HOMECHEF ENROLMENT TERMS AND CONDITIONS

TERMS AND CONDITIONS OF HOMECHEF ENROLLMENT FORM FOR ONLINE ORDERING SERVICES (“TERMS”)

THESE TERMS FORM PART OF THE HOMECHEF ENROLLMENT FORM FOR ONLINE ORDERING SERVICES (“FORM”) AND CONSTITUTE A LEGALLY BINDING AGREEMENT MADE BETWEEN YOU, WHETHER PERSONALLY OR ON BEHALF OF AN ENTITY (THE “HOMECHEF”), AND HOMMY FOODS AND ITS AFFILIATES (COLLECTIVELY, “HOMMY”), REGARDING USE OF HOMMY’S PLATFORM (AS DEFINED BELOW) WHICH FACILITATES LISTING AND SALES OF GOODS (AS DEFINED BELOW) BY HOMECHEF TO THE CUSTOMERS.

1. Definitions

Company” means: Hommy Foods (hommy.in), registered in India.

Customer” means users who make Orders through the Platform;

Customer Application” means the proprietary online and/or Mobile based Order placement application of Hommy, which application enables the Customers to (A) place an Order for the purchase of Goods with the Homechef; and (B) track the status of the Order placed by such Customer with the Homechef; and (C) facilitates a provision of payment by the Customer for the purchase of the Goods from the Homechef;

Commission Percentage“: means % of Homechef’s Net Sales;

Date” means the date of execution of Form;

Online Payment Mechanism” means the online and Mobile based payment mechanisms including the third party payment gateways, credit card/debit card/net banking transfer and/or e-wallets that are available on the Platform for the purposes of facilitating the payment of the Order Payment Amount by the Customer;

Form” means the Homechef Enrollment Form for Online Ordering Services executed by the Homechef;

Goods” means the food and beverages items which are sold by the Homechef in terms of the Menu listed and advertised by the Homechef on the Platform;

Information” means the information set out and provided along with the Form and includes any information which is supplied by the Homechef to Hommy under these Terms such as the Menu, the price lists underlying the Menu, opening hours of the kitchen operated by the homechef, delivery areas serviced by the kitchen and/or delivery terms, specific information the Homechef is under an obligation to supply to Hommy (i) immediately on the Execution Date; and (ii) within 1 (one) day from any change in such information;

Homechef” means the owner / operator of the Kitchen as mentioned in the Form;

Homechef Application” means the proprietary online and/or Mobile based Order management application of Hommy, which provides Homechef the ability to (i) receive an Order for food and beverages (ii) provide updates on the Customers Order and its status;

Menu” means any document or virtual page which lists out the Goods offered for sale by the Homechef on the Platform to the Customers;

Net Sales” means the gross amount charged by Homechef to any customer that is attributable to any Order placed through the Hommy Service, less all: (a) taxes (e.g., VAT and Service Tax) (b) amounts allowed or credited due to return of goods by the customer;

Order” means the placement of the Order by the Customer with the Homechef on the Platform for the purchase of Goods;

Order Payment Amount” means the amount which is payable by the Customer for the placement of an Order with the Homechef on the Platform for the purchase of Goods;

Platform” means the Website and Mobile Customer Application owned by Hommy;

Problem Order” means a Customer Order that has not been complied with by the Homechef and Hommy is required to refund the payment to Customer;

Services” means the following services offered by Hommy to the Customer and/or the Homechef as the case may be, which facilitate the sale of Goods by the Homechef to the Customer through the Platform:
listing of the Menu and the price list supplied by the Homechef in respect of its Goods on the Platform;
Order placement mechanism for the purchase of Goods by the Customer from the Homechef on a real time basis;
payment mechanism for the payment of the Order Placement Amount by the Customer; and/or
customer’s and homechefs complaint redressal services in respect of the functioning of the Platform;

Service Operator” means the Hommy operated centralized system used for receiving Orders from Customers through the Customer Application and transmitting those to the Homechef.

Website” means www.hommy.in (including the webpages contained or hyperlinked therein and owned or controlled by Hommy), and such other media or media channels, devices, Mobile applications, software, or technologies as Hommy may choose from time to time;

Kitchen” means the establishment(s) for which the Homechef is executing the Form;

Services” mean the services provided by the Company in accepting orders for Products from Users and processing and transmitting such orders to the Customer, and services offered as part of marketing for Kitchens.

User” means any person that orders Products from the Kitchen, via the Company.

Products” means any good or service that members of the public may obtain from the Kitchen using the Company’s food ordering and processing Services.

2. Hommy’s Responsibilities:

Hommy will:

  1. List Homechef menu and the price list on the Platform; pay to the Homechef the amount payable in respect of payments made by Customers in accordance with agreed terms;
  2. Display on the Platform, on best effort basis, all necessary information provided by the Homechef. However, Hommy is not under any obligation to display any information until all required information is provided;
  3. Transmit the Orders placed by the Customer with the Homechefs as per below:
    1. Homechefs having Homechef Application: Order transmission on a real time basis through the Homechef Application.
    2. Homechefs without Homechef Application: Order transmission through SMS and/ or phone call on an immediate basis through the Service Operator. In the event, the Homechef fails to answer the phone calls over a period of two (2) minutes, Hommy reserves the right to temporarily restrict/ deactivate Homechef Online Ordering services to avoid any customer complaints. Homechef’s access shall be reinstated upon specific request made to Hommy customer support center. Hommy reserves the right to cancel any Order where Homechef is unable to communicate its response within two (02) minutes on (i) acceptance/ rejection of the Customer Order and/ or (ii) Order delivery timelines.
  4. To redress the Customers and the Homechef’s complaints in respect of the functioning of the Platform (as the case may be).
  5. For the avoidance of doubt it is hereby expressly clarified that Hommy is only responsible for providing a Platform to the Homechef to list and sell its Goods to the Customers and that Hommy will not be responsible or liable for the (i) quality of the Goods advertised on the Platform; and/or (ii) processing and delivery of the Orders which have been placed by the Customers with the Homechef on the Platform.

3. Homechef’s Responsibilities:

  1. Homechef will provide uniform treatment to all customers and shall ensure that information pertaining to taxes, levies, and charges are clearly visible to the customers;
  2. Ensuring that the Information provided to Hommy is current, including but not limited to its Homechef name, address, contact telephone number, manager/contact person details, delivery times, opening hours, menus, price lists, taxes, service addresses, and other relevant information. This information shall be captured in the Homechef Information Form forming part of the Form;
  3. Process and execute the Orders promptly;
  4. Ensuring when a payment is made online, the Homechef collects a signed receipt from the Customer at delivery. In the event of a dispute in respect of whether the Homechef is entitled as agreed to a payment by Hommy, Hommy will not be required to make any such payment unless the Homechef provides Hommy with a copy of the signed receipt;
  5. Homechef shall retain proof of delivery for a period of 180 days;
  6. The Homechef warrants that the goods provided to Customers are:
    1. of high quality and fit for human consumption;
    2. comply with Food Safety and Standards Act, 2006 and the rules, standards and guidelines issued thereunder;
    3. all other relevant Indian legislation, including all applicable food industry regulations.
  7. Homechef shall solely be responsible for the fulfilment of Customer Orders or the delivery of such Orders to Customers.
  8. Contact Hommy if an Order cannot be processed as requested or to clarify the details of an Order, if required;
  9. Homechef shall only accept Orders for food and non-alcoholic beverages. All Customer requests for alcoholic beverages and/or cigarettes shall be declined by the Homechef;
  10. To redress the Customer complaints which have been referred by Hommy to the Homechef in respect of the (i) quality, quantity and/or taste of the Goods; (ii) delivery of the Orders; and (iii) failure on part of the Homechef to comply with the special requests / instructions of the Customers where such requests and/or instructions have been clearly communicated by the Hommy at the time of the acceptance of Order.
  11. The Homechef acknowledges and agrees that it will be exclusively responsible for delivering the Goods to the Customers (in the manner prescribed under these Terms and/or the Order receipt) for Orders placed by the Customers with the Homechef on the Platform. It is clarified that Hommy will not provide any logistics services to the Customers for, and on behalf of the Homechef, in respect of the delivery of the Orders to the Customers.
  12. For the avoidance of doubt it is hereby expressly clarified that Hommy is not responsible or liable to the Customer for the (i) quality of the Goods advertised on the Platform; and/or (ii) processing and delivery of the Orders that have been placed by the Customers with the Homechef through the Platform. The Homechef acknowledges and agrees that it will be exclusively responsible and liable to the Customer for the (i) quality of the Goods advertised on the Platform; and/or (ii) processing and delivery of the Orders that have been placed by the Customers with it on the Platform.
  13. Ensuring it has a functional Tablet / Mobile at all times in Order to execute the Orders promptly and indicate the estimated time of delivery to process the Order delivery including updating the Order status (e.g. out for delivery etc.) through the Homechef Application.
  14. Homechef shall not use alternate means (phone/ emails) to connect with the Customer in parallel to take Orders and thereby circumventing the process;
  15. For the purposes of facilitating the performance of the Homechef’s duties under these Terms, Hommy will supply one login facility to Homechef Application per kitchen to the Homechef. The Homechef Application shall be used by the Homechef solely for the purpose of (i) accessing the Order; (ii) reviewing the particulars underlying the Orders; (iii) updating the Order status; (iv) communicating with Hommy; (v) reporting erroneous Orders; and/or (vi) any other use that may be prescribed in writing by Hommy in this regard.
  16. The Homechef acknowledges and agrees that these Terms envisages the grant of a limited, non-exclusive, non-transferable, royalty free license from Hommy to the Homechef for the use of the Homechef Application(only during the subsistence of these Terms). The Homechef undertakes to and shall use the Homechef Application and the Tablet or Mobile only for the purposes prescribed under these Terms and that the Homechef should not violate the intellectual property rights of Hommy over and in respect of the Homechef Application at any point in time.

4. License:

Homechef grants to Hommy an unrestricted, non-exclusive, royalty-free licence in respect of all content and information provided to Hommy by the Homechef (including the Homechef’s Details, establishment name, logo and menu) for the purposes of inclusion on the Platform and as may be otherwise required under the Form. This includes, but is not limited to, a) use of the Homechef’s name in the context of Google adwords to support advertising and promotional campaigns to promote online Ordering on internet which may be undertaken by Hommy b) preparation of derivative works of, or incorporate into other works, all or any portion of the marketing materials which will be made by Hommy for the purposes of its business. Any material the Homechef transmits or submits to Hommy either through the Platform or otherwise (“Material”) shall be considered and may be treated by Hommy as non-confidential, subject to Hommy’s obligations under relevant data protection legislation. The Homechef also grants to Hommy a royalty-free, perpetual, irrevocable, non-exclusive licence to use, copy, modify, adapt, translate, publish and distribute world-wide any Material for the purposes of providing services under these Terms or to or for the purposes of advertising and promotion of the Platform. The Homechef agrees that all information provided to Hommy that is published, may be relied upon and viewed by Customers to enable them to make decisions and constitute a legally binding contract.

5. Homechef Menu and Price List

  1. Hommy will display on the Platform the price list for all of its Homechefs. Hommy will update price lists within 48 hours of being notified of changes (in writing) by a Homechef. In the event, Hommy provides an access to the Homechef Admin panel or dashboard, it will be the responsibility of the Homechef to promptly update the price lists. Where the Homechef has a unilateral right to access Homechef Admin panel or dashboard (subject to Hommy’s consent in this regard) to edit and update the Information which is displayed on the Platform by Hommy, the Homechef should ensure that it (i) keeps such information true, accurate and updated at all times; and (ii) complies with Hommy’s internal terms and conditions of use in this regard.
  2. The Homechef acknowledges and agrees that while Hommy will use its best endeavours to ensure that the Platform is not misused by the Customers for the placement of erroneous Orders, it is the ultimate responsibility of the Homechef to determine whether an Order is erroneous or not. In the event of an erroneous Order, the Homechef undertakes to report such an erroneous Order to Hommy through the Homechef Application for Hommy’s action and investigation. In this regard, Hommy undertakes to built-in adequate feature(s) in the Application that will allow the Homechef to report erroneous Orders.
  3. Hommy may perform a variety of marketing activities to promote the Homechef and the Homechef ‘s menu; provided, however, that all such marketing activities will be determined in Hommy’s sole and absolute discretion and the Platform may be modified or updated, without notice and from time to time, to reflect any such changes.

6. Acceptance of orders and Products offered:

  1. The Company procures orders from Users on behalf of the Kitchen, and transmits these orders to the Kitchen in the form of orders. These orders are accepted by the Kitchen using the Homechef Application.
  2. Logging into Homechef Application implies acceptance of order and these Terms by the Kitchen, and forms an agreement between the User and Kitchen for the Kitchen to provide the Products to the User, as described in the order details.

7. Payments Mechanism

    1. The Homechef acknowledges and agrees that the Platform will provide the following payment mechanisms to the Customers for the payment of the Order Payment Amount:
      1. Electronic Payment Mechanism; and
      2. Redemption of vouchers and/or discount coupons (if any) approved by Hommy.
    2. The Homechef acknowledges and agrees that Hommy will will invoice the Homechef, as per agreed billing cycle, in respect of all Services provided by the Company to the Kitchen. The Company will also deduct any amounts past, present owed to the Company by the Kitchen out of the online payments made by Users on the Hommy’s Platform, before the balance of those payments is transferred to the Kitchen. Service Tax (ST), where applicable, will be added at the appropriate rate to the total of all charges shown on the Company’s invoice.
    3. If the Homchef disputes any charge, the Homechef must notify the Company in writing within 7 days from the invoice date relating to such charge. Failure to notify the Company shall result in waiver by the Kitchen of any claim relating to the disputed charge.
    4. The Homechef must meet all of the following requirements when it receives an online payment Order:
      1. Ensure that it does not receive any additional payment from a Customer including but not limited to payment by cash;
      2. Follow all special instructions contained on the Order receipt or as communicated by Service Operator; and
      3. Obtain a signature from the Customer in case of any disputes between the Homechef and Hommy or Customer.
    5. If the Homechef has not complied with the delivery instructions (as set forth in this Order receipt) or has supplied bad quality Goods to the Customer, whereby Hommy has (pursuant to the Customer’s complaint) been constrained to refund the Order Payment Amount to the Customer (“Problem Order”), the Homechef acknowledges and agrees that the Homechef will not be paid for such Problem Order and that if the Homechef has already received the Order Payment Amount from Hommy in respect of such Problem Order (subject to the appropriate reductions under Clause 9), Hommy will have a right in accordance with these Terms to deduct or offset such amount from or against any monies that are owed by Hommy to the Homechef (in respect of future Orders) under these Terms.
    6. Hommy will communicate promptly with its bank if it becomes aware of any fraud having been committed by a Customer.

8. Commission Structure

      1. In consideration for the Services offered by Hommy to the Homechef, the Homechef undertakes to pay to Hommy commission at the rates set out in the Form, which commission amount will be determined by way of a percentage of the amount of each Order (irrespective of the payments mechanism underlying the Order) (“Commission Amount”).
      2. The Homechef acknowledges and agrees that the applicable Commission Amount that shall be initially payable by the Homechef to Hommy shall be decided at percentage rate (as stated in the form) of the Net Sales.
      3. The Homechef acknowledges and agrees that Hommy reserves the right to review and modify the Commission percentage slabs periodically and that Hommy’s decision in this regard shall be final and binding on the Homechef.

9. Hommy Receivable Commission and Payment Settlement Process

      1. The Homechef acknowledges and agrees that any Order Payment Amount which is collected by Hommy for, and on behalf of, the Homechef in accordance with these Terms, shall be passed on by Hommy to the Homechef subject to the deduction of the following amounts by Hommy from such Order Payment (“Settlement Process”):
        1. Hommy Receivable Commission (commission through cash on delivery mechanism);
        2. Commission chargeable by Hommy on all Orders which are settled by the Customers through the Electronic Payment Mechanism and redemption of vouchers and/or discount coupons (if any) approved by Hommy.
        3. the amount underlying the Problem Orders; and
        4. Any other amount, charges etc. that are due to Hommy from the Homechef under these Terms (“Net Order Payment Amount”).
      2. The Parties acknowledge and agree that the Settlement Process and Net Order Payment Amount due to the Homechef shall be remitted by Hommy or by Hommy’s bank (as the case maybe) within a period of 7 days from the payment of the Order Payment Amount by the Customer; and

10. Taxes:

Notwithstanding anything to the contrary herein, the Homechef is, and will be, responsible for all taxes, payments, fees, and any other liabilities associated with the computation, payment, and collection of taxes in connection with customer Orders and the Homechef’s use of the Platform and Hommy Services. Hommy may charge and collect sales tax from customers on behalf of the Homechef in accordance with instructions provided by the Homechef or applicable law; and, in which case, Hommy will collect such sales tax solely on behalf of the Homechef and shall pay such amount collected to the Homechef. The Homechef shall be solely responsible for verifying amounts collected, filing the appropriate tax returns, and remitting the proper amount to the appropriate taxing authorities. Taxes shall include any sales tax, service tax, VAT or other tax due in relation to the sale of food and beverages, including pick-up and delivery services (if applicable), by the Homechef. It is clarified that Hommy will not be liable for payment of any Taxes that the Homechef is under the Applicable Law and these Terms liable to pay in connection with the Goods and services which shall be provided by the Homechef to the Customers in accordance with these Terms and that the Homechef hereby undertakes to indemnify, defend and hold harmless, Hommy and each of its affiliates and (as applicable) all of their directors, officers employees, representatives and advisors against any tax liability that may arise against Hommy on account of the non-payment of Taxes by the Homechef under these Terms.

11. Intellectual Property

All copyright, trademarks and other intellectual property rights relating to this Service (including without limitation the web site design, text, graphics, logos, icons, images and all software, databases and source code connected with the Service) are owned by or licensed to the Company or otherwise used by the Company as permitted by law.

12. Customer Data

“Customer Data” means any and all identifiable information about purchasers generated or collected by Hommy or the Homechef, including, but not limited to, purchasers’ name, shipping addresses, email addresses, phone numbers, and purchaser preferences; and the Homechef agrees that the Homechef will only use the Customer Data in fulfilling the applicable Customer Order and in complying with the Homechef’s obligations in this Form, and the Homechef agrees that Customer Data will not be used to enhance any file or list of the Homechef or any third party. The Homechef represents, warrants, and covenants that it will not resell, broker or otherwise disclose any Customer Data to any third party, in whole or in part, for any purpose whatsoever. The Homechef agrees that it will not copy or otherwise reproduce any Customer Data other than for the purpose of fulfilling the applicable Customer Order. The Homechef (and any other persons to whom the Homechef provides any Customer Data) will implement and comply with reasonable security measures in protecting, handling, and securing the Customer Data. If, any Customer Data is collected by the Homechef (or otherwise on its behalf), the Homechef shall ensure that it (and any applicable third parties) adopt, post, and processes the Customer Data in conformity with an appropriate and customary privacy policy. For purposes of this Form, the restrictions set forth herein on the Homechef’s use of Customer Data do not apply to: (a) data from any customer who was a customer of Homechef prior to the Homechef using the Platform or the Hommy Services, but only with respect to data that was so previously provided to the Homechef by such Customer; or (b) data supplied by a customer directly to the Homechef who becomes a customer of the Homechef and who explicitly opts in to receive communications from the Homechef for the purposes for which such Customer Data will be used by Homechef; and, provided in all cases, that the Homechef handles and uses such Customer Data in compliance with applicable Laws and the Homechef’s posted privacy policy.

13. Confidentiality

  1. Hommy does not share any information of the Homechef with third parties unless requisitioned by government authorities.
  2. The Homechef must not disclose any confidential information about Hommy, including but not limited to its business strategies, pricing, revenues, expenses, and Order information to third parties.

14. Warranty and Indemnity

  1. Homechef warrants that if the Homechef ceases to do business, closes operations for a material term or is otherwise unable to offer services to Customers it will inform Hommy promptly. Where the Homechef neglects do so, whether by omission or fault, Hommy will not be held responsible for misplaced Orders or any other liabilities, whether financial or otherwise.
  2. Homechef warrants that it will not offer for sale any potentially hazardous food, alcoholic beverage, tobacco product, or any other item prohibited by law;
  3. Hommy warrants that it will undertake its obligations with reasonable skill and care.
  4. Hommy does not guarantee or warrant that the Platform, Application, Tablet, Mobile, software, hardware or services will be free from defects or malfunctions. If errors occur, it will use its best endeavours to resolve these as quickly as possible.
  5. Homechef will ensure that all food provided to Customers complies with the Indian Food Safety and Standards Act requirements or applicable law in the relevant State or Territory and all other applicable legislation, regulations or standards.
  6. The Homechef agrees indemnifies and holds Hommy harmless (and its directors, officers, agents, representatives and employees) from and against any and all claims, suits, liabilities, judgments, losses and damages arising out of or in connection with any claim or suit or demand:
    1. by a Customer (or any party on whose behalf a Customer has been acting);
    2. in respect of, arising out of, or in connection with, Services (or any other goods or services actually or purportedly offered in respect of or connected to a Service);
    3. in respect of, arising out of, or in connection with our Services;
    4. in respect of or connected to the collection or payment of VAT and service tax in any way connected to this Form or any matter or goods or services under or arising from it (e.g. Services).
    5. Food Quality
  7. The Homechef acknowledges that it supplies certain rights to Hommy to enable Hommy to provide services to the Customer. Hommy will not be liable for any VAT and service tax liability in respect of transactions by which the Homechef provides goods and services to Customers and the Homechef hereby indemnifies Hommy against any VAT and service tax it may become liable for arising out of such transactions.

15. Notice requirements

Factors that prevent you from fulfilling your obligations towards Hommy or Customers should promptly be reported to Hommy by contacting the key account manager appointed by Hommy.

16. Disclaimers

To the fullest extent permitted by law, Hommy and its affiliates, and each of their respective officers, directors, members, employees, and agents disclaim all warranties, express or implied, in connection with this Form, the website and the Hommy services and any use thereof, including, without limitation, the implied warranties of homechef ability, fitness for a particular purpose and non-infringement. Hommy makes no warranties or representations about the accuracy or completeness of the Platform’s or the Hommy services’ content or the content of any other websites linked to the website, and assumes no liability or responsibility for any (a) errors, mistakes, or inaccuracies of content and materials, (b) personal injury or property damage, of any nature whatsoever, resulting from the Homechef’s access to and use of the Platform and the Hommy services, (c) any unauthorized access to or use of Hommy’ servers and/or any and all personal information and/or financial information stored therein, (d) any interruption or cessation of transmission to or from the website or otherwise with respect to the Hommy services, (e) any bugs, viruses, trojan horses, or the like which may be transmitted to or through the website or the Hommy services by any third party, and/or (f) any errors or omissions in any content and materials or for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the website or the Hommy services.

17. Limitation of Liability

For the purposes of this clause, “Liability” means liability in or for breach of contract, negligence, misrepresentation, tortious claim, restitution or any other cause of action whatsoever relating to or arising under or in connection with this Form, including liability expressly provided for under this Form or arising by reason of the invalidity or unenforceability of any term of this Form. Hommy does not exclude or limit Liability for any Liability that cannot be excluded by law. Subject to the preceding sentence, Hommy shall not be under any Liability for loss of actual or anticipated profits, loss of goodwill, loss of business, loss of revenue or of the use of money, loss of contracts, loss of anticipated savings, loss of data and/or undertaking the restoration of data, fraudulent Orders, any special, indirect or consequential loss, and such liability is excluded whether it is foreseeable, known, foreseen or otherwise. For the avoidance of any doubt, this clause shall apply whether such damage or loss is direct, indirect, consequential or otherwise. Although Hommy will use its best endeavours to ensure that the unintentional operational errors do not occur, Hommy cannot provide any warranty or guarantee in this regard. Notwithstanding anything to the contrary herein set out, Hommy’s aggregate liability under this Form shall not exceed the total value of a Problem Order.

18. Terms and Termination

  1. Governing Law and Dispute Resolution: This Form shall be governed by the Laws of India, for the time being in force and the courts of Hyderabad shall have the exclusive jurisdiction to preside over matters arising hereunder. Parties shall first endeavour to resolve their disputes amicably within fifteen (15) days from the date on which the dispute was first notified. Failing which, the dispute shall be referred to arbitration. The arbitration proceedings shall be presided over by a sole arbitrator mutually appointed by the parties. The arbitral proceedings shall be conducted in accordance with the Arbitration and Conciliation Act of 1996 in English. The seat of arbitration shall be Hyderabad, India.
  2. Waiver: The failure of either party to assert any of its rights under the Form, including, but not limited to, the right to terminate the Form in the event of breach or default by the other party, will not be deemed to constitute a waiver by that party of its right thereafter to enforce each and every provision of the Form in accordance with these Terms.
  3. Invalidity or unenforceability of any provision of or right arising pursuant to these Terms shall not adversely affect the validity or enforceability of the remaining obligations or provisions.
  4. No third party rights: No term of this Form shall be enforceable by a third party.
  5. No assignment: The Homechef must not assign, transfer, charge or otherwise encumber, create any trust over or deal in any manner with this Form or any right, benefit or interest under it, nor transfer, novate or sub-contract any of Homechef’s obligations under it.
  6. Independent contractors: The Form does not create any agency, employment, partnership, joint venture, or other joint relationship. Hommy and the Homechef are independent contractors and neither has any authority to bind the other.
  7. Change of control: The Homechef acknowledges that the business and assets of Hommy may be sold in the future and consents to the transfer or disclosure of its personal Information and this Form to any purchaser of the business of Hommy or its assets if that outcome occurs.
  8. Acceptance to Hommy’s Privacy Policy: by signing the Form, the Homechef acknowledges and agrees to be bound by Hommy’s privacy policy (www.hommy.com/privacy). Homechef will immediately notify Hommy if it becomes aware of or suspects any unauthorized use or access to the user data or any other Confidential Information of Hommy, and shall co-operate with Hommy in investigation of such breach and the mitigation of any damage.
  9. The arrangement between parties shall start on the Date and unless terminated earlier under this clause shall continue indefinitely. Either party may terminate the arrangement, with or without cause, at any time upon 15 days prior written notice to the other party. Hommy may at any time, without notice and at its sole discretion, withdraw or restrict any of the Services and/or access rights to the Service.
  10. Hommy may terminate the arrangement with immediate effect if:
    1. The Homechef fails to conduct its business in accordance with these Terms and /or the information given to Hommy, such as Homechef proprietary rights, opening hours, delivery areas, delivery conditions, nature of food served or prices;
    2. For a continuous period of 14 days, the Homechef fails to deliver Order(s) which are not fraudulent or unintentional;
    3. Upon the happening of any of the insolvency events such as bankruptcy, appointment of receiver, administrator, liquidator, winding up, dissolution
  11. Parties may terminate their arrangement with immediate effect by notice in writing to the other party if the other party commits a material breach, which, in the case of a material breach capable of remedy, is not remedied within 14 days after written notice is given to the breaching party, specifying the default. Termination of the arrangement: (i) in accordance with its Terms, shall not affect the accrued rights or liabilities of the parties at the date of termination; and (ii) shall have no effect on: (a) the validity of Services already issued to Customers; or (b) Homechef’s obligations to provide Services.

19. Modification

Hommy may modify these Terms from time to time, and any such changes will (i) be reflected on the Website, (ii) be effective 15 days after from the date of website change (iii) not apply to any disputes arising prior to the effective date of such change. The Homechef agrees to be bound to any such changes or modifications and understands and accepts the importance of regularly reviewing these Terms as updated on the Website.