The terms in this MSA govern the terms and conditions of contract for FETCH Services as defined below and “Venue(s)” which are locations of individual business entities (“Company”, in plural “Companies”, consisting of multiple Venues) under a Sales Agreement and are contracted to operate FETCH Services. 

 

Reference Policy

These Policies are also bound and must be read in conjunction with our “End User License Agreement – EULA” (www.fetchmybill.com/eula) as well as our “Privacy Policies (www.fetchmybill.com/privacy).

About the Company

FETCH technology group limited, with company number 11071470, whose registered office is at Printing House, 66 Lower Road, Harrow, HA2 0DH, United Kingdom, a corporation registered and existing under the laws of England and Wales (“FETCH”, “We”, “Us”, “Our”). FETCH is a private limited company registered in England and Wales and is the owner and operator of fetchmybill.com.

Mobile applications “FETCH” along with website www.fetchmybill.com, are applications and websites owned, developed, and operated by FETCH.

FETCH Services

“FETCH Services” (or “Services”) are defined as software applications, hardware, website and other services,  supplied directly or contracted by FETCH to supply to Company Venue(s) as defined in the Venues schedule as appropriate.

Please read the following terms of this agreement carefully. This Agreement sets the conditions and terms of service between Company and FETCH, which commences on the effective date of the sales agreement or contract and are accepted and agreed by You and on behalf of Company and Venues. Furthermore, by signing a sales agreement or contract for Services, You accept that You have authority to do so and are binding the Company and Venues that You are accepting for to these Agreement terms.  

We may make changes to these terms and we’ll notify You of material changes before they happen when possible. If You, the Company or any Venue access or use and Services after being notified of a change, we will assume that You have accepted that change for the Company and all Venues.

If You have questions about these terms or our service contact support@fetchmybill.com.

Services Agreement

Company hereby agrees to appoint FETCH for the utilization of the FETCHmybill for its Venue(s).

Our Obligations

1. If Company or You are new to FETCHmybill, when You accept these terms, We will onboard the Venue(s) onto our platform and enable You or Your designee to be self-sufficient.
2. FETCH Services facilitate and provide a real-time process which enables customers to scan a dedicated QR code to display and pay their bill on a mobile device via the FETCHmybill platform.
3. You will be provided with standard table display units to hold the QR code for each table. These devices will ship two per table per the sales agreement or contract. We reserve the right to charge for replacement units in case of damage or lost. Should you require exclusive or custom table display units, this will incur additional cost and must be detailed in the adjoining or separate Agreement.
4. We will work with you to promote FETCHmybill services on social media and related case studies.
5. We will provide a dedicated member of our Customer Success team to assist you in gaining the maximum benefit from FETCHmybill.
6. We may permit a third party (including but not limited to subcontractors) to carry out any of our obligations, and to exercise certain rights on our behalf, in order to comply with the terms of this Agreement provided that we will be fully responsible for all acts and omissions of such third parties. Nothing in this Agreement shall be construed to create any contractual relationship between you, the Company or any Venue(s) and any third party we use, nor any obligation on the part of you, the Company or any Venue(s), to pay or to ensure the payment of any money due to such third party.

Your Obligations

1. Your will provide a single point of contact (“SPOC”) for each Venue listed in the Venues Schedule to manage the establishment of FETCH Services and assist in any future support or related engagements.
2. The SPOC or their designee is responsible for:
   1. providing EPOS system, version, contact name and details of relevant account manager and facilitating a formal introduction as necessary.
   2. procurement or subscription to necessary EPOS API or similar transaction services to enable FETCHmybill services.
   3. providing FETCH all information needed for setup including but not limited to, setting up Venue’s location description, delivery zones, store hours, Google coordinates, provide a high resolution logo of the venue (PNG/SVG), and similar information.
   4. training the staff on setup and use of the FETCHmybill, Portal and Content.
   5. completing the on-boarding to the Payments Partner and the KYC process.
   6. supporting the venue after going live to manage and update relative Portal Content.
3. Display any FETCHmybill signage / table display units provided by FETCH in accordance with accompanying instructions.
4. Should further assistance be required, FETCH may charge an agreed fee and expenses according to amount of effort required.

General Requirements

1. You will comply with all applicable laws and licensing, registration and approval requirements at all times, and any and all Payments Partner and FETCH policies, terms and conditions, and usage instructions, made available to You from time to time.
2. You must ensure that the information You provide via FETCHmybill or Portal Content in respect of Customer’s use of FETCHmybill is complete and accurate in all material respects.
3. You and your SPOC agree to cooperate with FETCH to successfully establish FETCHmybill and provide, in a timely manner, such assistance and information as FETCH may reasonably require. 
4. Without prejudice to Your obligations contained in this Agreement and in the FETCH Terms and Conditions, You:
   
   1. warrant that You have not and will not do anything that breaches any applicable code and/or sanction relating to the prevention or prohibition of bribery, money laundering and similar activities. You must immediately notify FETCH if You become aware of any breach of this clause. 
   2. shall comply, and procure that all of Your employees, contractors, agents and representatives comply, with applicable anti-slavery laws, as relevant to Your use of FETCHmybill and Your fulfilment of bill payments. You must use reasonable endeavours on a continuing basis to ensure that no form of slavery is takes place in Your supply chains.
   3. shall comply and conform with all operating laws and guidelines.
   4. indemnify FETCH from any liability for claims in the performance of delivering any services to FETCHmybill users.

5. Company represents that any elements of text, graphics, photos, designs, trademarks or other artwork forwarded to FETCH for inclusion in the application are owned by Company, or that Company has permission from the rightful owner to use, and will hold harmless, protect and defend FETCH from any claim or suit occurring from the use of such elements.

6. FETCH reserves the right to refuse to display information it believes to be illegal, false, derogatory or offensive.

Credit Card Processing and Payment Terms

FETCH has contracted Stripe Payments Europe, Ltd. as our “Payments Partner” to utilize their marketplace ecommerce payment platform for credit card transactions and payments.

By signing up to FETCH Services, You authorise FETCH to act as Your agent to solicit, promote and conclude contracts for product and service orders for all Venues included in this Agreement (“Service Orders”) from Your customers or guests (“Customer(s)”) in Your name and on Your behalf, and to collect Customer payments owed to You in respect of those Service Orders via our Payments Partner.

FETCH will be the Merchant of Record for the Customer. You will be guided through the FETCH Services onboarding process to establish a Payments Partner marketplace “Sub-Merchant” account(s) for the Company, or Venue as You require, based on legal entity status and information. This is necessary so un-interrupted payments can be processed and deposited into your designated bank account (less any and all transaction fees as set forth in the concluded sales agreement or contract). You, or a director of the legal entity of the Venue may be required to provide personal identification and information in order to comply with banking regulations and terms of our Payments Partner. FETCH will not hold or retain any of this information and its use will be strictly limited to completing the “Know Your Customer (KYC)” process required to create a sub-merchant account. Payments from your customers to Your designated bank account can not be concluded until this KYC step is completed. Furthermore, to complete this process to become an Sub-Merchant, You, your Company and the Venue agree to abide by the Payments Partner Terms & Conditions located here: https://stripe.com/en-gb/privacy.

Customer payments made via our Payments Partner in respect of Service Orders placed with respective Venue through FETCH Services will be held by our Payments Partner on the Venue Sub-Merchant behalf. You agree that the payment via the Payments Partner settles the Customer’s payment obligation to the Venue for these Service Orders. All payments are paid to the Sub-Merchant designated bank account directly from the Payments Partner and made net of the fees paid to FETCH and are expedited according the concluded sales agreement or contract. At no time does FETCH hold any payment amount, or store or process payment-related or personal information data from a Customer. 

FETCH reserves the right to change our Payments Partner or adjust our terms and conditions with the same at any time. We will endeavour to notify the You, Company, Venues and Customer(s) of any material impact in advance of any change. 

Charges and Fees

Unless alternative terms are designated elsewhere in this Agreement, FETCH will take a percentage commission as stated in the Sales Agreement or Contract on the total gross transaction value of all Service Orders utilizing FETCH Services or any part of the platform licensed, unless otherwise stated in a detailed Statement of Work or Agreement. Transactions will be processed by our Payments Partner and all fees, costs, and applicable taxes will be deducted before the balance is released to the respective Sub-Merchant account(s). FETCH reserves the right to make adjustments to these fees with 60 days advance notice to the Company.

FETCH reserves the right to suspend or terminate the Agreement and stop the Venue(s) from being featured on any FETCH Services without notice if payments are not received. 

Cancellation and Termination

Company may cancel use of FETCH Services by submitting a cancellation request to support@fetchmybill.com. 

Upon receipt of Company’s cancellation, FETCH will contact You or an authorized agent of the Company to confirm and agree to terminate Company’s access to FETCH Services within seven days. Company is still responsible for any fees owing or incurred incrementally. FETCH shall have no responsibility to notify any third party of any suspension, restriction or cancellation of Company or Venue(s) featuring on any FETCH Services. FETCH shall have no obligation to maintain or transfer any reports, data, or other content to Company or any third party.  

FETCH may cancel or suspend this agreement if You, Company, Venue or any related associate breaches the terms and conditions in this Agreement or any other terms and conditions, including those of our Payments Partner. If Company fails to cure the breach after calendar days after suspension notice from FETCH, unless breach is due to violations in the sections of lawful use, no transfers or modifications by Company, indemnification, trademarks, UK / EU government restrictions, in which case termination will be without notice and without any right to cure. Upon cancellation of Services, Company’s right to use Services shall automatically terminate.

FETCH also reserves the right to terminate the Company or individual Venue FETCH Services with seven-day notice and/or discontinue the services at any time for any reason.

Any hardware, accessories, and materials that are provided without a corresponding invoice are to be considered property of FETCH and shall be returned within fourteen days of the cancellation or termination of this Agreement via courier.

Both the Company and FETCH agree that upon termination of Services, the Company and/or Venue(s) shall, unless otherwise requested by Us, promptly destroy all of Our Confidential Information, as defined in the Confidentiality clause, including training material related to Our Services, delivered to the Company and/or Venue(s) and any other content containing Our Intellectual Property Rights, as defined by the Intellectual Property clause in Our EULA, and any license granted by us in our EULA to the Company and/or such Venue(s) to use any of Our Confidential Information, including all material related to Our Services, shall immediately cease.

Confidentiality

Each party, including the Company and any Venue(s), (the “Receiving Party”) undertakes to keep and maintain all “Confidential Information” (as defined as all confidential or sensitive information or data of a party, whether obtained before or after the date of this Agreement in respect of software, products, developments, trade secrets, customers and suppliers of either party or any other information, whether commercial, financial, technical or otherwise, which may reasonably be regarded as the confidential information of that party) supplied directly or indirectly by the other party (the “Disclosing Party”), in the strictest confidence and, subject to the other provisions of this clause, not to disclose such information to any third party without the prior written consent of the Disclosing Party.

The Receiving Party may disclose the Disclosing Party’s Confidential Information without consent only to its employees and authorised contractors, on a need to know basis for the purposes of this Agreement or any portion of additional documents relating to this Agreement or if and to the extent required to do so by law, court proceedings relating to the subject matter of this Agreement or any authority of competent jurisdiction.  In the case of disclosure required by law, court proceedings or by any authority of competent jurisdiction, the Receiving Party shall limit disclosure to the extent strictly necessary and shall give the Disclosing Party as much notice of the requirement as practicable.

The Receiving Party undertakes to ensure that the persons and bodies mentioned herein are made aware, prior to the disclosure of any part of the Confidential Information that the same is confidential and that they have a duty of confidence to the Disclosing Party. 

The Receiving Party shall indemnify the Disclosing Party against any loss or damage, which the Disclosing Party may sustain or incur as a result of the Receiving Party failing to comply with the provisions of this clause.

The provisions of this clause shall not prevent the Receiving Party from disclosing any information which:

1. was properly in the possession of the Receiving Party (with full right to disclose) prior to receiving it from the Disclosing Party; or
2. is or subsequently comes into the public domain other than by breach of this Agreement; or
3. was independently developed by the Receiving Party; or
4. was received from a third party which was free to divulge it; or
5. which is required to be disclosed by the Receiving Party by law, a judicial or regulatory body having jurisdiction.

Warranties

We warrant that:

1. We are freely entitled to enter into and perform this Agreement and provide the Services and related materials to any Venue designated by Company without obtaining the consent of any person;
2. we have used all reasonable efforts to ensure that the Services will not violate any applicable law, rule, or regulation, and that we possess all permits required to comply with such laws, rules, and regulations;
3. the use of the Services by you and your Venue(s) in accordance with this Agreement and as provided and configured by us will not knowingly infringe the Intellectual Property Rights of a third party; and
4. the Services shall conform to the specifications and functionality set out in the SOW or other documented and agreed documentation in relation to a particular Venue for the duration of the applicable Sales Agreement Term.

Save for the warranties provided in herein all other warranties which by reason of statute or other direction, regulation or governmental authority may be implied into a contract for the supply of the Services are hereby excluded to the fullest extent possible, save for, and to the extent of, those warranties which cannot lawfully be excluded.

You Warrant that:

1. You are freely entitled to enter into and perform this Agreement without obtaining the consent of any person;
2. You have all necessary permissions for us to fulfil its obligations to you and/or your Venue(s) under this Agreement;
3. You have not, and shall not during the use of Services, enter into any agreement or arrangement which would cause it to be in breach of any of the provisions of this Agreement.

Limitation of Liability

Notwithstanding the foregoing, under no circumstance shall FETCH, its officers, directors, employees, contractors, sub-contractors, suppliers, agents, affiliates, subsidiaries, successors or assigns be liable to Company or Venue or any third party for damages in excess of the amounts actually paid by Customer to Company. FETCH will not be liable in respect of any loss of profits, income or revenue, or for any loss of or damage to goodwill or reputation.

Modification

This Agreement constitutes the entire agreement between FETCH and Company regarding FETCH Services, and supersedes all prior agreements between FETCH and Company regarding the subject matters hereof unless additional agreements are established and accepted. Any modification or change in this Agreement proposed or offered by Company shall not become a part of this Agreement unless accepted in a writing dated after the effective date of this Agreement and signed by You or an authorised officer of Company.

Privacy Policy

For the purpose of the General Data Protection Regulation (“GDPR”) the Data Controller is dpo@fetchmybill.com. This Agreement is bound to the FETCH GDPR and privacy policies located at www.fetchmybill.com/privacy. FETCH retains the right to periodically update these policies and it is the responsibility of the Company to periodically review these policies. Continued use of the FETCH Services by the Company or any Venue following the posting of privacy changes will mean that You and the Company accept and agree to the changes.

FETCH will have access to third party personal information provided by You, Company or any Venue as part of using the FETCH Services, such as Customers that have signed up to use FETCH services. This information may include third party names, email addresses, phone numbers and physical addresses and will only be used for servicing Customers requirements to use FETCH Services.  FETCH does not share this third-party personal information with anyone for promotional purposes, nor do FETCH utilize it for any purposes not expressly consented to by the Customer. Data relating to KYC for Venue/Company processes that may be shared with FETCH are immediately destroyed by FETCH after successful KYC onboarding.

FETCH may at times provide non-personal and/or aggregated data and statistics on Customer demographics, application usage or other data for market basket or other analytical purposes to the Company, Venue, or third-parties. 

Governing Law 

This Agreement will be governed by and construed in accordance with the laws of England and Wales; and the courts of England will have exclusive jurisdiction to adjudicate any dispute arising under or in connection with the Agreement, unless a different jurisdiction is agreed in writing and amended herein.

Contacting Us

Please contact us at: support@fetchmybill.com.

We will only store or process the data we collect about you in accordance with Our published Privacy Policies, if there is a reason for doing so, and if that reason is permitted under data protection law.