Effective Date: 14-Mar-23
UrbanPiper Technology Private Limited (“Us”, ''We'', ''Our'') offers products that set up restaurants’ (each a “Merchant”) online commercial presence like building the restaurant’s website and mobile application, offering online ordering tools and other products and services offered to You by the Merchant (together, the “Merchant Platform”). Before creating the Merchant Platform, We enter into an agreement with the Merchant (“Merchant Agreement”) which governs Merchant’s use and access of Our proprietary platform, including any software and APIs (the “UrbanPiper Platform”) to build the Merchant Platform.
When an individual or entity interacts with the Merchant Platform for availing the Merchant’s product or services (“You”, “Your”), You are also interacting with the UrbanPiper Platform. Your interaction with the UrbanPiper Platform necessitates the following terms and conditions (“Terms”) to keep You fully informed of the restrictions on Your interaction with the UrbanPiper Platform.
These Terms govern Your use of the UrbanPiper Platform when You use the Merchant Platform or services.
You and Us are individually referred to as “Party” and collectively as “Parties”.
1. Merchant Responsibilities
You acknowledge and agree that Merchant shall be solely responsible for:
1.1. processing Your payment information. We do not store, retain or process Your credit card or other payment information;
1.2. its operational activities such as provision of food and beverage products, pricing, delivery services and other services which are not offered as a part of the UrbanPiper Platform;
1.3. maintaining required permissions, licenses or other requirements under applicable law for Merchant’s business;
1.4. determining and publishing charges, pricing, payments, promotions, offers, discounts, cancellations, and refunds in relation to Your use of Merchant Platform;
1.5. protecting any confidential information disclosed by You to Merchant;
1.6. determining the purposes for which Your Personal Data will be processed; Personal data may be certain information relating to You which directly or indirectly identifies You ("Personal Data”).
1.7. all interactions that You have with the Merchant Platform;
1.8. all communications that You receive from the Merchant, including communications from the Merchant Platform.
You acknowledge and accept that in relation to the aforementioned obligations, We shall have no liability.
2. Your responsibilities
Acceptable Use: You agree not to (a) commercially exploit or make the UrbanPiperPlatform available to any third party; (b) modify, adapt, decompile, disassemble, reverse engineer or hack the UrbanPiperPlatform or attempt to reconstruct or discover any source code, underlying ideas, algorithms or otherwise attempt to gain or gain unauthorized access to the UrbanPiper Platform; (c) alter, remove any product identification, proprietary, copyright trademark, service mark, or other notices contained in the UrbanPiperPlatform; (d) use the UrbanPiperPlatform to develop a product that is functionally compatible with or competitive to the UrbanPiper Platform or other products/services offered by Us that can function independently of the UrbanPiper Platform; (e) use the UrbanPiper Platform to knowingly post, transmit, upload, link to, send or store any viruses, malware, trojan horses, time bombs, or any other similar harmful software; (f) “crawl,” “scrape,” or “spider” any page, data, or portion of or relating to the UrbanPiper Platform (through use of manual or automated means).
3. Intellectual Property Rights
All rights, title and interest in and to all intellectual property and/or proprietary rights, title and interest in or related to the UrbanPiper Platform, including patents, inventions, copyrights, trademarks, domain names, trade secrets or know-how shall belong to and remain exclusively with Us
4. Data Privacy and Security
4.1. You acknowledge and agree that the Merchant may require Us to collect and process Your Personal Data on Merchant’s behalf in the course of providing the UrbanPiper Platform to the Merchant. You acknowledge that We shall process Your Personal Data only on the Merchant’s behalf, as a data processor.
4.2. You acknowledge that We shall process Your Personal Data per the terms and conditions of the Merchant Agreement and any questions or concerns regarding the Processing of such Personal Data shall be directed to the Merchant.
4.3. You acknowledge and agree that We and Our group companies may access or disclose information about You (a) in order to comply with the law or respond to lawful requests or legal process; or (b) to professional advisors to prevent any infringement of group companies’ or Our customers’ proprietary rights.
4.4. Further, at Our sole discretion, We may refer You to law enforcement authorities for any suspected fraudulent, abusive, or illegal activity by You.
5. Disclaimer of warranties and limitations of Liability
5.1. YOU ACKNOWLEDGE AND AGREE THAT WE MAKE NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, TO YOU UNDER THESE TERMS.
5.2. WE SHALL HAVE NO LIABILITY TO YOU OR ANY OTHER PERSON UNDER THESE TERMS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY AND THAT OF OUR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS, TO YOU WILL BE LIMITED TO AN AMOUNT EQUAL TO HUNDRED UNITED STATES DOLLAR (100 USD).
You shall indemnify and hold harmless Us and Our officers, directors, employees and agents from and against all claims, damages, losses and expenses (including reasonable attorneys’ fees) arising out of any breach of Your obligations under these Terms.
7.1. Amendments and Modifications: We may amend these Terms from time to time, in which case the new Terms will supersede prior versions.We recommend that You keep checking these Terms for any amendments. Your continued use of the Merchant Platform following the effective date of any such amendment may be relied upon by Us as Your acceptance of any such amendment.
7.2. Assignment: These Terms and any rights or obligations hereunder may not be assigned by You without Our prior written consent.
7.3. Governing Law and Dispute Resolution: These Terms shall be governed by the laws of India without regard to any conflict of laws principles and the courts at Bangalore, India shall have exclusive jurisdiction over any disputes arising in connection with these Terms.
7.4. Notices and Consent to Electronic Communications: All notices under these Terms may be delivered in writing, by mail to the address or by electronic mail to be provided by (a) Us to You at the e-mail address linked to Your account and (b) You to Us at email@example.com.
7.5. Relationship of the Parties: The Parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship among the Parties.
7.6. Severability; No Waiver: If any provision in these Terms is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by applicable law, and the remaining provisions of these Terms shall remain in effect. Our non-exercise of any right under or provision of these Terms does not constitute a waiver of that right or provision of these Terms.
7.7. Survival: All clauses which, by their nature are intended to survive, including without limitation Clauses 3 (Intellectual Property Rights), 4 (Data Privacy and Security), 5 (Disclaimer of Warranties and Limitation of Liability), 6 (Indemnification) and 7 (Miscellaneous).