Grab Marketing Services Terms of Service (“GMS Terms of Services”)

Grab Marketing Services Terms of Service (“GMS Terms of Services”)

 Last updated: July 13, 2022

1. Grab Marketing Services (“GMS”) are service offerings of Grab, such as services marketing packages services, campaign packages services and other packages services that may be offered by Grab from time to time (the “GMS Service”) where merchants (“you”) will be able to enjoy certain rights and privileges by joining or otherwise indicating interest to the same via the Application and/or Platform, subject to the terms and conditions herein.
2. These GMS Terms of Service is an appendix to (i) any and/or all of your agreed Grab Marketing Services (GMS) Forms (“GMS Form”) OR (ii) any of your opt in request to join a GMS package via the Application and/or Platform (“In-App GMS Opt-In”). 
3. These GMS Terms of Service is subject to (i) your existing Grab merchant contract that you have entered with Grab when you were onboarded as Grab merchant (“Agreement”), and (ii) the Terms of Service: Transport, Delivery and Logistics (“ToS”) and other relevant Grab policies and codes of conduct applicable to you (collectively referred to as “Main Terms”). 
4. In particular, any capitalised terms used but not defined herein shall bear the same meaning as those defined in the Main Terms (unless the context otherwise requires); and special attention should be paid to the section(s) covering marketing activities by a GrabFood or GrabMart merchant or other Grab’s merchants in the ToS. 
5. You will be deemed to have consented to these GMS Terms of Services as may be amended from time to time. Your continued use of or participation in the GMS Service either via GMS Form or In-App GMS Opt-In, after any changes or updates to the GMS Terms of Services, whether or not reviewed by you, shall constitute your consent and acceptance of the revised GMS Terms of Services.
6. In addition to the above, you agree that you have read and understood the program package offer details as provided in the GMS Form or In-App GMS Opt-In, which shall include but is not limited to (i) information relating to the campaign description, (ii) the relevant duration, (iii) the changes of service fee/commission (if any) during the campaign period, (iv) the eligible outlets, (v) the pertinent funding obligation(s) and cost, (vi) any specific method of deduction and the included marketing assets, and (vii) any other terms agreed therein. You agree and understand that your participation in the GMS Service either via GMS Form or In-App GMS Opt-In shall be subject to approval by Grab. 
7. In order to provide the GMS Service to you, you authorized Grab to perform these mentioned activities, including but not limited to: (a) launching promotions; (b) campaign/marketing investments and initiatives; (c) targeted ads banner plans; (d) online advertisements; and/or any other initiatives from time to time to the extent it deems necessary in connection with the GMS Services, whether it be a combination of activities or a specific activity, on your behalf. You agree and hereby authorise Grab to do so as well as use your intellectual property (such as logo) for the purposes of such GMS Services (hereinafter referred to as “Marketing Activities”) .
8. You Agree that Grab shall use commercially reasonable efforts and considerations to market the Merchant’s products and/or restaurant(s) and issue a necessary information/ report for the Merchant, in order to monitor the outcome of the Marketing Activities. You are aware and agree that Grab does not guarantee any level of performance and/or the outcome of the Marketing Activities for the Merchant which had enrolled in the Grab Marketing Service.
9. You agree that any amounts payable to Grab may be subject to all prevailing statutory taxes, charges and or costs as may be in force and any new taxes that may be introduced at any point of time, and you shall be liable for any such taxes on any amount pursuant to the Package(s) and/or Service(s).
10. You are aware and agree that the period of the Grab Marketing Service program will continue until: (i) The agreed period under the GMS Form has ended; OR (ii) The Merchant decides to end the program prior to the end of the period, which must be submitted with a written request to opt-out of GMS Service via such means as Grab may make available for such purpose (“Opt Out Request”). Such Opt Out Request shall be subject to approval by Grab. Unless and until the date on which you receive a confirmation from Grab that the Opt Out Request is successful, you shall remain liable for any amounts payable to Grab; (iii) Grab cancel or suspend the Grab Marketing Service.
11. You agree that Grab reserves the right to modify the Grab Marketing Service, or any part of it, for any reason at any time with or without notice to you.
12. You understand that your GMS Form or In-App GMS Opt-In which is appended with this GMS Terms of Services (collectively referred to as “GMS Contract”) serve as a supplement document / side letter / amendment and/or other forms of document thereto, with your existing merchant Agreement with Grab, and will be deemed as an integral and inseparable part of such Agreement.
13. You agree that all the terms and conditions stipulated under the Agreement shall remain valid and unchanged. If there are any specific provision(s) therein the GMS Contract in contradiction with the Agreement, the parties agree that such specific provision(s) under the GMS Contract shall prevail.