Published: June 03, 2022
The Platforms may be used by (i) natural persons who have reached 18 years of age and (ii) corporate legal entities, e.g companies. Where applicable, these Terms shall be subject to country-specific provisions as set out herein.
Users below the age of 18 must obtain consent from parent(s) or legal guardian(s), who by accepting these Terms shall agree to take responsibility for your actions and any charges associated with your use of the Platforms and/or purchase of Goods. If you do not have consent from your parent(s) or legal guardian(s), you must stop using/accessing the Platforms immediately.
foodbar reserves the right to change or modify these Terms (including our policies which are incorporated into these Terms) at any time. You are strongly recommended to read these Terms regularly. You will be deemed to have agreed to the amended Terms by your continued use of the Platforms following the date on which the amended Terms are posted.
1.1 Who we are
Depending on which Platform you access and use, these Terms form the contract between you and the following foodbar entities:
1.2 What we do
Through our Platforms, foodbar links you to the vendors (“Vendors”) for you to order a variety of goods including prepared meals, non-prepared food and miscellaneous non-food items (hereinafter collectively referred to as "Goods") to be delivered to you. When you place an order for Goods from our Vendors (“Order”), foodbar acts as an agent on behalf of that Vendor to facilitate, process and conclude the order and subsequently for either us or the Vendor to deliver your Order to you. Vendors may be owned and operated by third party vendors, our affiliate companies, or us.
1.3 How to contact us
For customer support, you may reach out to us via email or through our in-app customer support chat feature.
2 Use of the Platforms and foodbar Account
2.1 You will need to register for a foodbar account for you to use the Platform. When you register for a foodbar account we will ask you to provide your personal information including a valid email address, a mobile phone number and a unique password. To purchase an Order, depending on which payment method you opt for, you may need to provide us with your credit card details. Your unique password should not be shared with anyone and you agree to keep it secret at all times. You are solely responsible for keeping your password safe. Save for cases of fraud or abuse which are not your fault, you accept that all Orders placed under your foodbar account are your sole responsibility.
2.2 foodbar shall not be liable for Orders that encounter delivery issues due to incomplete, incorrect or missing information provided by you. You are obliged to provide information that is complete, accurate and truthful for the proper processing of the Order, including your delivery address and contact information.
2.3 If you wish to delete your foodbar account, please send us an email requesting the same. We may restrict, suspend or terminate your foodbar account and/or use of the Platforms, if we reasonably believe that:
2.3.1 someone other than you is using your foodbar account; or
2.3.2 where you are suspected or discovered to have been involved in any activity or conduct that is in breach of these Terms, our policies and guidelines, or involved in activity or conduct which we deem in our sole discretion to be an abuse of the Platforms.
3.1 Activities Prohibited on the Platforms
The following is a non-exhaustive list of the types of conduct that are illegal or prohibited on the Platforms. foodbar reserves the right to investigate and take appropriate legal action against anyone who, in foodbar's sole discretion, engages in any of the prohibited activities. Prohibited activities include, but are not limited to the following:
3.1.1 using the Platforms for any purpose in violation of local, state, or federal laws or regulations;
3.1.2 posting any content that infringes the intellectual property rights, privacy rights, publicity rights, trade secret rights, or any other rights of any party;
3.1.3 posting content that is unlawful, obscene, defamatory, threatening, harassing, abusive, slanderous, hateful, or embarrassing to any other person or entity as determined by foodbar in its sole discretion or pursuant to local community standards;
3.1.4 posting content that constitutes cyber-bullying, as determined by foodbar in its sole discretion;
3.1.5 posting content that depicts any dangerous, life-threatening, or otherwise risky behavior;
3.1.6 posting telephone numbers, street addresses, or last names of any person;
3.1.7 posting URLs to external websites or any form of HTML or programming code;
3.1.8 posting anything that may be “spam,” as determined by foodbar in its sole discretion;
3.1.9 impersonating another person when posting content;
3.1.10 harvesting or otherwise collecting information about others, including e-mail addresses, without their consent;
3.1.11 allowing any other person or entity to use your identification for posting or viewing comments;
3.1.12harassing, threatening, stalking, or abusing any person on the Platforms;
3.1.13engaging in any other conduct that restricts or inhibits any other person from using or enjoying the Websites, or which, in the sole discretion of foodbar, exposes foodbar or any of its customers, suppliers, or any other parties to any liability or detriment of any type; or
3.1.14encouraging other people to engage in any prohibited activities as described herein.
3.2 ZYXDelivery reserves the right but is not obligated to do any or all of the following:
3.2.1 investigate an allegation that any content posted on the Platforms does not conform to these Terms and determine in its sole discretion to remove or request the removal of the content;
3.2.2 remove content which is abusive, illegal, or disruptive, or that otherwise fails to conform with these Terms;
3.2.3 suspend or terminate a user’s access to the Platforms or their foodbar Account upon any breach of these Terms;
3.2.4 monitor, edit, or disclose any content on the Platforms; and
3.2.5 edit or delete any content posted on the Platforms, regardless of whether such content violates these standards.
4 Intellectual Property
All trademarks, logos, images, and service marks, including these Terms as displayed on the Platforms or in our marketing material, whether registered or unregistered, are the intellectual property of foodbar and/or third parties who have authorised us with the use (collectively the “Trademarks”). You may not use, copy, reproduce, republish, upload, post, transmit, distribute, or modify these Trademarks in any way without our prior express written consent. The use of foodbar's trademarks on any other website not approved by us is strictly prohibited. foodbar will aggressively enforce its intellectual property rights to the fullest extent of the law, including criminal prosecution. foodbar neither warrants nor represents that your use of materials displayed on the Platforms will not infringe rights of third parties not owned by or affiliated with foodbar. Use of any materials on the Platforms is at your own risk.
5 Restrictions on Goods
5.1 Some of the Goods we offer on our Platforms are subject to restrictions for purchase (“Restricted Goods”), depending on the applicable laws of the country you purchase the Restricted Goods from. These restrictions include minimum age requirements for alcohol/alcoholic products and any other goods that we reserve the right not to deliver to you based on the relevant statutory requirements of the time being in force.
5.2 Alcohol / Alcoholic Products (“Alcohol”)
To purchase Alcohol, you must be of the statutory legal age. foodbar, the Vendor and their delivery riders, as the case may be, reserve the right in their sole discretion:
5.2.1 to ask for valid proof of age (e.g. ID card) to any persons before they deliver Alcohol;
5.2.2 to refuse delivery if you are unable to prove you are of legal age; and/or
5.2.3 to refuse delivery to any persons for any reason whatsoever.
5.3 Cigarettes/Tobacco Products (“Tobacco”)
5.3.1 We may offer Tobacco on some of our Platforms where the laws allow. By offering Tobacco for sale on our Platforms, we do not purport to advertise, promote or encourage the purchase or use of Tobacco in any way.
5.3.1 To purchase Tobacco, you must be of the statutory legal age. foodbar, the Vendor and their delivery riders, as the case may be, reserve the right in their sole discretion:
to ask for valid proof of age (e.g. ID card) to any persons before they deliver Tobacco;
to refuse delivery if you are unable to prove you are of legal age; and/or
to refuse delivery to any persons for any reason whatsoever.
5.4 Any offer for any Alcohol and Tobacco made on the Platforms is void when it is prohibited by law.
6.1 When you place an Order with foodbar, foodbar will confirm your order by sending you a confirmation email containing the Order receipt. Where applicable, Orders will include delivery fees and any applicable tax (e.g. goods and services tax, value-added tax, etc.).
6.2 Minimum Order Value - Some of our Vendors require a minimum order value (“MOV”) before an Order can be placed and delivered to you. Where an applicable Order fails to meet the MOV, you will have the option of paying the difference to meet the MOV or to add more Goods to your Order.
6.3 Special Instructions – foodbar and the Vendor (as the case may be) reasonably endeavour to comply with your special instructions for an Order. However in some cases where this is not feasible, possible or commercially reasonable, foodbar and/or the Vendor reserve the right to proceed to prepare the Order in accordance with standard operating procedures. Neither foodbar nor the Vendor shall be responsible to replace or refund an Order which does not conform to special instructions provided by you.
6.4 Allergens – foodbar is not obligated to provide ingredient information or allergen information on the Platforms. Further, foodbar does not guarantee that the Goods sold by Vendors are free of allergens. If you have allergies, allergic reactions or dietary restrictions and requirements, please contact the Vendor before placing an Order on our Platforms.
6.5 Please note that your Order may be subject to additional terms and conditions provided by the Vendor.
6.6 Prior to placing the Order
6.6.1 You are required to provide the delivery address in order for the Platform to display the Vendors available in your delivery area.
6.6.2 Once you select a Vendor, you will be taken to that Vendor’s menu page for you to select and add your Goods to the cart.
6.7 Placing the Order
To complete an Order, please follow the onscreen instructions after clicking ‘Checkout’. You may be required to provide additional details for us to complete your Order. You are required to review and confirm that all the information you provide, including the amounts, delivery details, personal details, payment information, and voucher codes (if applicable) is true, accurate and complete before you click “PLACE ORDER”. An Order is successfully placed when you receive an email confirmation containing your Order receipt from us.
6.8 Cancelling an Order
6.8.1 Please contact us immediately via our in-app customer support chat feature if you wish to cancel your Order after it has been placed. You have the right to cancel your Order provided a Vendor has not yet accepted your Order.
(i) Online Payment Orders
You have the right to a refund for a cancelled Order only if a Vendor has not yet accepted your Order. Should you still decide to cancel your Order after it has been accepted by the Vendor, you understand that no refunds (whether in whole or in part) will be issued to you and you forfeit the delivery of your cancelled Order.
(ii) Cash-on-Delivery Orders
You have the right to cancel your Order only if a Vendor has not yet accepted your Order. Should you still decide to cancel your Order after it has been accepted by the Vendor, you understand that you shall forfeit the delivery of your cancelled Order and cash-on-delivery may be removed from your list of available payment methods for your future orders.
6.9 foodbar reserves the right to cancel any Order and/or suspend, deactivate or terminate your foodbar account in its sole discretion if it reasonably suspects or detects fraudulent behavior or activity associated with your foodbar account and/or with your Order.
7 Prices and Payments
7.1 Prices quoted on the Platform shall be displayed in the applicable country’s national currency and subject to applicable tax. Prices and offers on the Platforms may vary from the prices and you accept that offers offered by our Vendors (either on their own websites, mobile applications, or at their brick-and-mortar outlets).
7.2 The way we display the prices of our Goods may vary depending on the Vendor, and the prices reflected on our Platforms may:
7.2.1 include GST, VAT or such other equivalent tax; or
7.2.2 exclude GST, VAT or such other equivalent tax.
A breakdown of the prices and additional charges are displayed before Checkout. When you place an Order, you agree to all amounts, additional charges and the final ‘Total’ amount which is displayed to you.
7.3 Delivery fees are chargeable on every Order unless:
7.3.1 you opt to collect your Order directly from the Vendor (“Pick-Up”);
7.3.1 you have a valid promotional or discount voucher and apply it at Checkout; or
7.3.3 unless stated otherwise.
7.4 Prices indicated on the Platforms are as at the time of each Order and may be subject to change.
7.5 You can choose to pay for an Order using any of the different payment methods offered on the Platforms including:
7.5.1 Our payment partners: Visa, Mastercard, American Express, Google Pay, PayPal;
7.5.2 Cash-on-Delivery; or
7.5.3 Such other payment method we offer from time to time.
7.6 If you have existing credit in your foodbar account or valid promotional or discount vouchers, you can use this pay for part or all of your Order as the case may be.
7.7 After an Order is successfully placed, you will receive an email confirmation from us with your Order receipt. Delivery fees will not appear in your Order receipt if you opt for Pick-Up.
7.8 Payment Methods
foodbar reserves the right to offer additional payment methods and/or remove existing payment methods at anytime in its sole discretion. If you choose to pay using an online payment method, the payment shall be processed by our third party payment service provider(s). With your consent, your credit card / payment information will be stored with our third party payment service provider(s) for future orders. foodbar does not store your credit card or payment information.
7.9 You must ensure that you have sufficient funds on your credit and debit card to fulfil payment of an Order. Insofar as required, foodbar takes responsibility for payments made on our Platforms including refunds, chargebacks, cancellations and dispute resolution, provided if reasonable and justifiable and in accordance with these Terms.
8 Delivery, Pick-Up and Vendor Delivery
8.1 Delivery Areas
You understand that our Vendors offer their Goods in specific delivery areas and our Vendors vary from delivery area to delivery area. By entering your delivery address on the Platforms, you will see the Vendors that we make available to you at that time. Delivery areas may expand, shrink or change depending on weather and traffic conditions and situations of force majeure.
8.2 Delivery Time
8.2.1 foodbar shall deliver your Order to the delivery address provided by You. You may choose for your Order to be delivered “DELIVER NOW” or scheduled for a specific time. An estimated delivery time will be provided to you in your email confirmation but delivery times shall vary depending on factors that are not controlled by us (e.g. order quantity, distance, time of day (peak periods), weather conditions, traffic conditions, etc.). You can view the remaining delivery time of an Order when you click on ‘My orders’ on the Platforms. You acknowledge that the delivery time we provide is only an estimate and Orders may arrive earlier or later. To ensure that you do not miss a delivery of an Order, you should ensure that either you or someone is at the delivery location to receive the Order once an Order is placed. If your Order contains Alcohol or Tobacco (if applicable) and you or the recipient is or appears to be below the legal age, or fails to provide a valid proof of ID, foodbar reserves the right not to deliver your Order to you.
8.3 Unsuccessful or Failed Deliveries
8.3.1 In cases where we attempt to deliver an Order but we are unable to do so due to the reasons caused by you, including but not limited to:
(i) no one was present or available to receive the Order; or
(ii) customer was uncontactable despite attempts to reach the customer via the phone number provided; or
(iii) lack of appropriate or sufficient access to deliver the Order successfully;
(iv) lack of a suitable or secure location to leave the Order; or
(v) in the case of Restricted Goods, customer did not meet the statutory age requirements or delivery did not deem it safe or appropriate for the customer to receive the Restricted Goods.
8.3.2 No-show Cancellations
If you remain uncontactable or fail to receive the Order within ten (10) minutes from the time the Order arrives at your delivery address, foodbar reserves the right to cancel the Order without refund or remedy to you.
8.4 Wrong Order, Missing Items, Defective Goods
Upon receipt of your Order, if you discover that there are issues with your Order (e.g. wrong order, defective order, or missing items) please contact customer support via one of the methods indicated in Clause 1.3 above immediately. In some cases, foodbar may request for photographic proof and/or additional information to properly investigate the issue with your Order. If we determine that the Order and/or Goods you received are not of satisfactory condition or quality, we will compensate you for your Order or parts of your Order.
8.5 Order Pick-Up
8.5.1 Where available, you will have the option of collecting your Order in-person directly from the Vendor’s premises ("Pick-Up") instead of having the Order delivered to You. Your email confirmation will indicate the time for you to Pick-Up the Order (“Collection Time”). The Vendor will prepare the Order by the Collection Time. In some cases, a reasonable delay may be expected. The Vendor agrees to hold the Order for you at the Vendor’s premises for no more than a reasonable period of twenty (20) minutes from the Collection Time (“Holding Time”) and shall not be obliged to provide the Order to you if you fail to Pick-Up your Order within the Holding Time.
8.5.2 In the event of unreasonable delays in Pick-Up attributable to you, you bear the risk of any damage or loss of Goods or any deterioration in quality or change in condition of the Goods (e.g. changes in the temperature fit for consumption). In this case, you shall not be entitled to a replacement, refund or replacement of the Goods. You alone are responsible for inspecting the Goods/Order when you Pick-Up your Order and shall report any issues and/or defects to the Vendor before leaving the Vendor’s premises.
8.6 Vendor Delivery
In some cases, our Vendors will deliver the Order to you (“Vendor Delivery”). While we will use reasonable efforts to provide prior notice to you on Vendor Delivery, this may not always be possible. Where Vendor Delivery applies, we may ask you to contact the Vendor directly in the event of issues or delays in your delivery. foodbar shall not be responsible in any way for Orders or Goods that are delivered by Vendors.
9 Vouchers, Discounts and Promotions
9.1 From time to time, foodbar may run marketing and promotional campaigns which offer voucher codes, discounts, and other promotional offers to be used on the Platforms (“Vouchers”). Vouchers are subject to validity periods, redemption periods, and in certain cases, may only be used once.
9.2 Vouchers may not be valid when used in conjunction with other promotions, discounts or other vouchers. Additional terms and conditions may apply to Vouchers.
9.3 Unless otherwise stated, Vouchers can only be used on our Platforms.
9.4 Vouchers cannot be exchanged for cash.
9.5 foodbar reserves the right to void, discontinue or reject the use of any Voucher without prior notice Individual restaurants terms & conditions apply
9.6 We may exclude certain Vendors from the use of Vouchers at any time without prior notice to you.
10 Representations, Warranties and Limitation of Liabilities
10.1 Representations and Warranties
You acknowledge and agree that the content on the Platforms are provided on an “as is” and “as available” basis, and that your use of or reliance upon the Platforms and any content, goods, products or services accessed or obtained thereby is at your sole risk and discretion. While foodbar makes reasonable efforts to ensure the provision of the Platforms and the services we offer, are available at all times, we do not warrant or represent that the Platforms shall be provided in a manner which is secure, timely, uninterrupted, error-free, free of technical difficulties, defects or viruses. Please expect temporary interruptions of the Platform due to scheduled or regular system maintenance work, downtimes attributable to internet or electronic communications or events of force majeure.
Limitation of Liability
To the extent permitted by law, foodbar (which shall include its employees, directors, agents, representatives, affiliates and parent company) exclude all liability (whether arising in contract, in negligence or otherwise) for loss or damage which you or any third party may incur in connection with our Platforms, our services, and any website linked to our Platforms and any content or material posted on it. Your exclusive remedy with respect to your use of the Platforms is to discontinue your use of the Platforms. The foodbar entities, their agents, representatives, and service providers shall not be liable for any indirect, special, incidental, consequential, or exemplary damages arising from your use of the Platforms or for any other claim related in any way to your use of the Platforms. These exclusions for indirect, special, consequential, and exemplary damages include, without limitation, damages for lost profits, lost data, loss of goodwill, work stoppage, work stoppage, computer failure, or malfunction, or any other commercial damages or losses, even if the foodbar entities, their agents, representatives, and service providers have been advised of the possibility thereof and regardless of the legal or equitable theory upon which the claim is based. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, foodbar, the foodbar entities, its agents, representatives and service providers' liability shall be limited to the extent permitted by law.
10.3 Vendor’s representations
foodbar shall neither be liable for actions or omissions of the Vendor nor you in regard to provision of the Goods and where Vendor Delivery applies to your Order. foodbar does not assume any liability for the quantity, quality, condition or other representations of the Goods and/or services provided by Vendors or guarantee the accuracy or completeness of the information (including menu information, photos and images of the Goods) displayed on the Vendor’s listing/offering on the Platform. Nothing in these Terms shall exclude Vendor’s liability for death or personal injury arising from Vendor’s gross negligence or willful misconduct.
11 Vendor Liability
Vendors are responsible for the preparation, condition and quality of Goods. In cases of Vendor Delivery, Vendors are responsible for delivery of the Goods and/or Orders. foodbar shall not be liable for any loss or damage arising from your contractual relationship with the Vendor.
12 Personal Data (Personal Information) Protection
You agree to indemnify, defend, hold harmless foodbar, its directors, officers, employees, representatives, agents, and affiliates, from any and all third party claims, liability, damages and/or costs (including but not limited to, legal fees) arising from your use of the Platforms or your breach of these Terms.
14 Third Party Links and Websites
The Platforms may contain links to other third party websites and by clicking on these links, you agree to do so at your own risk. foodbar does not control or endorse these third party websites or links and shall not be responsible for the content of these linked pages. foodbar accepts no liability or responsibility for any loss or damage which may be suffered by you in relation to your access and use of these third party links and websites.
foodbar has the right to terminate, suspend or delete your account and access to the Platforms, including any delivery service we provide to you in respect of an Order, for any reason, including, without limitation, if foodbar, in its sole discretion, considers your use to be unacceptable, or in the event of any breach by you of the Terms. foodbar may, but shall be under no obligation to, provide you a warning prior to termination of your use of the Websites.
foodbar may amend these Terms at any time in its sole discretion. The amended Terms shall be effective immediately upon posting and you agree to the new Terms by continued use of the Platforms. It is your responsibility to check the Terms regularly. If you do not agree with the amended Terms, whether in whole or in part, you must stop using the Platforms immediately.
18 Governing Law
These Terms shall be governed and construed in accordance with the laws of the country / courts of jurisdiction in which the relevant foodbar entity is incorporated as set out in the table below. The following courts will have jurisdiction over any dispute or claim arising out of or in connection with the use of the Platforms:
19 Contact Us
If you wish to contact us regarding any questions or comments you may have, please send an email to our customer support email or via our in-app customer support chat feature.
20 Prevailing Language
In the event of a dispute as to the Terms, the English version shall prevail. The English language version of these Terms shall control in all respects and shall prevail in case of any inconsistencies with translated versions.
Drivers: Terms And Conditions
Participating Driver’s Terms & Conditions
1.1 “foodbar” means foodbar Services, a sole proprietor duly organized and existing under and by virtue of the laws of Rwanda, with registered office at Kigali, Rwanda. Valley Hub Ltd is the authorized administrator of the foodbar User’s application or program (the “Software”) in Rwanda and is engaged in the business of providing the Services to Users in Rwanda and East Africa.
1.2 “Participating Driver” means a licensed driver, not registered as a common carrier or otherwise engaged in business as such, who installs a copy of the Software on a mobile device, and has been accredited with foodbar as part of a pool of drivers who may be willing, at his/her sole discretion, to provide Private Carrier Services to a User.
1.3 “User” means any natural or juridical person who installs a copy of the Software on a mobile device and submits an Order through the Software for Private Carrier Services to be performed in Rwanda.
1.4 “Order” has the meaning given to it in Clause 3.3 below.
1.5 “Private Carrier Services” means the services provided by a Participating Driver for the account of a User, which includes the pickup, transportation and delivery of the User’s Shipment from and to stated locations in Rwanda using a booked vehicle, as well as any add-on services, pursuant to an Order.
1.6 “Shipment” means all packages, parcels, delivery items or any part of the articles therein or contents thereof that travel under one Order.
1.7 “Contract” refers to the special contract of private carriage as contemplated under Rwandan law which is automatically entered into between the Participating Driver and the User upon the acceptance by the Participating Driver of the User’s Order through the Software. The Contract covers the provision of Private Carrier Services and the fulfillment by the Participating Driver of the terms of the Order, subject to the terms and conditions expressly provided as Annex “A”.
1.8 “Services” means the services set out in Clause 3.4 below which are all performed by foodbar electronically through the Software.
1.9 “Driver Account” refers to the deposit of money made by the Participating Driver with foodbar, which shall be credited for Participating Driver’s share in the fees and charges for an Order paid by the User, and shall be debited for the share of foodbar in the fees and charges for an Order paid in cash and/or penalties and fines due from the Participating Driver.
2. Application and Onboarding on the Software
2.1 foodbar has the exclusive discretion to impose requirements for the accreditation of prospective Participating Drivers for onboarding on the Software.
2.2 Prospective Participating Drivers shall submit relevant, true and correct personal data and authentic documents as a prerequisite to onboarding on the Software. Failure to provide true and complete personal data and documents, or submission of false information or documents shall be grounds for denial of the application or off-boarding the Participating Driver from the Software.
2.3 Failure by the Participating Driver to comply with the Code of Conduct, and/or the rules which may be promulgated by foodbar from time to time shall be sufficient basis for imposition of reasonable fines by foodbar against the Participating Driver and/or off-boarding from the Software. foodbar has the sole prerogative, based on its own exclusive determination of whether a violation or breach has been committed by the Participating Driver, to impose such penalties on the Participating Driver.
3. Use of the Software; foodbar’s Services
3.1 A Participating Driver is permitted to install a copy of the Software on the Participating Driver’s mobile device for use in Rwanda. Other than the license to use the Software as herein provided, no other license or right is granted to the use and ownership of the Software and all other rights are hereby expressly reserved by foodbary. Participating Driver shall not:
a. rent, lease, sublicense, distribute or transfer copies of the Software or the license for the use of the Software to any third parties;
b. modify, adapt, reverse engineer, decompile, disassemble, translate the Software or create derivative works based on the Software;
c. interrupt the normal operation of the Software, or use any methods to export or modify the source code of the Software;
d. upload or send out any kinds of computer viruses, worms, trojans, or malicious codes;
e. install and/or execute the Software on any device other than the mobile device running the operating systems approved by foodbar.
3.2 The Software is delivered to Participating Drivers on an “as is” basis and although foodbar has used its best endeavors to make the Software work properly on mobile devices, foodbar does not warrant the performance of the Software nor the compatibility of the Software with Participating Drivers’ mobile devices.
3.3 Participating Driver may use the Software to accept a proposal submitted by a User to engage Private Carrier Services for compensation to be determined in accordance with the prevailing “Rates” on the Software (an “Order”) and under terms and conditions provided in Annex “A”.
3.4 foodbar provides Services to facilitate the perfection and performance of the Contract between the User and the Participating Driver, as follows:
a. the computation and determination of the fees and charges for the fulfillment of an Order;
b. the publication of the details of an Order to eligible Participating Drivers for their acceptance;
c. upon the acceptance by a Participating Driver of an Order, the transmission to the User of the details of the Participating Driver who has accepted the Order;
3.5 The Orders submitted through the Software are completely and independently fulfilled by the Participating Driver pursuant to the Contract with the User. foodbar is not a party to the Contract.
3.6 foodbar reserves the right, but shall not be obliged, to pursue investigations and/or inquiries on the conduct and/or alleged violations by Participating Drivers based on User’s reports or complaints, and to impose appropriate penalties or consequences on the Participating Drivers, at the sole and absolute discretion of foodbar.
4. Determination of Fees and Charges
4.1 The User will be charged the Standard Service Fee and Delivery Fee in accordance with the prevailing “Rates” at the time of the Participating Driver’s acceptance of the Order.
4.2 The fees and charges for the User’s Shipment are determined in accordance with specified maximum weight, size, and quantity of the delivery item/s, the vehicles used, and add-on services availed, if any, as the case may be.
4.3 The User shall pay the Participating Drivers in accordance with the agreed mode of payment selected through the Software upon submission of the Order.
4.4 For cash transactions, the Participating Driver cannot charge fees in excess of the Rates and approved additional charges. The share of foodbar in the fees and charges for an Order paid in cash shall be deducted from the balance of the Driver Account of a Participating Driver.
5. Participating Driver’s Warranties and Obligations
5.1 The Participating Driver warrants that he is a duly licensed driver in accordance with the laws of the Philippines, and that he is the registered owner or the authorized driver of the vehicle to be used in the Contract he may enter into with a User of the Software.
5.3 The Participating Driver undertakes that he will faithfully comply with his duties and obligations as provided in the Contract, and warrants that all his representations and warranties as provided in the Contract are true and correct.
5.4 The Participating Driver warrants that he has read and understood the Participating Driver’s Code of Conduct. He agrees that he may be penalized for his violation of said Code of Conduct, and may be off-boarded from the Software.
5.5 The Participating Driver warrants the authenticity and due execution of the documents he submitted to foodbar in connection with his onboarding on the Software.
5.6 The Participating Driver warrants that he is not engaged in the business of a public utility or a common carrier, and declares that he is not an employee, representative, principal, agent or officer of foodbar.
5.7 The Participating Driver shall hold foodbar free and harmless from any legal liability to the User or any third party as a result of any breach of the Participating Driver’s warranties, duties and obligations.
5.8 The Participating Driver acknowledges that offline marketing materials of foodbar such as jackets, insulated bags, stickers bearing the foodbar name or logo are and shall remain the company property of foodbar. The Participating Driver shall voluntarily return in good condition such company property before being off-boarded from the Software without need for demand from foodbar.
5.9 The Participating Driver shall voluntarily return in good condition such company property of foodbar within five (5) business days from being off-boarded from the Software without need for demand from foodbar. Participating Driver expressly agrees that his failure to return company property of foodbar as provided in this Clause 5.9 within the given time period shall result in liability of the Participating Driver for the payment of damages and/or penalty in the fixed amount of RWF 964,445 without need for prior demand and/or judicial determination of liability. Participating Driver acknowledges that, in the event that the Participating Driver fails or refuses to pay the amount, for any reason whatsoever, foodbar shall be entitled to satisfy the liability from Participating Driver’s personal property. Notwithstanding the foregoing, foodbar does not waive its right to institute any civil or criminal case against Participating Driver for his failure to surrender the company property of foodbar.
The Participating Driver hereby expressly agrees and acknowledges that:
6.1 foodbar does not provide delivery or transportation services, and except to the extent that it provides the Services as defined herein, does not perform, manage, supervise or control the Private Carrier Services which are completely, exclusively and independently performed by the Participating Driver.
6.2 foodbar is a software company and is not, and does not represent itself to be, engaged in the activities of a common or private carrier or a public utility.
6.3 foodbar does not warrant the availability of the Services, the availability of vehicles through the use of the Services, the accuracy of the data or information provided as part of the Services or the quality of the services of the Participating Drivers.
6.4 foodbar shall not be liable to Participating Drivers for any damages, claims or costs whatsoever including any consequential, indirect, incidental damages or any loss of profit or damages to their mobile devices as a result of their use of the Services or their installation and / or execution of the Software even if foodbar or its representative has been advised of the possibility of such loss, damage or claim from Participating Driver.
6.5 foodbar is not the agent, principal, partner or employer of Participating Drivers or Users.
6.6 The rights, obligations and remedies between the User and Participating Driver are set forth in their Contract, which is hereby expressly acknowledged by the Participating Driver as a special contract of private carriage of goods, as contemplated under the laws of the Republic of Rwanda. foodbar shall not be liable for any loss or damages, including any injury which a User or Participating Driver may suffer as a result of the delivery, transportation or journey in the vehicle of a Participating Driver using the Software.
7. Personal Data and Privacy
7.1 The Participating Driver may be required to submit personal data to foodbar in order to use certain functions of the Software and avail of, or be eligible for the availment of, discounted products and services, special promotions and other benefits (the “Benefits”) from foodbar and/or foodbar’s corporate and institutional partners, and the Participating Driver confirms that the personal data so provided is true, correct and up to date.
7.3 The Participating Driver agrees that foodbar may likewise share his or her personal data with third parties, including but not limited to contractors, subcontractors, agents and corporate partners (“Third Parties”), as well as said Third Parties’ member companies, affiliates and/or service providers, as may be necessary for foodbar to provide the Services, fulfill its contractual obligations related to the provision of said Services or the provision of the Benefits by foodbar and/or foodbar’s corporate and institutional partners, and facilitate and monitor the Participating Driver’s availment or eligibility for the availment of the Benefits from foodbar and/or foodbar’s corporate and institutional partners. Prior to sharing the Participating Driver’s data, foodbar shall provide the Participating Driver the following information: (i) that the Participating Driver’s data will be given to the relevant third party and/or its member companies, affiliates and/or service providers; (ii) the purpose of the data sharing; (iii) the categories of personal data concerned; (iv) other intended recipients or categories of recipients, such as the third party’s member companies, affiliates and/or service providers; (v) the existence of the rights of Participating Drivers with respect to said personal data, including the right to access and correction and the right to object; and (vi) any other information that would sufficiently notify the Participating Drivers of the nature and extent of the data sharing to be undertaken under this agreement and the third party’s subsequent processing thereof.
7.4 The Participating Driver agrees that foodbar shall not be liable for any misuse by the User of the Participating Driver’s personal data.
7.5 The Participating Driver will receive and use the User’s personal data (User’s submitted name and contact number) for the purpose of complying with his obligations under the Special Private Contract of Carriage.
7.6 The Participating Driver shall not use the User’s personal data for any illegal acts. The Participating Driver agrees that he will be liable to the User for any misuse of the User’s personal data, and he agrees to hold foodbar free and harmless from the misuse of the User’s personal data.
8. Fair Use of the Software; Rules of Usage
8.1 The Participating Driver shall not utilize the Software for or to promote any illegal acts.
8.2 The Participating Driver shall not use the Software to produce any email advertisements or spam emails.
8.3 The Participating Driver shall not use the Software in any way to track, stalk, harass or hurt any person.
8.4 The Participating Driver shall not in any way interrupt/destroy the operation of the Software or the servers/network that linked with the Software, or violate the network requirements, process, or there herein terms and conditions.
8.5 The Participating Driver shall not use the Software in another person’s name or use the Software with property of others without consent of its owner.
9. Confidentiality and Protection of Business Interests of foodbar and Software Users
9.1 foodbar owns or controls all trade secrets, proprietary information, and other confidential information relating to foodbar and the Software.
9.2 “Confidential information” includes but is not limited to: the source code in respect of the mobile app, foodbar App (the “Mobile App”), currently owned and operated by foodbar; app contents of foodbar; driver onboarding data operating procedures; non-public financial information, trade secrets (including but not limited to applicable rebate programs for corporate clients), business plans copyrightable materials; operating procedures; financial information, business plans; non-public records, notes, reports, correspondences; supplier information; and trade secrets; and proprietary information.
9.3 In the course of the use of the Software and/or provision by foodbar of the Services, the Participating Driver may become aware of trade secrets, proprietary information and other confidential information relating to foodbar. The Participating Driver agrees that the disclosure of this information to any third party, and in particular to a competing business entity, would cause serious loss and damage to foodbar’s business interests.
9.4 Upon request of foodbar made at any time for any purpose, the Participating Driver shall immediately deliver to foodbar any and all company properties and Confidential Information in their ephemeral and tangible forms. Any hardware or devise, owned or controlled by the Participating Driver containing such Confidential Information shall also be turned over for extraction/removal of such Confidential Information.
9.5 The Participating Driver shall not, both during and after his onboarding on the Software, (a) reveal to others, any trade secrets or confidential information learned or generated by him relating to the business of the foodbar or Users of the Software; (b) make use of any such information in a manner that competes with the business of foodbar; or (c) make use of such information in a manner which is prejudicial to the interests of foodbar and/or the User.
9.6 The Participating Driver shall exercise the diligence of a good father of the family to prevent any disclosure, communication or use by any other person of any such trade secrets or Confidential Information and all books, notes, memoranda, correspondence, papers, drawings, designs, documents, records, computer discs, computer hardware, or computer software containing such trade secrets or Confidential Information.
9.7 The Participating Driver agrees it shall not use any advantages derivable from such Confidential Information in its own business or affairs, unless the same is done pursuant to a new agreement executed by all parties to this document.
10.1 Non-Circumvention. The Participating Driver hereby agrees for himself or herself, their officers, directors, agents, associates and any related parties, that they will not, directly or indirectly, contact, deal with or otherwise become involved with any User, entity or any other entities or parties introduced, directly or indirectly, by or through the other party, its officers, directors, agents or associates, for the purpose of avoiding the payment to the foodbar of profits, fees or otherwise, without the specific written approval of the foodbar.
10.2 Promotions. foodbar reserves the exclusive right to introduce and enforce advertising and sales promotions.
10.3 Amendment. By agreeing to these Terms and Conditions, the Participating Driver agrees that foodbar may from time to time amend the terms of these Terms and Conditions by posting such amendments and additional terms and conditions on the website and/or by sending push notifications on the Mobile App. The Participating Driver agrees that any such amendments on the Terms and Conditions made by foodbar shall be binding upon him.
10.4 Entire agreement. The Participating Driver acknowledges that he has read these Terms and Conditions, as may be amended from time to time, understood it and agreed to be bound by its terms, and further agrees that these Terms and Conditions, together with any document referred to herein in connection herewith, constitutes the whole agreement and is the complete and exclusive statement of the Terms and Conditions between foodbar and the Participating Driver with respect to the subject matter hereof, which supersedes all proposals, and all other communications, regardless of the form thereof, between the foodbar and the Participating Driver relating to the subject matter of these Terms and Conditions. No representation, promise or inducement has been made by foodbar that is not embodied in these Terms and Conditions.
10.5 Governing Law. These Terms and Conditions shall be governed by and construed in accordance with the laws of Rwanda.
10.6 Venue of Action. In the event of any dispute, controversy, or claim arising from or relating to these Terms and Conditions, or the interpretation thereof, or any arrangements relating thereto or contemplated therein, or the breach, termination, or invalidity thereof, the parties hereto agree that venue shall be exclusively and properly set in the courts of Kigali, Rwanda.
10.7 Assignment. foodbar reserves the right to assign any or all of its rights, duties and obligations hereunder to any third party without need of notice to or consent from the Participating Driver. The Participating Driver may not assign his rights and obligations under these Terms and Conditions without the prior written consent of foodbar.
10.8 Non-waiver. Failure by foodbar to exercise any or all of its rights hereunder, or any partial exercise thereof, shall not be construed as a waiver of such rights, and foodbar may, at any time, exercise any or all of the rights and discretions granted to it hereunder, or by law, without having to wait for the occurrence or re-occurrence of another or similar event which gives rise to such rights.
10.9 Severability. If any provision of these Terms and Conditions is or becomes invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect, and for the invalid, illegal or unenforceable provision shall be substituted a valid, legal and enforceable provision which shall be as similar as possible in economic and business objectives as intended by the parties.
Terms and Conditions of the
Special Contract of Private Carriage of Goods
Between User and Participating Driver
The User, by the submission of its Order using the Software and the acceptance of the computation provided by foodbar of the fees and charges for said Order; and The Participating Driver, by its acceptance of the Order; hereby agree to be bound by this special contract of private carriage of goods (the “Contract”), subject to the terms and conditions hereinafter provided:
1. Definitions and Interpretation
1.1 Capitalized terms used in this Contract shall bear the meaning provided under the User’s Terms and Conditions, and/or the Participating Driver’s Terms and Conditions.
1.2 In case of conflict between the provisions of this Contract and the User’s/ Participating Driver’s Terms and Conditions, the rights, duties and obligations and remedies between the User and Participating Driver shall be governed by this Contract.
2. Special Contract of Private Carriage of Goods
2.1. This Contract shall take effect between the User and the Participating Driver upon the acceptance by the Participating Driver of the User’s Order.
2.2 For and in consideration of the payment by the User of the fees and charges as computed through the Software, the Participating Driver shall provide the Private Carrier Services for the account of the User in accordance with the terms indicated by the User in the Order.
2.3 The User shall pay the Participating Drivers in accordance with the agreed mode of payment selected through the Software upon submission of the Order.
2.4 It is expressly understood that this Contract exclusively covers the carriage of goods and does not extend to the carriage of persons. On a case-to-case basis, and subject to the sole discretion of the Participating Driver, the Participating Driver may allow persons to be transported as accompanying persons to the Shipment upon the request of the User. The User expressly agrees that the incidental transportation of accompanying persons may be allowed by the Participating Driver as a mere accommodation and only in cases where the accompanying persons are necessary to minimize any risk of damage or loss to the Shipment. The User expressly assumes any and all liability arising from the transportation of accompanying persons by the Participating Driver.
2.6 The User and the Participating Driver acknowledge that any payment to the Participating Driver is made exclusively for the provision of Private Carrier Services and does not cover services for carrying or transporting accompanying passengers.
3. Participating Driver’s Warranties; Duties and Obligations
3.1 The Participating Driver warrants that he is a duly licensed driver in accordance with the laws of the Philippines, and that he is the registered owner or the authorized driver of the delivery vehicle to be used in this Contract.
3.2 The Participating Driver undertakes to personally execute the duties and obligations of the private carrier under this Contract.
3.3 The Participating Driver represents and warrants to the User that he has the special skills, appropriate delivery vehicle and sufficient property to perform the Private Carrier Services under this Contract and in accordance with the instructions of the User as indicated in the Order.
3.4 The Participating Driver undertakes to faithfully comply with the Participating Driver’s Code of Conduct and with the terms and conditions of this Contract.
3.5 The Participating Driver shall provide any additional manpower requirements as may be indicated in the Order, and shall exercise direct supervision and control over the acts and services performed by the additional personnel provided by him.
3.6 The Participating Driver shall provide due compensation to the additional personnel which he contracts to provide assistance to him in fulfilling the Order, and shall comply with all applicable laws in dealing with his assistants.
3.7 The Participating Driver agrees that he may be reported by the User to foodbar for any violation of this Contract, and after due inquiry by foodbar, may be penalized for his violation of the terms and conditions of this Contract and that he may be off-boarded from the Software as a consequence thereof.
3.8 The Participating Driver warrants that he is not engaged in the business of a public utility or a common carrier, and that he is not an employee, representative, agent, principal or officer of foodbar.
3.9 The Participating Driver shall refuse any Shipment that is or appears to be prohibited by law, dangerous or hazardous materials or substances, and radioactive material, or which may be harmful to the Participating Driver or the delivery vehicle.
3.10 The Participating Driver shall exercise the diligence of a good father of the family to transmit the Shipment. He shall take reasonable precaution to prevent unauthorized persons from accessing the Shipment. He shall take reasonable precaution against loss of or damage to the Shipment while in transit.
3.11 The Participating Driver shall use reasonable effort to deliver the Shipment according to the instructions of the User and the estimated time of arrival. Participating Drivers shall not be liable (whether in contract, tort or otherwise) for any delays in effecting delivery thereof for whatever reasons, unless the delay is directly caused by the gross negligence or fault of the Participating Driver.
3.12 The Participating Driver shall not be liable for any loss or damage arising from or in connection with the User’s violations of warranties and obligations as stated in the User’s Terms and Conditions or in this Contract.
3.13 The Participating Driver shall not be liable for any delay in delivery of the Shipment, loss or damage due to force majeure, or any acts or omissions of any party other than the Participating Driver or his agents/assistants.
4. User’s Warranties; Duties and Obligations
4.1 The User warrants that he has the legal capacity to enter into this Contract under Rwandan laws.
4.2 The User conclusively agrees that the Private Carrier Services to be provided by the Participating Driver shall be subject to this Contract.
4.3 The User acknowledges and agrees that the Participating Driver is a private carrier, and is not a public utility or a common carrier and thus, the rules pertaining to public utilities or common carriers shall have no application to this Contract.
4.4 The User warrants that he has provided complete and accurate information in submitting the Order, such as the description of the delivery items included in the Shipment, his choice of delivery vehicle type, add-on services availed, and handling instructions of the Shipment, if any, through the Software, and agrees that the Participating Driver may rely upon the information provided by the User as true and correct without conducting an independent verification of the same.
4.5 The User warrants to the Participating Driver that he is either the owner or the authorized agent of the owner of the Shipment, and that he is authorized to enter into this Contract not only for himself but also as agent for and on behalf of the owner of the Shipment.
4.6 The User warrants that he has complied with all laws and regulations relating to the nature, condition, packing, handling, storage and carriage of the Shipment. User shall not dispatch any articles that are prohibited by law, dangerous or hazardous materials or substances, radioactive material, or which may be harmful to the Participating Driver or the delivery vehicle.
4.7 The User bears complete responsibility to ensure that the Shipment is adequately packed to protect against damage in the course of transit. It is conclusively presumed that the delivery items in the Shipment are inadequately packed if it appears to have been removed without the case, wrapper or container, or where the seal or packaging of the delivery items in the Shipment are torn or broken.
4.8 The User agrees that Participating Driver is not obliged to open and inspect the Shipment, and that Participating Driver shall bear no responsibility or any legal liability resulting from the transportation of the Shipment.
4.9 The User is liable for any loss or damage suffered by the Participating Driver or any third party as a result of User’s violation/s of this Contract.
4.10 The User agrees to hold the Participating Driver free and harmless from any legal liability to any third party as a result of any breach of the User’s warranties, duties and obligations.
4.11 The User agrees and undertakes to indemnify the Participating Driver against any and all assessments, liabilities, claims, suits, demands, damages, judgments, fees, costs, fines, penalties, interests and expenses of any nature whatsoever that the Participating Driver may suffer arising out of or in connection with the transportation of accompanying persons to the Shipment upon the request of the User.
5.1 Participating Driver’s Limited Liability. The liability of the Participating Driver to the User for loss or destruction of the Shipment shall be limited to Thirty eight thousand, five hundred and seventy eight Rwandan Franc (RWF 38,578) only. The User shall bear the risk of loss if he avails of the Private Carrier Services for Shipments with a value exceeding this amount. Any and all claims for any loss or destruction of the Shipment must be submitted by the User to the Participating Driver within a period of ten (10) calendar days from the date when the Shipment was placed in the possession of the Participating Driver for purposes of delivery. Any claim submitted by the User beyond the 10 day period shall be deemed waived.
5.2 Entire agreement. Both parties acknowledge that they have read this Contract, understood it and agreed to be bound by its terms and further agree that this Contract, together with the terms of the relevant Order, constitutes as the complete and exclusive statement of the agreement between the parties with respect to the subject matter hereof, which supersedes all proposals, and all other communications, regardless of the form thereof, between the parties relating to the subject matter of this Contract. No representation, promise or inducement has been made by either party that is not embodied in this Contract, and neither party shall be bound by or liable for any alleged representation, promise or inducement not otherwise contained in this Contract.
5.3 Governing Law. This Contract shall be governed by and construed in accordance with the laws of Rwanda.
5.4 Venue of Action. In the event of any dispute, controversy, or claim arising from or relating to this Contract or the relevant Order, or the interpretation thereof, or any arrangements relating thereto or contemplated therein, or the breach, termination, or invalidity thereof, the parties hereto agree that venue shall be exclusively and properly set in the courts of Kigali city, Rwanda.
5.5 Severability. If any provision of this Contract is or becomes invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect, and for the invalid, illegal or unenforceable provision shall be substituted a valid, legal and enforceable provision which shall be as similar as possible in economic and business objectives as intended by the parties.
foodbar Participating Drivers
PARTICIPATING DRIVER TERMS:
I have read and understood the Participating Drivers’ Terms and Conditions and Special Contract of Private
Food Delivery found in the foodbar Driver App, and Code of Ethics and Penalty System found in “Annex A”.
Starting from the signature date, I, as a Participating Driver, agree to abide by the Participating Drivers’ Terms and Conditions, Code of Ethics and the Special Contract of Private Food Delivery, I enter with Users of the Platform. I likewise agree to abide by all amendments to the Participating Drivers’ Terms and Conditions and Code of Ethics and Penalty.
I warrant that I am the exclusive user of the mobile number provided above. I hereby undertake that I will not let any other person use my account as a Participating Driver in the Platform. I will immediately inform foodbar of any loss or change in mobile number in the Platform.
I acknowledge that offline marketing materials, such as foodbar bag, foodbar Jacket and ID, shall remain the property of foodbar. I agree to voluntarily return such offline marketing materials within five (5) business days from being off boarded from the Platform without need for demand from foodbar in good condition.
I expressly agree that my failure to return company property of foodbar as provided in Section 4 within the given time period shall make me liable for the payment of damages and/or penalty corresponding the amount of foodbar assets within driver’s possession without need for prior demand and/or judicial determination of liability. I acknowledge that if I fail or refuse to pay the amount, for any reason whatsoever, foodbar shall be entitled to satisfy the liability from my personal property. Notwithstanding the foregoing, I acknowledge that foodbar does not waive its right to institute any civil or criminal case against me for my failure to surrender the company property of foodbar.
Once the request to leave has been processed, I agree that all the amount that is subject for refund shall be deposited through my momo account on a Friday, the following week. If in case I do not have momo, it will be disbursed as a check and shall be released on a Friday of that same week.
I agree that my account will be suspended, and I need to attend Platform re-orientation if I, as a Participating Driver, did not take any order within a continuous period of thirty (30) days.
If I wish to join the platform after leaving or after having been off-boarded, I agree that I must again undergo the process of application as a Participating Driver.
I agree that I may be off boarded from the Platform due to my violation of the Terms and Conditions or the Code of Ethics.