Last updated: January 25, 2021 We reserve the right to amend these Terms and Conditions at any time without prior notice. In the event that any changes are made, the revised Terms and Conditions are notified at least 30 days prior to any changes in the pricing policy.. We reserve the right to amend these Terms and Conditions to reflect changes in the law, our data collection and use practices, the features of our Services, or advances in technology. Use of information that we collect is subject to the Privacy Policy in effect at the time such information is used. If we make any material changes to this Privacy Policy, we will post the changes here. Please review the changes carefully. Your continued use of the Services following the posting of changes to this Privacy Policy will constitute your consent and acceptance of those changes. Definitions In these Terms of Use, the following words shall have the meanings ascribed below: Ventii Eats (the "Company," "we," "us," and "our,") ”Merchant” refers to any person who uses the platform and or/software to sell products and transacts with the customers. ”Customers” (“ End User”) refers to any person who uses the platform and or/software to transact with Ventii Eats’ Merchants. “Users” means any person who uses the application, platform and/or software to search for and obtain the solutions. “Services” refers to all the works performed by Ventii Eats electronically through the Software it developed. “Merchant Wallet” refers to the Merchant’s balance with Ventii Eats. “Solutions” means the following transportation and/or logistics services which are made available to Users through the Service “Ventii Eats Payment Feature” refers to the payment portal or transaction platform that the Users and Merchants can use to transact. Entire Agreement This Agreement contains the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior agreements or understandings, inducements or conditions, expressed, or implied, oral or written, except which stated in the attachment. The Merchant hereby reads, understands, agrees to the applicable terms and conditions, which may be updated by Ventii Eats from time to time (“Terms”) and are deemed as an integral part of this Agreement; Terms This Agreement shall take effect from the date of this Agreement and shall continue in force until terminated in writing by either Party. Scope of Service Ventii Eats appoints Merchant, and Merchant agrees to be appointed by Ventii Eats as (i) Ventii Eats’ restaurant partner; and/or (ii) Ventii Eats’ retail partner, and/or (iii) Ventii Eats’ wholesale partner whereby Ventii Eats is entitled to accept orders on behalf of the Merchant from End User through Ventii Eats (“Services”). The Services as provided on the scope of Services is limited to: > referring End User to the Merchant; > accepting orders and payments from End User, according to the method sets by Ventii Eats; and > passing the payment and order from the End User to the Merchant according to the method set by Ventii Eats > sending the order through our partner courier from Merchant to End User according to the methods set by Ventii Eats. Ventii Eats may carry out changes to Services, or suspend the Services, without notice. Merchant hereby agrees to open and maintain cooperation with Ventii Eats regarding the availability and acceptance of Ventii Eats Payment Feature, to facilitate any payment related to Ventii Eats products and services. In relation to the Ventii Eats Payment Feature, Merchant hereby gives its consent to Ventii Eats to collect all transactions or any fees related to Ventii Eats and/or on behalf of Ventii Eats, from Merchant’s funds generated from payments made by using Ventii Eats Payment Feature. In no cases will the Merchant hold Ventii Eats liable for the collection of transaction fees or any fees related to Ventii Eats and/or on behalf of Ventii Eats. Merchant also agrees to give the right to Ventii Eats to share transaction data in relation to orders using the Ventii Eats Website and/or Personal Data (if necessary) to Ventii Eats, solely for the purpose of such Ventii Eats Payment Feature. Ventii Eats’ Obligations > Ventii Eats guarantees that it possesses all licenses required by prevailing laws and regulations and that there are no ongoing criminal, bankruptcy, or tax proceedings, or other penalties outstanding in relation to its business operations. > Ventii Eats shall perform reasonable due diligence to ensure the safety and security of the platform. > Ventii Eats shall present on the Ventii Eats Website the range of food and/or beverage products offered by the Merchant under Ventii Eats Services. > In connection with Ventii Eats, whenever an order is received by Ventii Eats, Ventii Eats will communicate the order details to the Merchant for food and/or beverage preparation. A rider will collect the prepared order as a take-away order. The rider will then deliver the order to the End User. In the event that the End User selects pick up as their preferred freight method, Ventii Eats will send all necessary information to the End User. > Ventii Eats provides real-time SMS and email notifications to ensure that the Merchant is informed of orders. > Ventii Eats shall disburse the food and/or beverage amount to the Merchant for orders completed. Fund transfers will be done on a weekly basis, following our payout schedule. To learn more about our payout schedule, visit our Help page. > In order to maintain its reputation for quality and high standard of service, Ventii Eats reserves the right to terminate the relationship with the Merchant if the Merchant repeatedly receives bad reviews and/or complaints of failure to fulfill delivery orders. Merchant's Obligations > The Merchant shall provide Ventii Eats with all information necessary to present the Merchant’s offering. This includes the Merchant’s logo, menu, products, images, prices, and its company identity, which for small businesses includes the owner’s full name and legal address, bank details and for corporations includes the company name, business documents, corporate registration number, registered address, trade name, authorized signatory, and tax identification number (NPWP). Relevant changes are to be communicated to Ventii Eats immediately. The Merchant is required to verify the information published by Ventii Eats and immediately point out any mistakes or inaccuracies. The Merchant shall immediately notify Ventii Eats should there be price changes. For avoidance of doubt, the Merchant’s logo, menu, products, images, prices, and its company identity may be published on Ventii Eats Website and other media means (including but not limited to Twitter, Facebook, Instagram, and Google AdWords). > The Merchant guarantees that the information published on Ventii Eats Website relating to the Merchant’s offering satisfies all legal requirements, and in particular satisfies information requirements for End User protection. Ventii Eats is not required to publish the Merchant’s offering on Ventii Eats Website if all relevant information has not been received. > The Merchant guarantees that the information provided by the Merchant does not violate any third party’s Intellectual Property Rights. > The Merchant will prepare and process orders with all reasonable care on or before the scheduled delivery date. The Merchant is required to keep its listed food and/or beverage products available to the best of its ability. > The Merchant guarantees that the food and/or beverage products provided, prepared, and sold to End Users are in good quality and safe for consumption. In the event that any food and/or beverage products from the Merchant are spoiled, defected, broken, or result in food poisoning, allergies, or other effects that will disappoint or harm the End User, the Merchant will be personally responsible and/or legally liable for such incident, both material and immaterial, and release Ventii Eats from any claim related to such matter. > For Ventii Eats Services, the Merchant is obligated to notify Ventii Eats at least one day before the scheduled delivery or pick-up date if the Merchant is unable to fulfill an order, so that Ventii Eats can notify the End User immediately. > The Merchant guarantees that the food and/or beverage products offered are of high quality and that their storage, production, and preparation comply with all relevant food safety regulations. If any violations are found by the relevant authorities, the Merchant must notify Ventii Eats immediately. > The Merchant guarantees that it possesses all licenses required by prevailing laws and regulations and that there are no ongoing criminal, bankruptcy, or tax proceedings, or other penalties outstanding in relation to its business operations. > The Merchant guarantees to take great care to keep up-to-date its range of products, prices, and associated terms and conditions. > Pay the Fees to Ventii in accordance to the method sets by Ventii; > Provide a reasonable penalty fee if such Fees are not paid according to the due date (If applicable). > The Merchant acknowledges and agrees that the Driver may batch several orders for trip efficiencies (where applicable). > The Merchant acknowledges that Ventii Eats is not liable for any damages to the goods during transit. Fees and Payment Obligation All Ventii Eats orders are subject to a Commission Fee. This is charged on every order you receive through Ventii Eats, for both Delivery and Pick Up orders. Commission Fee shall be paid on deduction from Meal payment basis. In particular, payment of Meals shall be received by Ventii Eats from the End Users and shall be paid to Merchant on the payout dates. Click here for more information on your payouts. For payment purposes, Merchant hereby expressly authorizes Ventii Eats (with substitution rights) to be the sole attorney in fact to collect Meal payments from the End User for each Meal transaction. Payment/Remittance Method: All payments and remittances under this Agreement shall be effected through such payment/remittance arrangements as may be separately agreed between Ventii Eats and Merchant including, among others, bank transfers. In consideration to Ventii Eats’ provision of Services under this Agreement, the Merchant shall pay Ventii Eats the Commission Fee. For avoidance of doubt, the Merchant is not allowed to charge any service charge to the End User. The Merchant agrees to pay any and all costs and expenses in connection to any payment obligation to Ventii Eats (including but not limited to promo and campaign, cancellation policy) in the manner as Ventii Eats may specify from time to time (including but not limited to deductions from your payouts in the Ventii Eats Website, to pay for your liabilities and/or outstanding obligation to Ventii Eats or its affiliates), either via Ventii Eats’ account or other accounts or payment channels appointed by Ventii Eats. The Merchant hereby agrees to pay and bear any costs (if applicable) such as admin/transfer fees or other fee, in connection with the transfers made by other accounts or payment channels appointed by Ventii Eats, which are intended to make payments to Merchant’s personal account. Ownership and Rights Each Party warrants that it is the legal licensee of all Intellectual Property Rights used under this Agreement and free from any infringement or violation of any third party ownership or intellectual property rights and no other party will claim to have the same ownership of such Intellectual Property Rights. All reports, specifications, other similar documents compiled or prepared in the course of this Agreement, including documents, materials produced in respect of the Services and any derivation of any Intellectual Property Rights granted by any Party, pursuant to the previous clause, shall be the absolute property of such Party throughout their preparation and at all times thereafter. For the avoidance of doubt, the Intellectual Property Rights subsisting in all reports, specifications and other similar documents set out in this clause shall at all times remain vested in the relevant Party. Each Party warrants that it will not use any other Party’s trademark for any marketing activities, including but not limited to promotional activities without prior written consent from the other Party and unless it is conducted based on this Agreement. Permissible age The Services are not intended for users under the age of 18, unless permitted under applicable local laws (Permissible Age). We do not knowingly collect any personal information from users, market to, or solicit information from anyone under the Permissible Age. If we become aware that a person submitting personal information is under the Permissible Age, we will delete the account and any related information as soon as possible. If you believe we might have any information from or about a user under the Permissible Age, please contact us at ventiieats@gmail.com. Third party links and services Our Services may contain links to third-party websites. Your use of these features may result in the collection, processing, or sharing of information about you, depending on the feature. Please be aware that we are not responsible for the content or privacy practices of other websites or services which may be linked on our Services. We do not endorse or make any representations about third-party websites or services. Our Privacy Policy does not cover the information you choose to provide to or is collected by these third parties. We strongly encourage you to read such third parties' privacy policies. Data retention and account termination You can close your account by visiting your profile settings page on our website. We will remove your public posts from view and/or dissociate them from your account profile, but we may retain information about you for the purposes authorized under this Privacy Policy unless prohibited by law. Thereafter, we will either delete your personal information or de-identify it so that it is anonymous and not attributed to your identity. For example, we may retain information to prevent, investigate, or identify possible wrongdoing in connection with our Services or to comply with legal obligations. Responsibility Merchants must be aware that they are fully liable for their own products and inquiries as Ventii Eats is simply an avenue to help the community in posting and searching home-cooked meals. By understanding this, Ventii Eats will not be responsible for missed deliveries or food spoilage that may be received by buyers. Merchants are accountable for their brand and product information posted on the platform.