyers. Violations of this may result in Product Listing cancellation.
- If any food product of the seller sold via the website of the Company needs recalling, the seller shall at all times follow the procedure of "recalling of products" set out by the Company and shall immediately intimate the admin of the website andthe admin shall inform the customerwho has bought the product that needs to be recalled.
- The seller shall be solely responsible for any mishap that occurs to the customer due to delay in recalling the product, by the seller and the Seller shall indemnify the Company of any or all losses that the Company suffers due to such negligence of the Seller.
13. WARRANTIES, REPRESENTATION AND UNDERTAKINGS OF THE WEBSITE USER
Both buyers and sellers must be at least 18 years of age, and able to form legally binding contracts under applicable law, or be under the supervision of a parent or guardian who is at least 18 years of age in order to be eligible to use the website. By using this website you represent and warrant that you are at least 18 years of age and that all registration information you submit is accurate and truthful. The Company may, in its sole discretion, refuse to offer access to or use of the website to any person or entity and change its eligibility criteria at any time.
14. INTELLECTUAL PROPERTY RIGHTS
- The Seller expressly authorises the Company to use its trade marks/copyrights/ designs /logos and other intellectual property owned and/or licenced by it for the purpose of reproduction on the website and at such other places as the Company may deem necessary. It is expressly agreed and clarified that, except as specified agreed in this Agreement, each Party shall retain all right, title and interest in their respective trademarks and logos and that nothing contained in this Agreement, nor the use of the trademark / logos on the publicity, advertising, promotional or other material in relation to the services shall be construed as giving to any Party any right, title or interest of any nature whatsoever to any of the other Party's trademarks and / or logos.
Foodorb allows you to post content, including photos, comments, links and other materials. Anything that is posted or otherwise made available on our website is referred to as "User Content". You retain all rights in, and are solely responsible for, the User Content you post on the website.
- You grant Foodorb and our users a non-exclusive, royalty-free, transferable, sub-licensable, worldwide licence to use, store, display, reproduce, save, modify, create derivative works, perform and distribute your User Content on Foodorb solely for the purposes of operating, developing, providing and using the Foodorb's features and services. Nothing in these Terms shall restrict other legal rights that Foodorb may have to User Content, for example under other licences. We reserve the right to remove or modify User Content for any reason, including User Content that we believe violates these Terms or our policies.
- Following termination or deactivation of your account, or if you remove any User Content from Foodorb, we may retain your User Content for a commercially reasonable period of time for backup, archive or audit purposes. Furthermore, Foodorb and its users may retain and continue to use, store, display, reproduce, save, modify, create derivative works, perform and distribute any of your User Content that other users have stored or shared through the website.
- We value hearing from our users and we are always interested in learning about how we can make Foodorb even yummier! If you choose to submit comments, ideas or feedback, you agree that we are free to use them without any restriction or compensation to you. By accepting your submission, Foodorb does not waive any rights to use similar or related feedback previously known to Foodorb, or developed by its employees, or obtained from sources other than you.
16. CUSTOMER DATA
- "Customer Data" means any and all identifiable information about customers/purchasers generated or collected by Company or the Seller, including, but not limited to, customer's name, email addresses, services availed, phone numbers, and customer's preferences and tendencies. The Seller agrees that it will only use the Customer Data in fulfilling the applicable Customer Order and in complying with its obligations in this Agreement, and the Seller agrees that Customer Data will not be used to enhance any file or list of the Seller or any third party.
Nothing in this Agreement will be construed as creating a relationship of partnership, joint venture, agency or employment between the Parties. The Company shall not be responsible for the acts or omissions of the Seller and Seller shall not represent the Company, neither does it have any power or authority to speak for, represent, bind or assume any obligation on behalf of the Company.
- The sellers shall indemnify the Company, its partners, officers, representatives, employees, etc from nay mishap that occurs to any customer because of any product of the seller that is sold to the customer through the website of the Company.
19. LIMITATION OF LIABILITY
- The Company on the basis of representation by the Seller is marketing the products of the Seller on its website to enable Seller to offer its products for sale through the Company's website. This representation is the essence of the Contract.
- The Company acts as a platform for certain goods to be sold and bought. The Company has no control over the quality, safety, or legality of any aspect of the items listed, the truth or accuracy of the listings, the ability of sellers to provide items advertised or the ability of buyers to pay for items. While the Companyendeavours to take reasonable care in preparing and maintaining the information on this Website, the Company does not review content or information provided by sellers for display on the Website and therefore does not warrant the accuracy, reliability, adequacy or completeness of any of the website content.
- It is expressly agreed by the Seller that the Company shall under no circumstances be liable or responsible for any loss, injury or damage to the Seller or any other party whomsoever, arising on account of any transaction under this Agreement.
- The Seller agrees and acknowledges that it shall be solely liable for any claims, damages, allegation arising out of the Products offered for sale through Company's website (including but not limited to quality, quantity, price, merchantability, use for a particular purpose, or any other related claim) and shall hold the Company harmless and indemnified against all such claims and damages. Further the Company shall not be liable for any claims, damages arising out of any negligence, misconduct or misrepresentation by the Seller or any of its representatives.
- The Company under no circumstances shall be liable to the Seller for loss and/or anticipated loss of profits, or for any direct or indirect, incidental, consequential, special or exemplary damages arising from the subject matter of this Agreement, regardless of the type of claim and even if the Seller has been advised of the possibility of such damages, such as, but not limited to loss of revenue or anticipated profits or loss business, unless such loss or damages is proven by the Seller to have been deliberately caused by the Company.
This Agreement may be terminated by the Company forthwith in the event:
- Users commits a material breach of any representation, obligations, covenant, warranty or term of this agreement and the same is not cured within 30 days after written notice given by the Company.
- If a Petition for insolvency is filed against the User.
- If the User is in infringement of the third party rights including intellectual property rights.
This agreement may be terminated without reason by either party after serving upon the other, a written notice of 30 days. The agreement shall stand terminated after expiry of such period.
21. EFFECTS OF TERMINATION
- In the event of termination/expiry of this Agreement, the Company shall remove and shall discontinue display of the User's products/content on its website with immediate effect.
- Company shall not be liable for any loss or damages (direct, indirect or inconsequential) incurred by the Userby virtue of termination of this agreement.
- During the period under notice both the parties shall be bound to perform its obligations incurred under this agreement and this sub-clause shall survive the termination of this agreement.
22. GOVERNING LAW AND DISPUTE RESOLUTION
- This Agreement and any action related thereto will be governed by the laws of Australiawithout regard to or application of its conflict of law provisions or Seller's state or country of residence.
- User agrees to submit to the exclusive jurisdiction of the courts sitting in Queensland, Australia in relation to proceedings arising out of this agreement.
- If there is a dispute between the Seller and a Customer, the Seller understands and agrees that Company is under no obligation with respect thereto, and the Seller, to the fullest extent permitted by law, hereby releases Company and its affiliates, and each of their respective officers, directors, employees, service providers, affiliates, agents, and successors from, and agrees to indemnify each of the foregoing for any losses incurred in connection with, any and all claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Company.
- The Seller agrees that in case it is unable to resolve its disputes with the customers then the Company has the right to remove the Seller from its listings on the website and terminate this agreement.
- In case of dispute between Company and the Seller, the same shall be referred to the decision of a Sole Arbitrator to be appointed by the Company in accordance with and subject to the provisions of the Arbitration laws of Australia.
- The venue of such Arbitration shall be at Queensland in order to deal with the arbitration proceedings and the awards in accordance with law.
- The decision of the arbitrator shall be final and binding.
- The language to be used and all written documents provided in any such arbitration shall be in English.
TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY AND ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THIS AGREEMENT, THE WEBSITE AND ANY USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE'S CONTENT OR THE CONTENT OF ANY OTHER WEBSITES LINKED TO THE WEBSITE, AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM THE SELLER'S ACCESS TO AND USE OF THE WEBSITE, (C) ANY UNAUTHORIZED ACCESS TO OR USE OF COMPANY'S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY, AND/OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE. COMPANY DOES NOT GUARANTEE THE PRIVACY, SECURITY OR AUTHENTICITY OF ANY INFORMATION SO TRANSMITTED OVER OR STORED IN ANY SYSTEM CONNECTED TO THE INTERNET OR MOBILE DEVICES.
- Except as explicitly stated otherwise, any notices given to Company shall be given by email to firstname.lastname@example.org. Any notices given to the Seller shall be to the email address provided by the Seller to the Company at the time of listing (or as such information may be updated via the website by Seller from time to time) or at the mailing address provided by Seller to the Company.
- Any notice, demand, or request with respect to this Agreement shall be in writing and shall be effective only if it is delivered by email, personal service, by air courier with receipt of delivery, or mailed, certified mail, return receipt requested, postage prepaid, to the address set forth above. Such communications shall be effective when they are received by the addressee; but if sent by certified mail in the manner set forth above, they shall be effective five (5) days after being deposited in the mail. Any party may change its address for such communications by giving notice to the other party in conformity with this section.
25. BINDING EFFECT
This agreement shall be binding upon, and inure to the benefit of, the successors, executors, heirs, representatives, administrators and permitted assigns of the parties hereto.
The Seller shall have no right to (a) assign this agreement, by operation of law or otherwise; or (b) subcontract or otherwise delegate the performance of the services without Company's prior written consent which may be withheld as Company determines in its sole discretion. Any such purported assignment shall be void. The Company at its sole discretion may assign this agreement to any third party.
If any provision of this agreement shall be found invalid or unenforceable, the remainder of this agreement shall be interpreted so as best to reasonably effect the intent of the parties.
28. INJUNCTIVE RELIEF
Seller acknowledges and agrees that in the event of a breach or threatened breach of this agreement by Seller, Company will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce this agreement.
- Company may at any time at its sole discretion modify this Agreement from time to time, and any such changes will (i) be reflected on the Website, (ii) be effective thirty calendar days after being so posted on the Website, (iii) not apply retroactively, and (iv) not apply to any disputes arising prior to the effective date of such change. Company shall also post the amended agreement at the address of the Seller. The Seller agrees to be bound to any such changes and understands the importance of regularly reviewing this Agreement as updated on the website to keeping the Seller's listing and contact information current.
- Notwithstanding anything to the contrary herein, Company reserves the right to, at any time and from time to time, change, alter, modify, or discontinue the Website and (or any part thereof) with or without notice. The Seller agrees that Company shall have no liability to the Seller or to any third party for any change, alteration, modification, suspension, discontinuance, or amendment of the Company's Website.
30. FORCE MAJEURE
Except with regard to payment obligations, either party shall be excused from delays in performing or from failing to perform its obligations under this contract to the extent the delays or failures result from causes beyond the reasonable control of the party, including, but not limited to: failures or default of third party software, Sellers, or products; acts of God or of the public enemy; foreign governmental actions; strikes; communications, network connection, or utility interruption or failure; fire; flood; epidemic; and freight embargoes.
31. WAIVER OF RIGHTS
A failure or delay in exercising any right, power or privilege in respect of this agreement will not be presumed to operate as a waiver, and a single or partial exercise of any right, power or privilege will not be presumed to preclude any subsequent or further exercise, of that right, power or privilege or the exercise of any other right, power or privilege.
- Termination of this agreement for any cause whatsoever shall not release a party from any liability which, at the time of termination, has already accrued to the other party or which may thereafter accrue in respect of any act or omission prior to such termination.
- Article headings are inserted for convenience of reference only and shall not be deemed to affect the interpretation of this agreement or of any clause.
- Each party shall co-operate with the other and execute and deliver to the other such instruments and documents and take such other actions as may be reasonably requested from time to time in order to carry out, give effect to and confirm their rights and the intended purpose of this agreement.
33. ENTIRE AGREEMENT
34. CONTACT US
- For any further clarification of out Terms and Conditions, please write to us at email@example.com (email address).
- Our legal representatives can be contacted at Attn: Legal Department at firstname.lastname@example.org.
- Our Dispute Resolution team can be contacted at email@example.com.