Terms and Conditions
Store Performance App (Manager by Deliverect)
Last updated: May 6, 2024
You are entering into these terms and conditions (“Terms”) with Deliverect NV, a company incorporated under the laws of Belgium, with company number 0692.623.253, and with registered office at Foreestelaan 82, 9000 Ghent, Belgium (“Deliverect”). These Terms govern your use of the store performance mobile application of Deliverect, also referred to as “Manager by Deliverect” (“App”). These Terms are effective as of the date on which they are accepted by you (by checking the acceptance box, by any other means of acceptance, or from the moment you first login into the App) (“Effective Date”).
License. By accepting these Terms, Deliverect grants you a limited, non-transferable, non-exclusive and revocable license to access and use the App. You understand and agree that Deliverect may temporarily suspend or revoke this license at any time and for any reason, without notice, including but not limited to when you breach these Terms, if requested by Merchant to protect Merchant Confidential Information, if your user role is modified by Merchant and the new user role attached to your account does not have access to the App, or at Deliverect’s sole discretion.
Scope and Relationship. Deliverect is a technology service provider of the restaurant or merchant that you work with and/or otherwise provide services to (“Merchant(s)”). You acknowledge and agree that the extent of your relationship with Deliverect is limited to your access and use of the App, and that these Terms and/or the use of the App, do not create a joint-venture, partnership, agency, or employment relationship between you and Deliverect.
Login. You can login to the App using your Deliverect credentials. If you do not have an account with Deliverect you will not be allowed to login and access the App.
Merchant Confidential Information. The App will allow you to access certain confidential information of the Merchant’s stores (“Merchant Confidential Information”). By accepting these Terms you represent and warrant that: (a) You have been authorized by Merchant to access and use Merchant Confidential Information through the App, and; (b) You will only use, process, store and/or disclose Merchant Confidential Information as instructed or otherwise allowed by Merchant.
Deletion. You acknowledge and agree that you will delete the App from any mobile devices where you have installed it, and request Deliverect to delete your account, if and when you stop working and/or providing services to Merchant. You acknowledge and understand that this is a reasonable measure to protect the Merchant Confidential Information that is available in the App.
Updates. You acknowledge and agree that Deliverect reserves the right to implement updates, modifications, or enhancements on the App, or any part thereof (“Updates”), at any time, and for any reason. You understand and agree that your access to the App may be suspended or revoked if you do not update the App to its latest version. Furthermore, you acknowledge and agree that Deliverect reserves the right to deprecate the App at any time and for any reason.
Privacy. Deliverect does not collect or process Personal Data from you while using the App. “Personal Data” means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.
Restrictions. You acknowledge and agree that you shall not, and shall not allow third parties to: (a) copy, duplicate, create derivative works from, frame or "mirror" the App or any part thereof on any server or wireless or internet-based device, republish, download, display, transmit, translate, distribute or create Internet “links” to all or any portion of the App in any media or form; (b) modify, reconstruct, adapt, alter, reverse compile or reverse engineer, attempt to discover the source code or underlying algorithms user interface techniques or ideas, decompile, disassemble or otherwise reduce to human-perceivable form all or any part of the App; (c) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make available any part of the App to any third party; (d) access or use the App or any part thereof to provide services to third parties, to build a competitive product or service or a product or service using similar ideas, features, functionalities, functions or graphics as the App or any part thereof; (e) take any action in an attempt to cause malfunction, crash, tamper with or otherwise impair the App or any part thereof; or (f) take any action that would cause the any information related to the App to fall in public domain. Generally, you agree that you will not use the App for purposes for which it was not intended.
Representations and Warranties. By accepting these Terms, You represent and warrant that: (i) You have full power and authority to enter into these Terms and perform the obligations hereunder; (iii) You will comply with all applicable laws and regulations in their performance of these Terms and; (iv) You will provide and maintain up to date and accurate information with Deliverect (including the information that is associated to your account).
Disclaimer. Deliverect makes no representations, and hereby expressly disclaims all warranties, express or implied, statutory or otherwise, to the maximum extent permitted by applicable law, regarding the App or any portion thereof and in respect of Merchant Confidential Information, including any implied warranty of merchantability or fitness for a particular purpose, implied warranties arising from course of dealing or course of performance, performance, reliability, availability, accuracy or completeness. You acknowledge and agree that the App and Merchant Confidential Information is provided “as is”. Deliverect does not warrant that the App or Merchant Confidential Information shall be uninterrupted, error-free or that it shall meet your specific needs, nor that the App, or information provided by Deliverect under these Terms or in connection with the App shall be free from viruses, harmful components, errors or defects (nor that the said shall be correct), nor that the App shall operate in combination with other services, hardware, software, system or data. Deliverect shall have no liability for the (in)correctness of any data provided to it under these Terms or for any malfunction of the App.
Limitation of Liability. To the maximum extent permitted by the applicable law, in no event shall Deliverect be liable for any claim for any indirect, punitive, incidental, exemplary or consequential damages, for loss of business profit, or damages for loss of business of you, or third party, arising out of these Terms, or loss or inaccuracy of data of any kind, whether based on contract, tort or any other legal theory, even if Deliverect had been advised of the possibility of such damages. Deliverect's combined total cumulative liability of each and every kind under these Terms shall not exceed €100 (one hundred Euros) or its equivalent thereof in local currency.
Governing Law and Dispute Resolution. These Terms shall be governed, construed, and interpreted in accordance with the laws of Belgium, without regard to its conflict of laws provisions. Disputes that relate to these Terms will in first instance try to be resolved through amicable resolution between the parties. If the parties fail to resolve the dispute, either party may file legal action against the other before the courts of Ghent, Belgium.
Changes to the Terms. Deliverect reserves the right to modify these Terms, for any reason, by providing you with thirty (30) days’ written notice.
Intellectual Property. These Terms do not intend and shall not bring or be construed to bring any change to the propriety of or licenses to any intellectual property of the Deliverect. You agree that you shall not, as a result of these Terms, be entitled to any claim with regard to any intellectual property to which, prior to the signing of these Terms, you were not entitled. Deliverect is and remains the exclusive owner of all its intellectual property relating to its products and services including, but not limited to, the intellectual property that underlies or is incorporated, included or used in the App, websites, or software.
Confidentiality. If you have access to Confidential Information from Deliverect in the performance of these Terms, you agree that you will not disclose it to any third parties, or use it in any way other than as necessary to perform your obligations under these Terms. You will not, and will not authorize others to, remove or deface any notice of copyright, trademark, logo, legend, or other notices of ownership from any originals or copies of the Confidential Information. The foregoing prohibition on use and disclosure of Confidential Information will not apply to the extent: (i) Deliverect has authorized such use or disclosure and (ii) You are required to disclose certain Confidential Information as a matter of law or by order of a court, provided that you give Deliverect prior written notice of such obligation to disclose (to the extent legally permissible) and reasonably assist in obtaining a protective order prior to making such disclosure. Upon expiration or termination of these Terms and as requested by Deliverect, you will deliver to Deliverect (or destroy at the Deliverect’s election) any and all materials or documents containing Deliverect’s Confidential Information, together with all copies thereof in whatever form. Deliverect makes no representation or warranty that Confidential Information is complete or accurate; all Confidential Information is provided "as is". “Confidential Information” means any confidential, proprietary or other non-public information disclosed by Deliverect whether disclosed verbally, in writing, or by inspection of tangible objects. Confidential Information will not include information that (a) was previously known to you without an obligation of confidentiality; (b) was acquired by you without an obligation of confidentiality from a third party with the right to make such disclosure; or (c) is or becomes publicly available through no fault of you.
Term and Termination. These Terms are open ended from the Effective Date. Either party may terminate these Terms at any time, for any reason, without written notice. You may stop using the App at any time, for any reason, and without notice. If you stop using the App your account may be deleted. Upon termination of these Terms you will lose access to the App and all the data therein (including Merchant Confidential Information).
General.
Any notice to Deliverect should be provided at support@deliverect.com. Notices to you will be sent to the email address associated with your Deliverect account. Notice terms shall be calculated using calendar days.
Failure of either party to enforce, at any time or for any period of time, the provisions hereof, or the failure of either party to exercise any option herein, shall not be construed as a waiver of such provision or option and shall in no way affect that party’s right to enforce such provision or exercise such options.
If any provision of these Terms is held to be illegal, invalid or unenforceable, in whole or in part, such provision or part thereof shall to that extent be deemed not to form part of these Terms but the legality, validity and enforceability of the remainder of these Terms shall not be affected. In that event, the parties shall replace the illegal, invalid or unenforceable (part of the) provision with a (part of a) provision that is legal, valid and enforceable and that has, to the greatest extent possible, a similar effect as the illegal, invalid or unenforceable (part of the) provision, given the content and purposes of these Terms.
You may not assign or transfer these Terms or any of its rights or obligations hereunder, in whole or in part, without the prior written consent of Deliverect. Deliverect reserves the right to assign these Terms or any of its rights and obligations hereunder, in whole or in part, without written notice to you, to any of its affiliates or to any third party.
These Terms contain the full and complete understanding and agreement between the parties. Unless otherwise stated herein, these Terms supersede all prior understandings and agreements, whether oral or written executed between you and Deliverect.
The parties acknowledge that there are no third-party beneficiaries to these Terms. Nothing contained in these Terms is intended to or shall be interpreted to create any third-party beneficiary claims.