As first updated on 9 July 2019
License Grant and Restrictions
All rights not expressly granted to you are reserved by us.
You shall not:
- license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Application in any way, including without limitation sharing your Account (as defined in Clause 4 below) with a third party or otherwise making available any of the products and services offered on this Application available to any third parties;
- modify or make derivative works based on the Application;
- “mirror” the Application on any other server or wireless or internet-based device;
- except to the extent such restriction is prohibited under applicable law, disassemble, decompile, reverse engineer, decrypt or attempt to derive and code or extract software from, this Application or any software or services made available on or through the Application.
- use any manual or automated program or script, including but not limited to web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program which may make multiple server requests per second, (a) to unduly burden or hinder the operation and/or performance of the Application; (b) to conduct data mining or scraping activities, or (b) in any way reproduce or circumvent the navigational structure or presentation of the Application or its content;
- post, distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior consent of the owner of such proprietary rights;
- remove any copyright, trademark or other proprietary rights notices contained on the Application; or
- use the Application to: (a) send spam or otherwise duplicative or unsolicited messages; (b) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including but not limited to materials harmful to children or violative of third party privacy rights; (c) send material containing software viruses, worms, trojan horses or other harmful computer code, files, scripts, agents or programs; (d) interfere with or disrupt the integrity or performance of the Application or the data contained therein; (e) attempt to gain unauthorized access to the Application or its related software, systems or networks; (f) impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; or (g) engage in any conduct that could possibly damage our reputation or amount to being disreputable.
Representations and Warranties
By using or accessing this Application, you expressly represent and warrant that: –
- all information which you provide to us shall be true and accurate;
- you agree to comply with all applicable laws, whether in your home nation or otherwise in the country, state and city in which you are present while using our Application;
- you will only use the Application and its content for lawful purposes and for the purposes for which it is intended to be used;
- you must not interrupt or attempt to interrupt the operation of the Application in any way;
- you will not attempt to commercially exploit any part of the Application without our permission, including without limitation modify any of the Application’s content in any way, or copy, reproduce, publicly display, distribute or otherwise use or communicate them for any public or commercial purpose without our permission;
- you will provide us with proof of identity as well as any other documents, permits, licence or approval in relation to your business where we so request or require;
- you must not employ any means to defraud us or enrich yourself, through any means, whether fraudulent or otherwise, through any event, promotion or campaign launched by us;
- you must not cause a nuisance or behave in an inappropriate or disrespectful manner towards us or any third party;
- you must not use any device or software capable of interfering with the operation of the Application; take any action, which imposes a disproportionately large or unreasonable load upon the infrastructure of the Application, or otherwise interfere or tamper with the software of the Application or the functionality thereof;
- you must not in any manner pretend that you are, or that you represent, someone else, or impersonate any other individual or entity; and
- you must not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Application, or any other customer of the Company, including without limitation any user account not owned by you, to its source, or exploit the Application or any service or information made available or offered by or through the Application, in any way where the purpose is to reveal any information, including but shall not be limited to personal identification information, other than your own information, as provided for by the Application.
Different models or versions of routers, browsers and devices may have firmware or settings that are not compatible with the Application. While we continuously develop the Application in order to, as far as possible, support all commonly used devices and models in markets and all browsers where the Application is likely to be accessed from, we do not warrant compatibility of the Application with specific mobile devices or other hardware.
Third Party Services
The Application may be used to access certain software, services and content provided by third parties (“Third Party Services”). Your use of Third Party Services is at your own risk. Use of a Third Party Service may be subject to additional terms, conditions, and/or policies imposed by the third party. We assume no obligations with respect to any Third Party Services, and we make no representations or warranties with respect to them. The feature, functionality, or availability of a Third Party Service may change or be discontinued at any time and without notice. We have no liability for any information that you provide or authorise us to provide to a provider of a Third Party Service, or for such third party’s collection, use and disclosure of such information.
Creation and Monitoring of Self-funded Campaign
You may be able to create a campaign via our tool(s) which is made available on the Application PROVIDED ALWAYS THAT you agree to bear any and all costs or expenses which may arise in connection with the campaign. In the course of such creation, you may be required to indicate information such as the type of promotion and the proposed duration for the promotion. The type of promotion which you may choose from in the Form may be varied from time to time at the Company’s sole discretion.
By creating the campaign using our tool(s) on the Application, you accept the following additional general conditions:
- Where you are submitting any information via our Application or otherwise to us on behalf of your employer, you warrant that you are duly authorized to bind your employer to make such offer.
- Any information you input into our Application where required or otherwise provided to us must be complete, truthful, accurate and not misleading.
- Your intention to conduct campaign via our Application must be genuine and must not be conducted in a manner which may be misleading to the end consumers or users. You shall indemnify us in the event where we incur any losses or damages pursuant to the campaign you created via our Application.
- Depending on the type of campaign elected by you, the way in which we may facilitate the campaign may differ. You agree that it is your responsibility to review any and all information made available by us on the Application for information on how each type of campaign be facilitated on our systems. If you have any enquiries, you agree that you are responsible to clarify the same with our personnel before creating any campaign using our Application. By creating a campaign using our Application, you irrevocably agree to the way in which the campaign will be facilitated automatically via our systems.
- You shall be responsible to directly handle any complaints or enquiries from end users/consumers in respect of the campaign.
- In the event where you would like to end a campaign earlier than the duration which you have specified in the Application or if any of the item under the campaign has become out of stock prior to the expiry of the said duration, you must immediately indicate the same via our Application in accordance with the process as may be specified by us. Prior to the completion of the said process, you remain liable to bear any and all costs or expenses incurred in connection with the campaign and remain responsible to handle any enquiries or complaints from end users/consumers on the same.
- Notwithstanding any provision otherwise and in any event, the successful creation of the campaign using the Application does not indicate our approval that the campaign is in accordance with the applicable law. You agree that you are solely and entirely responsible for maintaining the confidentiality of the information submitted to us and to ensure that the campaign is, and will be conducted, in accordance with the applicable law.
- While we do not supervise or monitor the campaign created by you, we reserve the rights to (but are not obliged to) cancel the campaign created by you via the Application.
- We may make available to you information relating to the campaign creating using our Application, such information is considered as part of the content of the Application and is subject to Clause 11 below.
- You must pay any and all costs and expenses in connection with the campaign in the manner as we may specify.
- You must notify us immediately if your Account has been used without your authorization to create a campaign or otherwise use any of the features on the Application or where any other breach of security has occurred. In such event, you agree to indemnify us for any losses or damages that we incur as a result of the unauthorized use (including but not limited to bearing the costs or expenses which have been incurred under the campaign created using your Account). For the avoidance of doubt, we will not be liable for any losses that you incur as a result of someone else using your Account.
- You agree that any discounted price payable to you by end users/consumers pursuant to the campaign you created may be rounded in accordance with our internal policies as we may update from time to time.
Intellectual Property Ownership
Your Submission of Content or Information
We do not claim ownership of any content or information that you upload on our Application or otherwise supply us with. Where you upload or provide us with any content that is covered by intellectual property rights (including without limitation photos or videos), you (a) grant us a non-exclusive, royalty-free, transferable, sub-licensable, worldwide license to host, use, distribute, modify, run, copy, publicly perform or display, translate, and create derivative works of your content; and (b) undertake that you have the right to grant us such licence.
Via the Application, we may provide you with an option to vary or amend the content or information submitted by you to us (including without limitation information relating to the menu). You acknowledge that any such content or information may be made available in real time to end customers via an application operated by us or otherwise, and undertake that you will (and shall be responsible) to handle any complaints or queries by the end customers in respect of the said content or information without incurring liability on our part. We may, but are not obliged to, review the content or information submitted by you to us (via the Application or otherwise) from time to time, and reserve the rights to remove or require amendments to any part of the content or information submitted by you where we deem necessary. For the avoidance of doubt, you shall at all times, ensure that the content or information submitted are not in contravention with the applicable laws and do not infringe any third party rights.
For the avoidance of doubt, this agreement does not give rights to any third parties. You cannot transfer your rights or obligations under this agreement without our consent.
For your convenience, we may include hyperlinks to other websites or content on the Internet that are owned or operated by third parties (“Third Party Links“). Such Third Party Links are not under our control and we are not liable for any errors, omissions, delays, defamation, libel, slander, falsehood, obscenity, pornography, profanity, inaccuracy or any other objectionable material contained in the content, or the consequences of accessing, any linked website. Any hyperlinks to any other websites or content are not an endorsement or verification of such websites or content and you agree that your access to or use of such linked websites or content is entirely at your own risk.
You must obtain our prior written approval if you wish to link to or make use of any content on our Application. For the avoidance of doubt, without our approval, you are not allowed to link or make use of any content on our Application for commercial purposes. In any event, notwithstanding that we have granted approval for the linking, you must not establish a link to our Application (a) in such a way as to suggest any form of association, approval or endorsement on our part where none exists; or (b) in any website which prohibits such linking or will in any way prejudice or compromise our reputation or integrity. We reserve the right to withdraw linking permission without notice. Our Application must also not be framed on any other site.
The Content of the Applications
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE LAW, YOU AGREE THAT WE SHALL NOT BE LIABLE FOR: (A) ANY INDIRECT, INCIDENTAL, EXEMPLARY PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER; (B) LOSS OF: PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES; (C) DAMAGES RELATING TO YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THIS APPLICATION; (D) DAMAGES RELATING TO ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE APPLICATION, INCLUDING WITHOUT LIMITATION, DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OR CONTENT; AND/OR (E) DAMAGES IN ANY MANNER RELATING TO ANY CONTENT. THIS LIMITATION APPLIES TO ALL CLAIMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL BASIS, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
Suspension and Termination
You agree that we are entitled to do any of the following, at any time, without notice: (i) to modify, suspend or terminate operation of or access to the Application, or any portion of the Application (including access to your Account and/or the availability of any products or services), for any reason; (ii) to modify or change any applicable policies or terms; and (ii) to interrupt the operation of the Application or any portion of the Application (including access to your Account and/or the availability of any products or services), as necessary to perform routine or non-routine maintenance, error correction, or other changes. For the avoidance of doubt, the said suspension or termination shall not require us to compensate, reimburse or cover any cost, damages or losses incurred by you.
You consent to receive any agreements, notices, disclosures and other communications relating to your Account and the services (collectively, “Notices”) from us electronically, including but shall not be limited to, by way of an e-mail or by posting notices on the Application. You agree that all Notices that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Governing Law and Dispute Resolution
The seat and venue of the arbitration shall be Vietnam, in the Vietnamese language and the fees of the Arbitrator shall be borne equally by you and the Company, provided that the Arbitrator may require that such fees be borne in such other manner as the Arbitrator determines is required in order for this arbitration clause to be enforceable under applicable law.