ENGLISH VERSION

Privacy and Data Protection Policy

Last updated: March 2021

 

This Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your information when You use the Service and tells You about Your privacy rights and how the law protects You.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

 

Definitions

 

For the purposes of this Privacy Policy:

  • Account means a unique account created for You to access our Service or parts of our Service.

  • Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to Zarix Solution LTD, London (UK).

  • Cookies are small files that are placed on Your computer, mobile device or any other device by a website, containing the details of Your browsing history on that website among its many uses.

  • Country refers to: United Kingdom

  • Device means any device that can access the Service such as a computer, a smartphone or a digital tablet.

  • Personal Data is any information that relates to an identified or identifiable individual.

  • Service refers to the Website.

  • Service Provider means any natural or legal person who processes the data on behalf of the Company. It refers to third-party companies or individuals employed by the Company to facilitate the Service, to provide the Service on behalf of the Company, to perform services related to the Service or to assist the Company in analysing how the Service is used.

  • Third-party Social Media Service refers to any website or any social network website through which a User can log in or create an account to use the Service.

  • Usage Data refers to data collected automatically, either generated by the use of the Service or from the Service infrastructure itself (for example, the duration of a page visit).

  • Website refers to Complitaly, accessible from www.complitaly.uk 

  • You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

 

Collecting and Using Your Personal Data

 

Types of Data Collected

 

Personal Data

 

While using Our Service, We may ask You to provide Us with certain personally identifiable information that can be used to contact or identify You. Personally identifiable information may include, but is not limited to:

  • Email address

  • First name and last name

  • Phone number

  • Usage Data

 

Usage Data

 

Usage Data is collected automatically when using the Service.

 

Usage Data may include information such as Your Device’s Internet Protocol address (e.g. IP address), browser type, browser version, the pages of our Service that You visit, the time and date of Your visit, the time spent on those pages, unique device identifiers and other diagnostic data.

When You access the Service by or through a mobile device, We may collect certain information automatically, including, but not limited to, the type of mobile device You use, Your mobile device unique ID, the IP address of Your mobile device, Your mobile operating system, the type of mobile Internet browser You use, unique device identifiers and other diagnostic data.

We may also collect information that Your browser sends whenever You visit our Service or when You access the Service by or through a mobile device.

Tracking Technologies and Cookies

We use Cookies and similar tracking technologies to track the activity on Our Service and store certain information. Tracking technologies used are beacons, tags, and scripts to collect and track information and to improve and analyse Our Service. The technologies We use may include:

  • Cookies or Browser Cookies. A cookie is a small file placed on Your Device. You can instruct Your browser to refuse all Cookies or to indicate when a Cookie is being sent. However, if You do not accept Cookies, You may not be able to use some parts of our Service. Unless you have adjusted Your browser setting so that it will refuse Cookies, our Service may use Cookies.

  • Flash Cookies. Certain features of our Service may use local stored objects (or Flash Cookies) to collect and store information about Your preferences or Your activity on our Service. Flash Cookies are not managed by the same browser settings as those used for Browser Cookies. For more information on how You can delete Flash Cookies, please read “Where can I change the settings for disabling, or deleting local shared objects?” available at 

  • Web Beacons. Certain sections of our Service and our emails may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit the Company, for example, to count users who have visited those pages or opened an email and for other related website statistics (for example, recording the popularity of a certain section and verifying system and server integrity).

 

Cookies can be “Persistent” or “Session” Cookies. Persistent Cookies remain on Your personal computer or mobile device when You go offline, while Session Cookies are deleted as soon as You close Your web browser. 

 

We use both Session and Persistent Cookies for the purposes set out below:

  • Necessary / Essential Cookies 
    Type: Session Cookies
    Administered by: Us
    Purpose: These Cookies are essential to provide You with services available through the Website and to enable You to use some of its features. They help to authenticate users and prevent fraudulent use of user accounts. Without these Cookies, the services that You have asked for cannot be provided, and We only use these Cookies to provide You with those services.

  • Functionality Cookies
    Type: Persistent Cookies
    Administered by: Us
    Purpose: These Cookies allow us to remember choices You make when You use the Website, such as remembering your login details or language preference. The purpose of these Cookies is to provide You with a more personal experience and to avoid You having to re-enter your preferences every time You use the Website.

 

For more information about the cookies we use and your choices regarding cookies, please visit our Cookies Policy or the

 

Cookies section of our Privacy Policy.

 

Use of Your Personal Data

 

The Company may use Personal Data for the following purposes:

  • To provide and maintain our Service, including to monitor the usage of our Service.

  • To manage Your Account: to manage Your registration as a user of the Service. The Personal Data You provide can give You access to different functionalities of the Service that are available to You as a registered user.

  • For the performance of a contract: the development, compliance and undertaking of the purchase contract for the products, items or services You have purchased or of any other contract with Us through the Service.

  • To contact You: To contact You by email, telephone calls, SMS, or other equivalent forms of electronic communication, such as a mobile application’s push notifications regarding updates or informative communications related to the functionalities, products or contracted services, including the security updates, when necessary or reasonable for their implementation.

  • To provide You : with news, special offers and general information about other goods, services and events which we offer that are similar to those that you have already purchased or enquired about unless You have opted not to receive such information.

  • To manage Your requests : To attend and manage Your requests to Us.

  • For business transfers:  We may use Your information to evaluate or conduct a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Our assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Data held by Us about our Service users is among the assets transferred.

  • For other purposes:  We may use Your information for other purposes, such as data analysis, identifying usage trends, determining the effectiveness of our promotional campaigns and to evaluate and improve our Service, products, services, marketing and your experience.

 

We may share Your personal information in the following situations:

  • With Service Providers: We may share Your personal information with Service Providers to monitor and analyse the use of our Service, to contact You.

  • For business transfers: We may share or transfer Your personal information in connection with, or during negotiations of, any merger, sale of Company assets, financing, or acquisition of all or a portion of Our business to another company.

  • With Affiliates: We may share Your information with Our affiliates, in which case we will require those affiliates to honour this Privacy Policy. Affiliates include Our parent company and any other subsidiaries, joint venture partners or other companies that We control or that are under common control with Us.

  • With business partners: We may share Your information with Our business partners to offer You certain products, services or promotions.

  • With other users: When You share personal information or otherwise interact in the public areas with other users, such information may be viewed by all users and may be publicly distributed outside. If You interact with other users or register through a Third-Party Social Media Service, Your contacts on the Third-Party Social Media Service may see Your name, profile, pictures and description of Your activity. Similarly, other users will be able to view descriptions of Your activity, communicate with You and view Your profile.

  • With Your consent: We may disclose Your personal information for any other purpose with Your consent.

 

Retention of Your Personal Data

 

The Company will retain Your Personal Data only for as long as is necessary for the purposes set out in this Privacy Policy. We will retain and use Your Personal Data to the extent necessary to comply with our legal obligations (for example, if we are required to retain your data to comply with applicable laws), resolve disputes, and enforce our legal agreements and policies.

The Company will also retain Usage Data for internal analysis purposes. Usage Data is generally retained for a shorter period of time, except when this data is used to strengthen the security or to improve the functionality of Our Service, or We are legally obligated to retain this data for longer time periods.

Transfer of Your Personal Data

 

Your information, including Personal Data, is processed at the Company’s operating offices and in any other places where the parties involved in the processing are located. It means that this information may be transferred to — and maintained on — computers located outside of Your state, province, country or other governmental jurisdiction where the data protection laws may differ than those from Your jurisdiction.​

Your consent to this Privacy Policy followed by Your submission of such information represents Your agreement to that transfer.

The Company will take all steps reasonably necessary to ensure that Your data is treated securely and in accordance with this Privacy Policy and no transfer of Your Personal Data will take place to an organization or a country unless there are adequate controls in place including the security of Your data and other personal information.

 

Disclosure of Your Personal Data

 

Business Transactions

If the Company is involved in a merger, acquisition or asset sale, Your Personal Data may be transferred. We will provide notice before Your Personal Data is transferred and becomes subject to a different Privacy Policy.

Law enforcement

Under certain circumstances, the Company may be required to disclose Your Personal Data if required to do so by law or in response to valid requests by public authorities (e.g. a court or a government agency).

Other legal requirements

The Company may disclose Your Personal Data in the good faith belief that such action is necessary to:

  • Comply with a legal obligation

  • Protect and defend the rights or property of the Company

  • Prevent or investigate possible wrongdoing in connection with the Service

  • Protect the personal safety of Users of the Service or the public

  • Protect against legal liability

 

Security of Your Personal Data

 

The security of Your Personal Data is important to Us, but remember that no method of transmission over the Internet, or method of electronic storage is 100% secure. While We strive to use commercially acceptable means to protect Your Personal

 

Data, We cannot guarantee its absolute security.

 

Links to Other Websites

Our Service may contain links to other websites that are not operated by Us. If You click on a third-party link, You will be directed to that third party’s site. We strongly advise You to review the Privacy Policy of every site You visit.

We have no control over and assume no responsibility for the content, privacy policies or practices of any third-party sites or services.

Changes to this Privacy Policy

 

We may update Our Privacy Policy from time to time. We will notify You of any changes by posting the new Privacy Policy on this page.

We will let You know via email and/or a prominent notice on Our Service, prior to the change becoming effective and update the “Last updated” date at the top of this Privacy Policy.

You are advised to review this Privacy Policy periodically for any changes. Changes to this Privacy Policy are effective when they are posted on this page.

 

Contact Us

 

If you have any questions about this Privacy Policy, You can contact us:

TERMS AND CONDITIONS

ONBORDING

 

Onboarding app process:

 

What you have to do

 

At the time of signing the contract, the main information and contacts of the business will be requested, which will be transferred on the application and made accessible to users, partners and third parties. The business will be asked to provide multimedia material to be included in the card, such as photos, videos of the venue and / or link to YouTube.

Zarix Solution LTD reserves the right to apply a fee in case that the material provided by the activity is not suitable or compliant with the required technical standards and requires editing.

Once the information and multimedia material have been confirmed, the business will have the opportunity to review and modify its profile for free once, during the period of 12 months. Zarix Solution LTD reserves the right to apply a fee in case of further modifications and / or editing.

 

DELIVERY 

 

These terms apply to your access to and use of Delivery Service on www.complitaly.uk and our mobile app (the Platform). This service is provided by Zarix Solution LTD Forest House Business Centre, 8 Gainsborough Road, London, England, E11 1HT company number 12927650. 

 

 

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. 

A condition for the entry into force of this contract is the satisfactory completion of certain checks (including identity and food hygiene checks) required from time to time by Zarix Solution LTD.

This forms a contract between you and Zarix Solution LTD, which commences on the later of the date of your acceptance and the date on which you have completed Complitaly’s onboarding checks from time to time to Complitaly’s satisfaction. You should save a copy of these terms for your records.  We may make changes to these terms, so check back in the website 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.

 

Delivery Service

 

Through its Delivery Service, Complitaly 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 (Complitaly Orders). Complitaly will also provide Delivery Services and Customer Support Services for your Delivery Orders - see more on this below. 

For the Delivery Service you can use your own Riders, or those made available by Complitaly, in this case the cost of delivery will be reduced from the total amount of the order.

By signing up to Delivery Service, you authorise Complitaly 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 Complitaly on your behalf; payment to Complitaly settles the customer’s payment obligation to you for these orders.

Pickup service

 

The Pickup Service allows customers to place an order on the platform and collect it at the Restaurant.

By subscribing to the Pickup service, Complitaly is authorised to act as your agent to solicit, promote and conclude contracts for collection orders and to collect customer payments owed to you in respect of those orders.

 

Delivery Service Fees 

 

Your use of Delivery Service is subject to our applicable service fee from time to time. Our service fee is £1 for each order accepted.  

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

 

  • You will be added to our Platform in the Business section.

  • A Delivery account will be created, where you can upload and manage your menu, manage your offers and orders, process reports

  • Complitaly is granted the opportunity to subcontract part of the onboarding process.

  • We will facilitate and implement a real-time ordering process that will allow customers to place and pay for delivery orders on the platform.

 

  • We will provide customer support services to handle complaints or inquiries relating to delivery orders (customer service) through a contact center with professional staff, at no additional cost to you.

  • We will arrange for the delivery of the Orders to the customer (Delivery Service) using delivery riders authorised by Complitaly (Riders).

 

What you must do

 

Comply with our Food Hygiene and Safety Policy.

  • Provide all information, materials and assistance reasonably required by Complitaly to onboard you to the Platform or launch Delivery Service for you.  You must ensure that the information you provide to Complitaly and customers in or in respect of your use of Delivery Service is complete and accurate in all material respects.

  • 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); 

(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. 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 Delivery Service signage provided by Complitaly in accordance with our instructions

Use of Delivery Service 

 

  • Keep your menu up to date. If you wish to have Compitaly staff make changes to the menu, this will result in a surcharge. It is also necessary to communicate the changes that you want to be made by our staff three days in advance.

  • Ensure that all relevant menu items are available to be ordered by a customer in a Delivery Order during your opening hours

  • Accept and reject orders received as appropriate. The company must accept every order that meets the minimum amount set as a "minimum order”.

  • 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); 

(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 shown on the packaging corresponds to that generated by the Complitaly system.

  • Print and provide the customer with the invoice automatically generated by the system.

  • Keep track of the status of new orders received.

  • Do not accept cash payments.

  • Ensure that the customer is always treated professionally by the staff and that they have access to a safe area for collection.

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 Complitaly 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 Complitaly 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 Complitaly and provide, in a timely manner, such assistance and information as Complitaly may reasonably require. 

 

Equipment and joining fees

 

You will need an internet connection and a printer to start accepting orders. We will make software available to you to use on the equipment so that you can use the Delivery Service. This software constitutes the Complitaly account and 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 Zarix Solution LTD, 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 Zarix Solution LTD intellectual property (Zarix Solution LTD IP). We grant you a limited, non-exclusive, non-transferrable, non-sublicensable, revocable licence to use the Zarix Solution LTD 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 Zarix Solution LTD 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 Zarix Solution LTD IP or otherwise do anything that disrupts any Zarix Solutions LTD IP, Complitaly or any person.

Zarix Solution LTD grants you a non-exclusive, royalty-free, non-sublicensable, non-transferable licence to use Complitaly branding, which includes the “Complitaly” 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 Zarix Solution LTD 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:

  • Zarix Solution LTD retains ownership of and all rights in and to Zarix Solution LTD branding;

  • 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.

 

Zarix Solution LTD 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. Refunds for which the Restaurant is responsible will be deducted from the payment due to the Restaurant.

 

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.

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, Complitaly 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. 

 

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.

 

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 Zarix Solution LTD’s consent.

Menu management

 

Complitaly will not upload the menu items on the platform, but it will be the responsibility of the Restaurant, which, once satisfied with its menu, can publish it on the platform.

 

What is Menu Manager

 

The Menu Manager allows you to create and / or modify your own menu pages on the Complitaly platform (www.complitaly.uk and the UK mobile app).

Using the Menu Manager

 

Updates to your menu will be available to consumers on the Complitaly platform immediately after "publishing" their changes. Check the menu changes carefully before publishing!

The Restaurant is responsible for ensuring the accuracy, completeness and compliance with applicable laws (in particular as regards the provision of information required by applicable consumer laws) of all information entered for publication on the Platform - Complitaly is not responsible the use of the Menu Manager or the contents loaded using it.

The use of the Menu Manager is subject to compliance with these terms. If you do not comply with these terms, or any additional terms stipulated with Zarix Solution LTD in relation to your access or use of the Menu Management, Complitaly may suspend access without notice.

 

Ensuring high quality menus

 

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 

  • For products that require age control (e.g. alcohol, cigarettes), the age control will be delegated to the Rider, who in case of violation of the rules in force on the sale of these products to minors will not complete the delivery of the order.

If any information uploaded to the Complitaly Platform using Menu Manager 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 Manager. 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 Complitaly Platform (depending on the nature of the concern). We reserve the right to edit menu items for display on the Complitaly Platform. 

 

Additional requirements for non-restaurants

 

If you are a non-restaurant there are a few cases where you need to notify your Complitaly account manager before changes can be made. In particular, you need to notify your account manager of any of the below changes, and wait for their authorisation before updating in Menu Manager:

  • 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 Manager updates, we may amend or remove the relevant Menu Items, and suspend you from the Complitaly Platform. 

 

Rights granted to Zarix Solution LTD

 

By using Menu Management you authorise Zarix Solution LTD to use and publish the information and content submitted, including any intellectual property, on the Complitaly Platform and as necessary to provide the Services under the Agreement. If a third party owns the rights to any information or content uploaded with the Menu Manager, it must be authorised.

 

Legal Terms

 

Menu Manager and all intellectual property rights contained therein are owned by Zarix Solution LTD or one of its affiliates. Zarix Solution LTD reserves all rights not expressly granted under these terms.

Zarix Solution LTD may collect data on the use of the Menu Manager. By using the Menu Manager, you consent to the collection and use of this information. Zarix Solution LTD may use this information for various purposes, including the improvement, maintenance, protection and development of the products and services provided to the user.

 

THE MENU MANAGEMENT IS MADE AVAILABLE "AS IS". Zarix Solution LTD IS NOT OBLIGED TO CORRECT ERRORS OR THE EFFECTS OF ERRORS (INCLUDING THE RECOVERY OF LOST DATA) OR TO PROVIDE TECHNICAL SUPPORT. WE EXCLUDE ANY LIABILITY TO THE FULLEST EXTENT PERMITTED BY LAW. Zarix Solution LTD HAS 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 MANAGER OR THESE TERMS.

WE DO NOT RECOGNISE ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED OR LEGAL, WITH REGARD TO THE MENU MANAGER INCLUDING, BUT NOT ONLY THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND NON-CONFIDENTIALITY.

 

Any changes or waivers to these terms must be in writing. A delay in applying these terms is not a waiver. If any part of these terms is found to be illegal or unenforceable, the rest of the terms remain in effect. These terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction over or in connection with these terms.

 

Payment cycle

 

This amendment establishes the basis on which delivery and pickup service rates are calculated.

  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 weekly on the Calculation Day by reference to consecutive periods of approximately the 7 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. Within 2 working days from the calculation day, Complitaly must authorise the transfer of the Restaurant Payment or the Partner Payment (as applicable) by electronic bank transfer to a bank account in the indicated Territory.

Notwithstanding the above, Complitaly may make available, and you may choose to apply, alternative arrangements for the Restaurant Payment or Partner Payment Period or timing (as applicable) from time to time. In the event of a conflict between the terms of such alternative agreements and these terms, the terms of such alternative agreements will prevail.

MARKETING SERVICES

 

Promotional Coupon

 

In order to better promote the activity present within the Complitaly platform, digital coupons will be created that the user can use at the reference business. 

Coupons can be of the following type:

  • Deals (e.g. 3x2 or 2 + 1 offers)

  • Discount (for example a percentage discount)

  • Scratch and Win (for example, a sure win on a number of attempts defined by the activity)

  • Special Price (e.g. a dedicated price for a service)

The business will have to provide Zarix Solution LTD with all the suitable material required in order to package the different types of coupons.

The coupons can be used by Zarix Solution to promote the business through the application, social channels or through the Complitaly Magazine.

Validity and use of coupons

 

The activity must indicate the deadline for the use of the coupon beyond which the user will no longer be able to use it. The activity will also have to specify any terms and conditions to be included in the coupon.

Zarix Solution LTD disclaims any responsibility for improper or unauthorised use by users and third parties. It will always be the responsibility of the activity to verify its validity and accept any use at its shop.

In the event that the business wants to proceed to modify, cancel, extend the validity of the coupon, it must proceed to inform Zarix Solution LTD by email at least 5 days prior to any expiration or entry into force of any changes.

 

LOCAL SEO

 

Zarix Solution LTD will develop the local SEO tab of the business with customisations developed according to your needs. At the end of the set up, a confirmation will be requested from the customer before making its publication effective. In case of subsequent modifications or continuous maintenance it will be necessary to agree with Zarix Solution LTD an additional cost on the annual package offered.

 

BANNER MAGAZINE

 

Zarix Solution LTD will reserve an advertising space on the Complitaly magazine in which to insert offers or promotional information about the business.

The activity will be required to provide multimedia material to be included in the banner, such as photos or promotional material.

In case of promotional attachment and / or offers, Zarix Solution LTD disclaims any responsibility for improper use by users and third parties. It will always be the responsibility of the activity to verify its validity and accept any use at its shop.

 

Distribution of the Magazine

 

The publication of Complitaly Magazine will be at the discretion of Zarix Solution LTD, which will distribute it digitally through the Complitaly application and / or the email of its users.

 

SOCIAL MEDIA MARKETING

 

Zarix Solution LTD will create posts, stories, promotional videos, tweets, live streaming and / or informative videos aimed at promoting the platform, the categories that it contains, the products and activities, to be spread through its social channels.

Zarix Solution LTD reserves the right to use any multimedia material provided by the activity for the realisation of the above.

 

It will be the concern of Zarix Solution LTD to send links or advertising material to the business so it can share it on its own channels.

Zarix Solution LTD will also provide, in agreement with the customer, quarterly reports on the results of the promotion, in the case of dedicated social media management.

 

WEBSITE OPTIMIZATION

 

Zarix Solution LTD will provide the SEO optimisation of the site in question, in order to improve the indexing of the channel on google.

Zarix Solution LTD reserves the right to sponsor the site in question on its own channels.

Zarix Solution LTD will take care to recommend the appropriate budget to spend on advertising campaigns, which is considered excluded from the purchased package.

DEDICATED Social Media Marketing

 

Zarix Solution LTD will create posts, stories, promotional videos and customized graphics aimed to promote the activity.

Zarix Solution LTD reserves the right to use any multimedia material provided by the activity for the realization of the above.

Zarix Solution LTD is committed to create a personalized monthly or quarterly editorial plan to be adhered, with prior client approval. The customer will have to communicate his approval by email, so that Zarix Solution LTD will be able to develop a plan adapted to the customer's needs. In case of non-response from the customer within the indicated times, the material produced will be considered approved. If the customer does not approve what is proposed, he must communicate it in order to allow Zarix Solution LTD to make the required changes, considering the technical implementation times. Zarix Solution LTD undertakes to constantly update the customer, considering also the costumer feedback.

It will be the concern of Zarix Solution LTD to send links or advertising material to the business so that it can share it on its own channels.

Zarix Solution LTD will also provide, in agreement with the customer, quarterly reports on the results of the promotion.

 

BRAND IDENTITY / GRAPHIC DESIGN SERVICES 

 

Zarix Solution LTD is committed to the creation of graphic material at the customer's request.

Zarix Solution LTD undertakes to respect copyright rights in the event that it is necessary to use images not provided by the customer.

Zarix Solution LTD will take care to transfer the copyright of the graphic creations to the customer.

 

DEDICATED INTERVIEWS

 

Zarix Solution LTD will carry out a dedicated interview to a reference person of the business which will be published as an article on social media channels and possibly on the Complitaly Magazine.

It will be the responsibility of the activity to send the most suitable multimedia material, such as photos and / or videos, in order to insert them inside and make communication more effective.

Zarix Solution LTD disclaims any liability for the improper or unauthorized use by users and third parties of the material produced and published.

It will be the concern of Zarix Solution LTD to send links or advertising material to the business so that it can share it on its own channels.

 

VIDEO INTERVIEWS

 

Zarix Solution LTD will carry out a dedicated interview to a contact person of the business which will be published as video or live streaming on Complitaly's social channels.

It will be the responsibility of the activity to send the most suitable multimedia material, such as photos and / or videos, in order to insert them inside and make communication more effective.

 

Zarix Solution LTD disclaims any liability for the improper or unauthorized use by users and third parties of the material produced and published.

It will be the concern of Zarix Solution LTD to send links or advertising material to the business so that it can share it on its own channels.

 

DEDICATED EPISODE

 

Zarix Solution LTD will create a dedicated video lasting about 8 minutes, focusing on the activity or a topic of interest.

It will be the responsibility of the member to give maximum support to the production team, in order to be able to create the best product. The activity, in case of on-site shooting, will have to bear the costs of travel and any food for the operators.

Zarix Solution LTD will take care to send the finished product to the business for approval, before  publish it. In case of no response within 2 working days since the receiving of the material, Zarix Solutions LTD will proceed with the publication.

In case of non-approval, the company must provide all possible specifications compatible with the recorded material, in order to modify, if possible and where it does not alter the final nature of the product, so as to let Zarix Solution LTD to satisfy the requests made.

In case that the activity requires further changes, Zarix Solution LTD reserves the right to apply any fees.

Zarix Solution LTD disclaims any liability for the improper or unauthorized use by users and third parties of the material produced and published.

It will be the concern of Zarix Solution LTD to send links or advertising material to the business so that it can share it on its own channels.

It is understood that the material produced will remain the property of the business, which will grant license for any use to Zarix Solution LTD as long as the same (Zarix Solution LTD) deems it necessary.

OUR PRODUCTS 

1 Definitions

 

1.1 In these terms and conditions

 

"The Company" means Zarix Solution LTD (registered in England and Wales company number 12927650 and with its registered office at Forest House Business Centre, 8 Gainsborough Road, London, England, E11 1HT.

 

"Customer" means any person, business, corporation or other legal entity who places an order, purchases products from the Company and includes employees, agents or subcontractors of such persons, corporations, corporations or other legal entities, or accepts a quote from the Company to the sale of goods or whose order for goods is accepted by the Company.

 

"Merchandise" means any food, beverage or non-food product that the Company must supply in accordance with these Terms.

 

"Contract" means any contract for the purchase and sale of goods.

 

"Conditions" means the standard terms and conditions of sale set forth herein and (unless the context requires otherwise) includes any special terms and conditions agreed in writing between the Client and the Company.

 

"Writing" includes the transmission of faxes, e-mails, letters sent by registered mail or other means of communication.

 

"Legal Interest" means interest as defined in the Late Payment of Commercial Debts (Interest) Act of 1998.

 

1.2 Any reference in these Terms to any statutory provision shall be construed as a reference to such provision as amended, re-enforced or extended at the relevant time.

 

1.3 The titles of these Terms are for convenience only and do not affect their interpretation.

 

2 Terms and conditions

 

These terms and conditions, published on the complitaly.uk website and referenced on the Complitaly App, will prevail over any terms and conditions communicated verbally or implied by custom or practice. The Company reserves the right to modify or update the current terms and conditions. Such changes will take effect once posted.

 

3 Place an order

3.1 When the customer sends an order to the Company, the same offers to enter into a contract with the Company on the basis of these terms and conditions.

 

3.2 The Agreement is subject to the availability of the Goods and to market conditions. In case of non-availability of any ordered goods, this will be deducted from the order and will not be included in the payment.

 

3.3 The Company may limit the quantities of Goods supplied to any Client.

 

3.4 The Company reserves the right to refuse acceptance of an order from any Client without explanation or notice.

 

3.5 The quantity, quality and description of any Goods will be as indicated in the Company's offer (if accepted by the Client) or in the Client's order (if accepted by the Company).

 

3.6 The parties are bound by the Agreement only when the Company accepts the order or delivery of the Goods to the Customer, whichever is earlier.

 

3.7 Any typographical, material or other errors or omissions in any sales documentation, quotation, price list, offer acceptance, invoice or other document or information issued by the Company will be subject to correction without any liability on the part of the Company.

 

3.8 The Company may establish a minimum order value for deliveries which is published in the Company's catalog. The Company reserves the right not to deliver an order whose value is lower than the minimum published order value. The minimum value may vary over time and will be indicated through the order system.

 

3.9 Employees of the Company are authorized to make statements regarding the Goods subject to written confirmation by the Company. In entering into the Agreement, the Client acknowledges not to rely on and waives any claims for breach of such statements which are not thus confirmed in writing by the Company.

 

3.10 The Company will not be held responsible for any failure to complete the order by the customer, failure to contact the Company, system failure or any other reason that implies the failure to fulfill the order.

 

3.11 To receive the order within 24 hours of the next day, the request must be made by 9:30 am.

In the event that the order is made after this time, it will be delivered on the first working day following the order.

 

4 Deliveries

 

4.1 From the moment the courier takes charge of the order, Complitaly is relieved of any responsibility relating to delivery times, loss or damage to the order, lack or delays in delivery.

 

4.2 The Customer must ensure that he is available to accept the delivery during the calendar of the times requested by the Client as communicated to the Company.

 

4.3 In the event of delays, of any nature or reasons, the Company will not be held liable for them, without prejudice to the Company's duty to process the order as soon as this is possible.

 

4.4 In evaluating a Client's delivery request, the Company may ask questions about the Client, including searching the records held by organizations such as Dun & Bradstreet, Experian, Equifax and other credit reference agencies.

 

4.5 The Company will not be liable for any loss or damage resulting from the failure to deliver the Goods by a particular date or arising as a result of any cause beyond the Company's control.

 

4.6 Delivery of the Goods must be made by the Company in reasonably accessible premises as reasonably requested by the Client. The address will be the one specified by the Customer when opening the account, unless specified in writing. The Company reserves the right to refuse to make deliveries to a Customer's premises where there is a risk of injury to Company employees.

 

4.7 The Company reserves the right to limit deliveries to certain areas and this includes the right to eliminate certain areas all together from the Company's delivery schedule.

 

4.8 The Customer shall allow the Company reasonable access to such premises and will make every effort to ensure that a responsible person is at the place to sign the delivery of the goods.

 

4.9 If the Buyer fails to take delivery of the Goods for any reason or fails to provide the Company with adequate delivery instructions at the time indicated for delivery (except for any reason beyond the reasonable control of the Customer or the fault of the Company ), then without prejudice to any other right or remedy available to the Company, the Company may:

- charge the Customer for the delivery costs to and from the Customer's premises

- charge the full cost price for Perishable Goods

- charge the Customer a delivery fee for rescheduling.

 

4.10 In the event that the order does not go through to be processed within the time specified by the Customer due to problems exclusively attributable to Complitaly, the order will be refunded.

 

4.11 The Company may, at its discretion, agree to accept the return of the Goods in good condition and will issue a credit to the Client.

 

4.12 With respect to the withdrawal of Goods from the Company's warehouse, damages, shortages or other errors must be notified by the Client before leaving the Company's premises, where reasonably practicable.

 

5 Price

 

5.1 The price of the Goods will be the Company's invoice price and that indicated on the system.

 

5.2 Any offers and promotions are subject to availability. The Company, at its discretion, may exclude Customer Groups from offers and promotions (eg Wholesalers, Contractors, etc.).

 

5.3 The Company reserves the right to vary or alter product specifications and price without notice.

 

5.4 The price of the item indicated on the application is to be considered net of any taxes, which the Customer will also be required by law to pay to the Company.

 

5.5 The delivery cost will be indicated at the time of payment. This cost may vary in price, time and / or based on the geographic location of the delivery point.

 

6 Risk and ownership

 

6.1 All risks of damage or loss of the Goods will pass to the Customer upon delivery at the Customer's premises.

 

6.2 Notwithstanding the delivery and transfer of risk regarding the Goods, or any other provision of the conditions, ownership of the Goods will not pass to the Client until the Company has received full payment of the price of the Goods and all other agreed Goods. to be sold by the Company to the Client for whom payment is due.

 

7 Guarantees

 

7.1 The Company guarantees that the Goods will correspond in all material aspects to what is described on the site at the time of delivery and will be free from defects in quality and conditions until the expiry of the shelf life of the Goods whose date will be indicated on the Goods or on its packaging.

 

7.2 The Company warrants that all food products comply with the Food Safety Act 1990 (as amended) and all products comply with all relevant UK and EU legislation in effect from time to time.

 

8 Payment terms

 

8.1 The payment methods accepted by the Company are those indicated on the order system.

 

8.2 The Company has the right to initiate legal proceedings to recover any outstanding amounts without notice and the right to exchange information with credit bureaus.

9 Online Security

 

9.1 At the time of online registration, the Customer is asked to set a password. The Client must keep this password secret, as the Client is entirely responsible if the confidentiality of the password is not maintained. The Client is entirely responsible for all orders placed with the Company or for the information provided to the Company under the Client's email address in combination with the password. The Client must immediately notify the Company of any unauthorized use of the Client's email address and / or password or any breach of security known to the Client.

 

9.2 The customer releases the Company from any liability due to the acceptance of orders issued through the customer's account, if these are made by third parties, but not authorized by the customer. It will be your responsibility to check the use of the account from time to time.

 

10 Sale of alcohol

 

10.1 The Company may require identification if you are purchasing alcohol as anyone under the age of 18 commits a crime when purchasing alcohol.

 

11 General

 

11.1 The Company will not tolerate any abusive behavior on the part of the Client towards the personnel of the Company and reserves the right to sell or deliver to such Client.

 

11.2 Phone calls may be recorded for training or reference purposes.

 

11.3 The Company may refuse entry to the Company's properties at any time in its sole discretion.

PERFORMANCE 

 

The Parties agree to do everything necessary to ensure that the terms of this Agreement take etc. 

 

CURRENCY 

Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP. 

 

TERMS OF PAYMENT

 

The Contractor will charge the Client for the Services at the rate of #### per year

 

50% deposit upon signing the contract and the remaining amount within 30 days from the start of the service.

Payment must be made by electronic bank transfer to IBAN GB13 TRWI 2314 7074 7533 08 or Sort code 23-14-70 Account number 74753308.

 

In case of non-payment within the established terms, Zarix Solution LTD reserves the right to not start the requested service until the payment of the amount due, with withholding any advances.

 

The Payment as stated in this Agreement does not include Value Added Tax (if applicable). Any Value Added Tax required will be charged to the Client in addition to the Payment

RENEWAL

 

The renewal will take place automatically at the end of 12 months from the signing of the contract.

If no notice of withdrawal is received from the customer, the same services and packages subscribed, active at the time of renewal, will be renewed.

 

 

In case of upgrades to new services, these can be purchased at any time and will be valid for one year. The renewal of each service will be independent from that of the other services already active.

30 days before the renewal, Complitaly will take care to send communication regarding the upcoming deadline, attaching a regular invoice.

 

CAPACITY/INDEPENDENT CONTRACTOR 

In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. !e Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service. 

 

RIGHT OF SUBSTITUTION 

Except as otherwise provided in this Agreement, the Contractor may, at the Contractor's absolute discretion, engage a third party sub- contractor to perform some or all of the obligations of the Contractor under this Agreement and the Client will not hire or engage any third parties to assist with the provision of the Services. 

 

AUTONOMY 

Except as otherwise provided in this Agreement, the Contractor will have full control over working time, methods, and decision making in relation to provision of the Services in accordance with the Agreement. Zarix Solution LTD will work autonomously and not at the direction of the Client. However, Zarix Solution LTD will be responsive to the reasonable needs and concerns of the Client. 

 

NO EXCLUSIVITY 

The Parties acknowledge that this Agreement is non-exclusive and that either Party will be free, during and a#er the Term, to engage or contract with third parties for the provision of services similar to the Services. 

 

NOTICE 

All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and/or send by e-mail.

 

MODIFICATION OF AGREEMENT 

From the moment of signing, the valid Terms and Conditions will be those published on the Complitaly website or, in case of lack, those signed at the time of signing the contract. If the terms and conditions are updated, the Customer may within 7 days from the date of publication communicate any non-acceptance of the terms and conditions and terminate the contract (see Renewal section).

 

GENDER 

Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa. 

 

GOVERNING LAW 

This Agreement will be governed by and construed in accordance with the laws of England and Galles.

SEVERABILITY 

In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.

The Company