Yumasoft Inc., a corporation, located at 245 Saw Mill River Road, Suite 106, Hawthorne, New York, 10532, the United States, has assigned its rights and obligations under the below-mentioned documents to MKM Technology Pty Ltd ( Trading as OscarPOS Point of Sale Solutions ) having a principal place of business at Unit 8 / 13 Port Kembla Drive, BIBRA LAKE WA 6163, Australia.
These General Terms (the “Terms”) state the rules that apply to the sales transactions facilitated by Yumasoft Inc. having a principal place of business at 245 Saw Mill River Road, Hawthorne, New York, USA, 10532 (the “Company”)through the cloud based all-in-one Point-of-Sale (POS) system YumaPOS and its components (the “Software”). The Software comprises: (i) POS terminal software; (ii) the customer downloadable web application YUMA and related application software, including an application aggregator and branded individual applications provided by the Company; (iii) back office software; (iv) plug-ins; (v) a kitchen management application; (vi) a driver mobile application; (vii) a warehouse mobile application; (viii) a store mobile application; and (ix) other related components.
1. Terms and Definitions
Except to the extent expressly provided otherwise, in these Terms:
“Store” (collectively referred to as “Stores”)means a natural or legal person selling or intending to sell goods through the Software.
“License” means a non-exclusive, non-transferable, and revocable commercial license to use the current version of the Software.
“Application” means the customer downloadable web application YUMA and related application software, including an application aggregator and branded individual applications provided by the Company.
“Goods” means goods and services featured through the Software and the Application and offered by Stores for sale to Customers.
“Order” (collectively referred to as “Orders”)means a request made by a Customer to a Store through the Application for purchasing and delivering one or more Goods.
“Prices” means the prices of Goods inserted by Stores in the Software and displayed to Customers through the Application, excluding delivery costs.
2. General Provisions
2.1 The Company, Stores, and Customers warrant that they have the legal right and authority to consent to these Terms, to exercise their rights, and to perform their obligations under these Terms.
2.2 By placing Orders online through the Application and receiving confirmatory notices from the selected Stores, Customers conclude sale contracts with the selected Stores.
2.3 The Company merely facilitates the sales of Goods and does not sell any Goods itself. The Company disclaims any responsibility for the availability, accuracy, truthfulness, suitability, quality, and delivery of Goods.
2.4 The visual information featured in the Software and the Application about Goods is displayed for reference purposes only and cannot convey reliable information about the properties and characteristics of Goods, including their color, size, and shape.
2.5 Amendment. The Company reserves the right to amend these Terms from time to time by making the modified version available to Customers and Stores in writing. If a Customer continues using the Application after the modified version is made available to it, it agrees to be bound by the amended Terms. If a Store continues using the Software after the modified version is made available to it, the Store agrees to be bound by the amended Terms.
2.6 Intellectual Property. All title and copyrights in and to the Application and the Software (including, but not limited to, any images, photographs, animations, video, audio, music, text, and applets, incorporated into the Application and the Software) are owned by the Company, excluding the intellectual property owned by Stores. The Intellectual property of the Company is protected by the intellectual property laws of the United States and applicable international treaties and cannot be used in any way without obtaining a prior written consent from the Company.
2.7 Assignment.The rights and obligations of the Company under these Terms may be freely assigned to any third parties without the consent of Customers and Stores. These Terms shall inure to the benefit of and be binding upon the successors and assigns of the Company.
3. Subject of the Terms
3.1 The Company provides the Application to Customers for the following purposes:
Featuring information about Goods made available by Stores to Customers, including the Prices and characteristics of Goods;
Placing Orders through the Application and transmitting Orders to the respective Store for further processing;
Informing Customers about the progress of their Orders;
Providing Customers with online payment facilities enabling them to purchase Goods;
Allowing Customers to receive news, offers, and promotions from Stores and the Company that can be of interest to Customers;
Contacting Customers with regard to the use of the Application.
3.2 The Company provides the Software to Stores for the following purposes:
Displaying Goods for sale;
Facilitating the placement of Orders;
Automating the processes of customer service, accounting, and business management;
Displaying information related to: (1) the number of Goods held in stock by Stores; (2) completed sales transactions; (3) Customers’ contact information; (4) activities conducted by Stores’ employees; and (5) other indicators of business performance through the Software;
Providing Stores with information about Customer’s activities; and
Sending news, promotional material, and discount proposals that can be of interest to Stores.
3.3 Each Store shall sell Goods at the Prices as indicated in the Software and deliver Goods in a timely manner in accordance with these Terms.
3.4 Ownership. The ownership rights to the ordered Goods and the risk of accidental loss or damage pass to a Customer after the payment for the ordered Goods is successfully processed and the Customer receives the ordered Goods in its possession.
3.5 Each Store shall remain solely responsible for the timely delivery of Goods to Customers.
4. Rights & Obligations
4.2 Company’s rights. The Company reserves the following rights:
To cancel an Order if the Company has reasonable grounds to believe that the information provided by a Customer in relation to the Order is not true, accurate, complete and up to date;
To suspend or cancel Customer’s account if the Company has reasonable grounds to believe that the Customer used the Application for illicit purposes or in a way that contradicts to these Terms and other provisions of the documents indicated in Section 17.1 of these Terms;
To suspend or terminate the agreements with a Store if the Company has reasonable grounds to believe that that Store provides poor or unsatisfactory customer care. The Company shall notify the Store concerned about such a suspension or termination at least 30 calendar days in advance.
4.3 Stores’ obligations. Each Store undertakes to ensure its obligations under this Agreement and stipulated by the applicable law, including, but not limited to:
Each Store shall process Orders received through the Software and other orders received not through the Software according to equal quality and priority standards;
Each Store shall not assign lower priority to Orders received through the Software compared to orders that are not received through the Software;
Each Store shall update the status of Orders promptly and accurately through the Software, so that the Customer is notified about the status of the Order correctly.
4.4 Rights of each Store. Each Store the following rights:
To amend the Prices, delivery costs, payment and delivery terms, and other information related to Goods;
To refuse an Order without providing the respective Customer with a detailed explanation of the reasons of such cancellation. In case of such a refusal, the Store should provide the Company with information about the reasons of the cancellation;
To request Customers to pay 50-100% of the Price in advance;
To inform Customers about the status of their Orders;
To send to Customers news, promotions, and offers that can be of interest to them;
To determine their working time and delivery time.
4.5 Customer’s obligations. Each Customer has the following obligations:
To carefully read, accept, and regularly review these Terms;
To provide true, accurate, complete and up to date information required for processing its Orders;
To pay the Price of the selected Goods and the delivery costs, including applicable additional transportation costs, displayed in the Application at the time when it places an Order.
4.6 Customer’s rights. The Customer has the following rights:
To receive marketing materials and advertising messages in the form of notices, e-mails, and newsletters, subject to the possibility to unsubscribe from such communications;
To submit public reviews about Stores and anonymous reviews about the Orders.
5. Limitation of Liability
5.1 In no event shall the Company be liable for any damages whatsoever (including, without limitation, damages for loss of profits, business interruption, loss of information, or any other pecuniary loss) arising out of the use of or inability to use the Software and the Application, even if the Company has been advised of the possibility of such damages.
5.2 The Company disclaims any responsibility for the accuracy, truthfulness, suitability, quality, and delivery of Goods ordered through the Application. The Company has no control over, and accepts no responsibility or liability for, the acts or omissions of Stores and Customers.
5.3 The Company may contribute to the settlement of disputes between Customers and Stores, but in no way has an obligation to do so.
6. Customer’s Account
6.1 In order to start using the Application, each Customer is requested to complete a registration process and create a user account (individually referred to as an “Account” and collectively as “Accounts”) by providing true, accurate, current, and complete information. The Company shall not be responsible for the truthfulness, accuracy, currency, and completeness of the Customer’s information.
6.2 In order to create an Account, a Customer has to perform the following steps: (1) enter a phone number which will be used as a username when accessing the Application; (2) choose a password; (3) insert its name; (4) specify a temporary PIN code, if necessary; (5) read the User License Agreement; (6) click on the button “Register”; and (7) enter the confirmation code received by an SMS, if no PIN code has been created.
6.3 Customers must be at least of age 18 in order to use the Application and create Accounts.
6.4 Each Account is connected to a specific phone number. If the Customer would like to register more than one Account, the Customer shall use more than one phone number. The Account is not transferrable.
6.5 Each Customer shall agree to update its Account as soon as any changes in Customer’s contact information occur to ensure that the Account is up-to-date, true, accurate, current, and complete.
6.6 Accounts can be cancelled at any time through the Application or by contacting the Company.
6.7 The Company may, in its sole discretion, cancel an Account and terminate the use of the Application if the Company has a reason believe that the Customer to which the Account relates violates these Terms and it is appropriate, necessary or desirable to do so.
6.8 Each Customer shall maintain its Account and login credentials in a secure and confidential manner and use a secure encrypted connection to communicate with the Company.
7. Placing Orders
7.1 Customers can place Orders by: (1) filling out the order forms available on the Websites; (2) filling out the order forms through the Application; (3) calling Stores by phone; or (4) visiting Stores directly.
7.2 Customers shall provide true, accurate, complete and up to date information necessary for executing their Orders.
7.3 Stores shall notify Customers about the acceptance of their Orders for further processing through one of the following means: (1) notifications in the Application; (2) SMS messages; (3) phone calls; (4) push notifications; or (5) changes in the status of Orders.
7.4 If, after placing an Order, a Customer does not receive a notification from the respective Store regarding the acceptance of its Order for further processing or does not see a change in the status of the Order for 60 minutes, the Customer can either cancel the Order or request more information about the Order by contacting the Store directly.
7.5 Customers can order only Goods that are displayed in the Application at the time of placing their Orders.
7.6 In case a Store cannot provide the required quantity, range, or quality of Goods due to a lack in stock or other reasons, the Store shall notify its Customers no later than 30 minutes from placing the Order. Customers who receive such notifications can either change the quantity or range of Goods contained in their Orders or cancel their Orders.
7.7 Customers have the right to request more information about Goods before placing Orders by contacting Stores directly through the Application or by phone.
7.8 Each Store shall process orders in accordance with an order list compiled by that Store.
7.9 Each Store shall inform its Customers about the estimated delivery timeframes applicable to their Orders.
7.10 Cancellation & Amendment. Each Customer may cancel or amend its Order before it has been dispatched for delivery. An Order cannot be amended or cancelled after it has been dispatched for delivery.
8. Delivery of Orders
8.1 Customers can pick up their Orders free of charge directly at the respective Stores (if the Stores indicate such a possibility through the Application). Orders can also be delivered to addresses specified in the Orders.
8.2 Each Store shall put reasonable efforts to deliver each and every Order within the estimated timeframe. However, please note that the estimated timeframes for delivery provided by Stores are only non-binding estimates.
8.3 If Goods cannot be delivered to Customers due to Customers’ faults (e.g., incorrectly quoted contact information or a false Order), the Company reserves the right to suspend the Account and deprive such Customers from placing any orders in the future.
8.4 The delivery of ordered Goods will be made to the address specified in the Orders. If a Store cannot deliver an Order to the specified address, the Store shall promptly notify the respective Customer.
8.5 The delivery can be executed only if the minimum quantity of Goods is included in the Order. The minimum quantity of Goods which can be purchased from a Store shall be clearly communicated by that Store to its Customers.
9. The Prices
9.1 The Prices in the Application are displayed in the official currency of the country in which the Application is used. The applicable taxes depend on the laws of the respective country. The currency, the Prices and the applicable taxes (if any) are displayed through the Application at the moment a Customer is placing an Order. The Prices exclude delivery costs. The delivery costs (if any) shall be displayed before a Customer places its Order and added to the total price of the Order.
9.2 The Prices remain valid as long as they are indicated in the Application. The Prices are subject to change without prior notifications to Customers. The Prices for placed Orders are not subject to change.
10.1 Customers can pay their Orders by using the following payment methods:
Cash payments. Cash payments are available upon the delivery of Goods to Customers by a courier or if Customers pick up Goods at Stores. Stores or couriers delivering Orders shall issue receipts confirming the acceptance of cash payments.
Non-cash payments. Non-cash payments can be made at Stores upon pickup of Goods by a bankcard (MasterCard, MasterCard Electronic, Visa, Visa Electron) possessed by Customers. Stores shall issue receipts confirming the acceptance of non-cash payments.
Payments through the Application. All payments for Goods through the Application will be processed by an online third party payment processor chosen by the respective Customer. The Company shall not be liable if the third party payment processor declines or refuses payments. Customers are solely responsible for quoting correct payment information required for completing their payment transactions. The Company does not store any payment information of Customers. In case the Company does not receive the required payment from a Customer through the Application, the Company shall promptly inform the Customer about the failed payment transaction and offer to use other payment methods. If the Customer fails to make the payment, the Order shall be cancelled.
10.2 Each Store may, at its sole discretion, choose the payment methods listed in Section 10.1 that it accepts for receiving payments for Orders.
10.3 Third party payment processors shall transfer the funds received from a Customer (minus the commissions applicable to the transaction) to the respective Store.
10.4 The Company does not interfere in the payment transactions carried out by the third party payment processors.
11. Return & Replacement
11.1 Customers may, to the extent allowed by the return policies of the respective Stores, send to Stores requests for replacements or returns.
12. Force Majeure
12.1 The Company, Stores, and Customers are not responsible for any failure to perform their obligations under these Terms, if they are prevented or delayed due to Force Majeure events, including, but not limited to, riots, wars, earthquakes, floods, fire, power supply failures, and national strikes.
13. Term & Termination
13.1 For a Customer, these Terms come into force at the moment the Customer downloads the Application from the relevant marketplace (i.e., App Store and Google Play) and installs the Application on a mobile device. These Terms are in force until terminated.
13.2 For a Store, these Terms come into force at the moment the Store creates an account in the Software and concludes a software licensing agreement with the Company.
13.3 The Company may terminate these Terms upon a written notice to a Customer. A Customer may terminate these Terms at any time without a prior notice to the Company by deleting the Application and its all copies and components.
13.4 A Store may terminate these Terms by informing the Company in writing at least 30 calendar days before the date of termination. The Company may terminate these Terms by informing a Store in writing at least 30 calendar days before the date of termination.
14. Governing Law & Disputes
14.1 These Terms are governed by, interpreted and construed according to the laws of the United States. All disputes arising out of the Agreement shall be resolved under the jurisdiction of the laws of the United States.
15. Contact Details
15.1 Any questions with regard to these Terms Agreement can be addressed to the Company by using the following contact details:
The Company: Yumasoft Inc.
Address:245 Saw Mill River Road, Hawthorne, New York, USA, 10532
Phone number: +1 718 710 46 35,
16. Last Amendment
16.1 These Terms have been last amended on 18th of September 2017.
17. Other Relevant Documents
17.1 For more detailed information on the terms and conditions governing the use of the Software, please refer to the following documents:
17.2 By using the Software, you agree to be legally bound by the provisions of these Terms and the provisions of the documents mentioned in Section 17.1.