Terms

Bumpzi is an online ordering service owned and operated by Quentosity Limited trading as Bumpzi.

The Bumpzi service provides a digital platform to enable customers to order and pay for food and drinks at hospitality establishments. The service includes a consumer app that presents the establishment’s branding and menu, takes the customer’s order and can integrates the establishment’s payment platform to collect payment from the customer on behalf of the establishment. When an order is received, the app then queues orders to for fulfilment.

  1. Definition

Agreement” means these terms and the Quote we provide to you.

Bumpzi” means Quentosity Limited trading as Bumpzi.

Bumpzi App” means Bumpzi’s mobile application required for use of the Bumpzi Service, as may be updated by Bumpzi from time to time.

Bumpzi Services” means the services offered by Bumpzi to You to allow Customers to order goods from You via the Bumpzi App and pay for those goods using your point of sale software and payment platform.

Customer” or “Customers” means the customers of the Establishment who use the Bumpzi Services through the Bumpzi App.

Establishment” means the hospitality establishment shown in the Quote.

Initial Term” means a period of 12 months commencing on the date of your first payment to Bumpzi for the Bumpzi Services.

Intellectual Property Rights” means rights to patents, trade marks, service marks, trade names, inventions, trade secrets, copyright, moral rights, design rights, look and feel, know-how and any other similar rights.

Quote” means the quote generated by us and sent to You when you sign up for the Bumpzi Services.

Services Fee” means the fee You agree to pay each month for each Establishment for access to the Bumpzi Services. The amount of the monthly fee is detailed in the Quote.

Set Up Fee” means the fee You agree to pay on entering into this Agreement for each Establishment. The amount of the fee is set out in the Quote.

Transaction” means the money paid by a Customer for a purchase processed by the Bumpzi Services at an Establishment.

Website” means bumpzi.co.nz.

You” means the legal entity described on page one of this Agreement.

  1. User of software

Bumpzi grants You the right to access and use the Bumpzi Service via the Bumpzi App and the Website for term of this Agreement. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement.

  1. Term

The Initial Term of this Agreement is 12 months commencing on the date of the first payment from You to Bumpzi. Once the Initial Term expires, the Agreement will run on a month-to-month basis.

  1. Bumpzi’s obligations to You

Bumpzi will provide the Bumpzi Services to You along with the Bumpzi App in a format that can be customised to reflect your branding and the goods you sell. The Bumpzi App will integrate with a number of different payment platform providers and with Vend to enable Your Customers to make purchases through the Bumpzi App from You. Bumpzi will not have access to the monies paid by Customers to You at any time and does not have control over any deductions made by the payment platform provider. You agree Bumpzi is not liable for any loss suffered by You caused by any failure of the Bumpzi App, Bumpzi Services more generally, or by the failing of any third party provider including those which are integrated with the Bumpzi Services.

  1. Your payment obligations

Payment of Set Up Fee

5.1 You agree to pay the Set Up Fee within 7 days of receiving an invoice from Bumpzi for such amount. The Set Up Fee is non-refundable.

Payment of Service Fee

5.2 You agree to pay the Service Fee monthly in advance and within 7 days of receiving an invoice from Bumpzi for such amount. The Service Fee is non-refundable.

5.3 You agree Quentosity can deduct the Service Fee from the credit card detail you provide to our third party payment platform provider.

Fees on termination

5.7 If You terminate this Agreement part way through the Initial Term the Set Up Fee is non-refundable and you agree to pay the remaining Service Fees owed to Bumpzi for the remainder of the Initial Term.

5.8 If You terminate this Agreement part way through a month the Service Fees are non-refundable.

  1. Your other obligations

Acceptance and Priority of Bumpzi’s orders

6.1 You agree the Establishment will accept all orders received via the Bumpzi Services and will prioritise orders received via the Bumpzi App equally with orders made by other ordering methods.

Compliance with the law

6.2 You agree:

  1. to only use the Bumpzi Services, Bumpzi App and Website for lawful purposes in accordance with this Agreement and any notice sent to You by Bumpzi either physically or electronically; and

  2. You are solely responsible for complying, and ensuring the Establishment complies, with all applicable laws, rules and regulations, including without limitation those relating to the sale and supply of alcohol and other prohibited or restricted goods or services.

Access and confidentiality

    1. You agree You will:

  1. keep all usernames and passwords required to access to the Bumpzi Services secure and confidential. You agree to contact Bumpzi immediately, and comply with our reasonable instructions, if You believe confidentiality has been breached;

  2. not attempt to undermine the security or integrity of Bumpzi’s computing systems or networks (or those of a third party supporting Bumpzi);

  3. not misuse the Bumpzi Services in a way that will undermine the functionality of the Bumpzi Service, Website or Bumpzi App;

  4. not attempt to gain unauthorised access to any information which has not been expressly provided to You;

  5. not transmit or input any files that damage any other person’s property or any content that may be considered offensive or unlawful; and

  6. not attempt to reverse engineer, copy or modify the computer programs used to deliver the Bumpzi Services, Website or Bumpzi App.

    1. You agree Your use of your chosen payment platform provider as integrated into the Bumpzi App is subject to their terms and conditions, as applicable.

  1. Indemnity

You indemnify Bumpzi against all claims, costs, damage and loss arising from any breach by You, any persons associated with You or an Establishment, of this Agreement or any obligation You have to Bumpzi and from any claims by a Customer in respect of their use of the Bumpzi App in respect of You and/or the Establishment.

  1. Confidentiality

    1. Bumpzi will:

  1. keep the information collected from You, any Establishment and Customers confidential until such information is the public domain through no fault of Bumpzi; and

  2. not disclose or use or otherwise deal with the information, except as provided by this Agreement, the Privacy Policy or as otherwise required by law.

    1. Bumpzi may aggregate information collected from You, Establishments and Customers with information collected from other Establishments and Customers, provided all personally identifiable information has been removed, for Bumpzi’s internal purposes, reporting industry-specific statistics and trends, and reporting to other third parties. Bumpzi may receive consideration from third parties for such aggregated, anonymised information.

    1. Following termination of this agreement, Bumpzi will retain Your personally identifiable information for a period of 2 years in accordance with Bumpzi’s Privacy Policy. After that time, Your personally identifiable information will be deleted. Some of Your information may be retain in an aggregated and anonymised form.

  1. Privacy

Bumpzi maintains and complies with its Privacy Policy which You can read on the Website. You will be taken to have accepted this Privacy Policy when You agree to this Agreement.

  1. Intellectual Property

General

    1. Title to, and all Intellectual Property Rights in the Bumpzi Services, the Website, the Bumpzi App and any documentation relating to the Bumpzi Services remain the property of Bumpzi.

Data

    1. Title to, and all Intellectual Property Rights in, Your information remain Your property. Your access to Your information is contingent on payment of the Service Fees. You grant Bumpzi a licence to use, copy, transmit, store and back-up Your information for the purposes of enabling You to access and use the Bumpzi Services and for any other purpose relating to provision of services to You.

Backup of information

    1. You should maintain a backup of all information stored by Bumpzi for You. Bumpzi uses market standard practices and policies to prevent data loss but does not guarantee to maintain any of Your information without loss.

Limitation of liability

    1. Bumpzi excludes liability for any loss of Your data regardless of how the loss occurred.

Providing data to third parties

    1. Bumpzi will provide some of Your information to Customers as part of providing the Bumpzi Services. Bumpzi may develop third party integrations for the Bumpzi Services and some of Your information may be provided to those third parties once it has been anonymised.

  1. Acknowledgments

    1. By registering to use the Bumpzi Services, Website and Bumpzi App, You acknowledge that:

  1. Bumpzi is not obliged to pay You or the Establishment for Customer purchases ordered through the Bumpzi App.

  2. You have authority to sign up each Establishment entering into this Agreement;

  3. It is Your responsibility to manage the access of Your personnel, and the Establishment’s personnel, to Bumpzi Services;

  1. Data Indemnity

    1. You agree to indemnify Bumpzi against any claims against Bumpzi or loss suffered by Bumpzi relating to:

    1. Any third party claims, including claims by Customers, relating to such party’s use of the Bumpzi App;

    2. Bumpzi’s refusal to provide any person access to Your information or Data in accordance with this Agreement; and

    3. Bumpzi’s making available information or Data to any person with Your authorisation.

  1. No warranties

Bumpzi gives no warranty about the Bumpzi Services or Bumpzi App. Without limiting the foregoing, Bumpzi does not warrant that the Bumpzi Services or Bumpzi App will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.

  1. Consumer guarantees

You warrant and represent that You are acquiring the right to access and use the Bumpzi Services for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Bumpzi Services, the Website, the Bumpzi App or this Agreement.

  1. Limitation of Liability

15.1 To the maximum extent permitted by law, Bumpzi excludes all liability and responsibility to You (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, Data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the Service, Website or Bumpzi App.

15.2 If You suffer loss or damage as a result of Bumpzi's negligence or failure to comply with this Agreement, any claim by You against Bumpzi arising from Bumpzi's negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the Access Fees paid by You in the previous 12 months.

15.3 If You are not satisfied with the Service, Your sole and exclusive remedy is to terminate this Agreement.

  1. Termination

You can terminate this Agreement on 3 days’ written notice. Bumpzi will not refund the Set Up Fee or the Service Fees collected by Bumpzi prior to the termination date as notified by You.

  1. Breach

If You:

  1. breach any of this Agreement and do not remedy the breach within 7 days after receiving notice of the breach (if it is capable of being remedied); or

  2. breach any of this Agreement which are not able to be remedied,

Bumpzi may, at its sole discretion:

  1. terminate this Agreement; and

  2. suspend Your access to the Bumpzi Services, Website, Bumpzi App and Your Data.

  1. Accrued rights

18.1 On termination, any rights and obligations of the parties accrued up to and including the date or termination will continue to exist. On termination You will:

  1. Still be liable for any accrued charges and amounts which become due for payment before or after termination; and

  2. Immediately cease to use the Bumpzi Services, Website and Bumpzi App.

18.2 Clauses 5, 6, 7, 8, 10.4, 11.1(a), 11.1(d) and 17 survive the expiry or termination of this Agreement.

  1. Entire agreement

This Agreement, together with the Bumpzi Privacy Policy and the terms of any other notices or instructions given to You under this Agreement, supersede and extinguish all prior agreements, representations (whether oral or written), and understandings and constitute the entire agreement between You and Bumpzi relating to the Bumpzi Services and the other matters dealt with in this Agreement.

  1. Waiver

If either party waives any breach of this Agreement, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.

  1. Delays

Neither party will be liable for any delay or failure in performance of its obligations under this Agreement if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.

  1. No Assignment

You may not assign or transfer any rights to any other person without Bumpzi's prior written consent.

  1. Governing law and jurisdiction

This Agreement is governed by the laws of New Zealand.

  1. Severability

If any part or provision of this Agreement is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.

  1. Notices

Any notice given under this Agreement by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to Bumpzi must be sent to [email protected] or to any other email address notified by email to You by Bumpzi. Notices to You will be sent to the email address which You provided when setting up Your access to the Bumpzi Service.