Terms & Conditions Merchants

WhyQ Merchant - Store Manager Lite

TERMS

We, WhyQ Pte Ltd., a limited liability company established under the laws of the Republic of Singapore, having its registered office at [22B Temple Street, S058567] (hereinafter referred as “WhyQ“, “we“ or “us“).

These terms of service (“Terms“) are a legal agreement (“Agreement”) between the Merchant (“you,” “your”) and WhyQ, to set out the terms and conditions for your use of WhyQ’s Services. In these Terms, WhyQ’s Services means WhyQ Merchant - Store Manager Lite mobile app (“WhyQ Store Manager Lite”) and any features, technologies, items, products, software, hardware, and other products, services, or functionality provided by those products or services, including the WhyQ Android applications (“Apps“) and whyq.sg (“Website“) (collectively, the “Services”). The person or organization entering into these Terms as a user of the Services, together with all individual users accessing the Services on that person’s behalf (together, “you“, “Users“ or “Customer”).

WhyQ grants you a limited, non-exclusive, non-transferable, revocable license to use the Services of the WhyQ Store Manager Lite in accordance with these Terms. You are required to read our Terms from time to time. By accessing or using the Services, it shall be considered as your approval and acceptance to our Terms, thus, you agree to be bound under each provision stated in our Terms. If you do not agree with any term or provision in these Terms, please cease to use the Services.

All rights not expressly granted to Users in these Terms are reserved by WhyQ.

1. VERIFICATION OF MERCHANTS

You are strongly advised to get verified as a WhyQ Store Manager Lite merchant, to enjoy the associated benefits; including payment & delivery integration with WhyQ and the increased trustworthiness of your e-store to your customers. In order to be verified, you are required to submit valid documents to WhyQ to confirm that you have a registered business. The verification process should take 3-5 working days.

1.1 Verified Merchants (“Verified Merchants”)

Verified Merchants are merchants who have duly submitted official business documents (“Valid Documents”, including but not limited to NEA license, SFA license, bank details) to the WhyQ Merchant Team to verify the legitimacy of their business. Verified Merchants also have delivery and payment integrations with WhyQ, in which we will be fulfilling the order delivery, and accepting online payments from your customers on your behalf. WhyQ will also be assisting your customers for any payment or delivery enquiries, disputes that may arise from your order.

Verified Merchants will be easily identifiable with a “Verified” status and a blue tick next to the store name.

1.2 Unverified Merchants (“Unverified Merchants”)

Unverified Merchants are merchants who have not submitted Valid Documents to the WhyQ Merchant Team to verify the legitimacy of their business. Unverified Merchants also do not have payment and delivery integrations with WhyQ and you will have to manage these processes yourself. WhyQ does not assume any liability for any payment or delivery disputes that may arise with you and your customer.

2. FEES, DEPOSITS AND TAXES

WhyQ Store Manager Lite is a free-to-use mobile application that is available for download on the Google Play Store. There are no commissions, hardware or software costs involved in the use of WhyQ Store Manager Lite.

Delivery, platform and other miscellaneous fees that may arise from online food delivery via WhyQ Store Manager Lite (“Fees”) will be borne entirely by your customers, which may include:

- 3% Platform fees for every order, clearly indicated to your customers on the check-out page

- Delivery fees, which will vary according to the distance travelled

- Any takeaway fees or price mark-ups that you impose

WhyQ reserves the right to revise the Fees aforementioned and will take all steps reasonably necessary to ensure that your customers are fully informed of any Fee changes when they order from you.

3. PAYMENT TERMS

3.1 Merchants (“You”) to WhyQ

WhyQ Store Manager Lite is a free-to-use mobile application that is available for download on the Google Play Store. You are not required to pay any commissions, hardware or software costs in the use of WhyQ Store Manager Lite.

3.2 WhyQ to Merchants (“You”)

For Verified Merchants, WhyQ will pay you for the online sales generated from your e-Store as part of WhyQ Store Manager Lite, minus any outstanding fees that may be incurred for using our Services. Payouts will occur weekly via bank transfer to the bank details you provide to WhyQ. Payment will be made within 1 week from the end of the pay cycle. Verified Merchants are obliged to review all Fees and raise any disputes with their WhyQ representatives within 7 days of the billing date. Otherwise, all Fees will be deemed as valid.

Unverified Merchants will receive payments directly from your customers through your selected payment methods such as bank transfer or cash on delivery.

4. WHYQ DELIVERY AND SERVICE FEE

WhyQ will provide the option of arranging delivery services for Verified Merchants only. Unverified Merchants may arrange their own delivery fleet. By opting in for WhyQ Delivery for your online orders, your customers will be subjected to the delivery fees that vary according to distance, as quoted by 3rd party delivery providers that WhyQ works with.

5. PRODUCT SAFETY

All menu items that you sell on the WhyQ Store Manager Lite must comply with your Agreement with WhyQ. We may suspend the provision of our Services if you are found to be in material breach of the Terms stated in this Agreement.

F&B Merchants are expected to adhere to stringent food hygiene and safety standards when preparing food products sold through our Services. You are responsible for ensuring that products you sell are safe and compliant with applicable laws. If you are uncertain about any legal requirements, please seek advice from the official bureaus, including but not limited to Singapore’s regulatory authorities National Environment Authorities and the Singapore Food Agency.

6. CONFIDENTIALITY

All information and material provided by WhyQ to the Merchant in connection with, pursuant to or in terms of this Agreement and/or any Services Agreement shall be deemed to be ‘Confidential Information’. The Merchant shall hold all such information and materials in confidence and shall not in any manner whatsoever disclose, duplicate, publish, release, transfer or otherwise make available such confidential information to, or for the use or benefit of, any person or entity without the prior written consent of WhyQ.

The information collected through our Services will be transferred to and stored on WhyQ’s servers. Third parties process information such as credit card payments and provide support services related to payments for us. WhyQ will take all steps reasonably necessary to ensure that the data is treated securely. WhyQ may monitor and aggregate the information collected and use of WhyQ Store Manager Lite. The data may be used to administer your account, respond to your enquiries, analyse user behaviour and improve the product. You hereby agree that WhyQ may collect, use and publish aggregated data.

7. LIABILITY

WhyQ is not and should not be held liable for any damages or losses related to your use of the Services. WhyQ will not be involved in disputes between users, or between users and any Merchant relating to the use of the Services. WhyQ does not assume any liability for any payment or delivery disputes that may arise with Unverified Merchant and their Customers.

WhyQ shall not be liable in the event of late delivery or non-delivery of food and beverage items by reason of erroneous delivery details entered by you or your customer on our Website.When you use the Services, you release WhyQ from delay or non-performance of its obligations under this agreement arising from any cause beyond its control including, without limitation, any of the following: act of God, governmental act, war, fire, flood, explosion or civil commotion, known or unknown, suspected or unsuspected, disclosed or undisclosed.

8. INDEMNITY

You agree to defend, indemnify and hold harmless WhyQ, and affiliated companies, and our officers, directors, employees, partners, contractors, representatives, agents, and third party providers from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including reasonable attorneys' fees and costs) and all amounts paid in settlement arising from or relating to, breach of these Terms or violation of any applicable laws. We reserve the right, in our sole discretion and at our own expense, to assume the exclusive defense and control of any matter for which you have agreed to indemnify us and you agree to assist and cooperate with us as reasonably required in the defense or settlement of any such matters.