ALL EAT APP RESTAURANT AGREEMENT
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THIS RESTAURANT AGREEMENT (this “Agreement”) dated: 09/09/2024
BETWEEN:
ALL EAT APP NETWORK TECHNOLOGY INCORPORATED LIMITED (“ALL EAT”) of
3rd floor Howard House, 2 The Arcade
32-34 High St, Croydon
London, CR0 1YB
Tel: 020 3953 8888
Email: info@alleatapp.com
(“All Eat”)
OF THE FIRST PART
and
Contracting Party
OF THE SECOND PART
(All Eat, and Restaurant hereinafter jointly referred to as the “Parties” and individually as the “Party”)
IN CONSIDERATION OF a network server annual fee is a fixed term of 12 months period (free). All Eat will grant
this contract to the Restaurant, provided that both Parties agree to keep, perform and fulfil the promises and conditions
set out in this Agreement:
Business bank details:
ALL EAT APP NETWORK TECHNOLOGYINCORPORATED LIMITED (“ALL EAT APP”)
Sort Code: 60-01-04 Account Number: 41703669
PART A
Summary of Key Terms
Charges by ALL EAT to Restaurant:
ALL EAT membership fee: £0.00
On line Cloud Printing fee: £0.00plus VAT (each order) payable to ALL EAT every month.
Service fee of £0.75 plus VAT on every order from contracting party’s customers made payable to ALL EAT every month.
Commission is 10% (Including VAT)
Product and equipment (If the merchant requires a printer from All Eat, a deposit of £150 must be paid in advance)
No PayPal, bank, or transaction fee, no membership fee, no machine fee.
If the Restaurant wants to switch to a no commission contract, they will need to pay PayPal fee, bank, or transaction
membership fee and machine fee. Bank or online transfer fee will be charged for every card Order. The Charge may change
by the Bank or PayPal interest rate. In the event of a change in the interest rate, ALL EAT will notify the Restaurant 15
working days in advance.
If the Restaurant with the 10%(Including VAT) commission rate want to terminate the contract within 3 months of the
contract date, they will pay £50 termination charge.
Term of Agreement: This Agreement is valid from signature for an initial period of 12 months.
Signing: BY SIGNING BELOW, THE RESTAURANT AGREES THAT:
• It has read and understood THE TERMS & CONDITIONS, which form a part of this Restaurant Agreement.
• It is entering into a legally binding agreement with ALL EAT
ALL EAT will pay any money owed to the Restaurant to the business Bank details provided, after all bank and online transfer
charges had been deducted.
PART B
GENERAL TERMS AND CONDITIONS:
1 PURPOSE
1.1 ALL EAT ordinarily through its website (www.alleatapp.com), its affiliated websites, applications and platforms,
will enable Customers to place Orders for takeaway food and drinks from the Restaurant, for delivery by, or
collection at, the Restaurant on the terms and conditions set out in this Agreement.
1.2 ALL EAT will provide network server to the Restaurant and will not be involved with the Restaurant’s management.
It is the Restaurant’s sole responsibility to keep all Orders data safe.
1.3 The Restaurant is solely responsible to pay its Tax as required by the Law and Regulation.
1.4 Inconsideration of the mutual covenants contained in this Agreement, the parties agree to comply with their
respective obligations as set out in the Agreement.
2 THE PRODUCT
2.1 In place of an annual fee and any equipment fee (if the Restaurant needs it), the Restaurant can pay discount as the
choice on all Orders made from ALL EAT app to Customer.
2.2 Delivery and installation of the Product will take place at a mutually agreed time between ALL EAT and the
Restaurant, and will only be carried out after both parties has agreed the Agreement.
2.3 ALL EAT having received all the information that it shall reasonably request from the Restaurant (including
Restaurant’s name, logo, address, contact information and menu) in complete and correct form, ALL EAT
undertakes to set up the Restaurant’s Profile on the website and application in 15 working days.
2.4 The restaurant must notify ALL EAT without delay if the Product or equipment malfunctions.
2.5 ALL EAT will reasonably, promptly repair or replace the Product and equipment in case of malfunctions. Save
where in ALL EAT’s sole opinion the malfunction is a result of misuse, unauthorised alteration or accidental damage
by the Restaurant or of repairs not performed by ALL EAT or its authorised representatives.
2.6 At all times where the malfunction is in ALL EAT’s sole opinion, a misuse, unauthorised alteration or accidental
damage by the Restaurant and/ or of repairs not performed by ALL EAT or its authorised representatives, ALL EAT
reserves the right to charge the Restaurant a reasonable fee for repairing the malfunctioning Product and equipment
or to charge the Restaurant for a replacement Product and equipment at ALL EAT’s prevailing price.
2.7 ALL EAT may upgrade or alter the Product on notice to the Restaurant at any time if any such upgrade or alteration
is needed.
2.8 ALL EAT’s equipment has 1-year warranty (exclude printhead)
3 ORDERS
3.1 The Restaurant undertakes to receive, process, prepare and deliver the Customer’s Orders placed from the Website
and application from ALL EAT in accordance with best practice in the Restaurant’s industry, profession or trade.
Food prepared, processed and delivered must correspond to what is stated in the order, and must consider any
Customer comments submitted with the Orders including and without limitation to customer allergies.
3.2 The Restaurant shall use its best efforts to accept all orders. Where the Restaurant wishes to reject an Order, it shall
immediately communicate with Customer.
3.3 The Restaurant agrees that it will always allow Customers the option to pay for Orders using either a credit or debit
card or pay in cash.
3.4 When delivering Orders, the Restaurant must check that the order number given by the Customer corresponds with
the Order number received by the Restaurant from ALL EAT.
3.5 Where an Order contains alcohol or any other goods which are subject to statutory age restrictions, the Restaurant
must request proof of age from the Customer (in accordance with the applicable laws and regulations) on delivery
or collection. The Restaurant will take every other precaution necessary to ensure the Customer is over the legal age
for the purchase of alcohol and to ensure that the delivery or collection occurs within the legal timeframe allowed
for sale of alcohol.
3.6 The Restaurant will provide each Customer with an official receipt and VAT receipt in respect of an Order at
Customer’s request.
3.7 The Restaurant takes full and sole responsibility for any allergies suffered by a Customer.
4 RESTAURANT AND MENU INFORMATION
4.1 The Restaurant undertakes to check that any information contained in its menu or otherwise provided to ALL EAT
for inclusion on the website and application are always accurate and complies with all applicable laws and
regulations, and up to date.
4.2 The Restaurant must provide and update ALL EAT with details of any Allergen Information in relation to the dishes
that the Restaurant prepares. It is the Restaurant’s sole responsibility to provide this information to ALL EAT without
delay, and check that the website and application contain the correct Allergen Information. In the event of any
information provided inaccurately, the Restaurant takes full responsibility. ALL EAT reserves the right to suspend
the Restaurant from the website and application or terminate this Agreement immediately for any breach of this
Agreement.
4.3 The Restaurant shall be solely responsible for ensuring that the information displayed on the website and application
are accurate and up to date and corresponds exactly to the information contained in the menu. The Restaurant must
report to ALL EAT any errors in the menu information or profile displayed on the website and application or any
changes to the menu.
4.4 The Restaurant must inform ALL EAT of its hours of operation, and if there are any changes for Opening hours. If
the hours of operation are stated on the menu, ALL EAT shall be entitled to treat these as the Opening hours unless
the Restaurant informs ALL EAT otherwise.
4.5 The Restaurant must remain online and able to accept Orders using the Product and equipment always during the
Opening hours, save in case of closures for emergencies or planned closures, the duration of which has been
communicated to ALL EAT in advance. Where closures are planned, the Restaurant must provide ALL EAT with
a date from which Opening hours will return to normal.
4.6 The Restaurant must use its best efforts to accept all Orders.
5 CHARGES
5.1 ALL EAT is entitled to charge the Restaurant.
5.2 ALL EAT network server annual fee: 12 months free, and the discount given to customers who place orders through
ALL EAT APP as choice.
5.3 Any equipment (such as printer) fee (If the Restaurant needs it)
5.4 Bank or online transfer fee will charge for every card Order. The Charge may change by the Bank or PayPal interest
rate. In the event of a change in the interest rate, ALL EAT will notify the Restaurant 15 working days in advance.
5.5 The Restaurant is responsible to check on every order made by Customer is genuine and accepts responsibility on
every fraudulent order made by Customer.
6 CHANGES TO OWNERSHIP AND BANK ACCOUNT DETAILS
6.1 The Restaurant must notify ALL EAT 10 working days in advance of any change of ownership of the Restaurant or
any change to its Bank account details, and in any case as soon as practicable following such change. Failure to
notify ALL EAT may result in ALL EAT paying monies to a Bank account controlled by the outgoing owner or an
incorrect Bank account. The Restaurant shall fully indemnify ALL EAT and hold ALL EAT harmless against any
losses, damages or claims made against ALL EAT by the new owner or otherwise incurred by ALL EAT due to any
failure by the Restaurant to provide timely notification of a change in accordance with this clause.
7 RESTAURANT REVIEWS
7.1 The Restaurant agrees that ALL EAT may display on the website and application ratings and comments provided
by Customers regarding the Restaurant or an Order.
7.2 ALL EAT will only remove those reviews that ALL EAT determines in its sole discretion contain explicit, offensive
or derogatory language or otherwise breach ALL EAT’s review guidelines from time to time. The Restaurant agrees
that ALL EAT is under no obligation to remove or edit any other reviews.
7.3 The Restaurant agrees that it shall not itself provide or cause any other party to provide any reviews that are
fraudulent or otherwise breach ALL EAT’s review guidelines.
7.4 To the fullest extent permitted by law, ALL EAT assumes no responsibility or liability to the Restaurant for any
reviews.
8 CONSENTS & COMPLIANCE WITH THE LAWS
8.1 The Restaurant confirms and undertakes that it has obtained and maintains any consents, licences, permits, approvals
or authorisations of any person that may be required about, and it is not party to and will not enter into any agreement
which would be breached by, or under which any default would occur because of, signing this Agreement or
performing any of its terms or generally running its business. The Restaurant shall fully indemnify ALL EAT and
hold ALL EAT harmless against any losses, damages or claims made against ALL EAT.
8.2 If the Restaurant’s business, name, brand or logo is or becomes subject to any license or franchise arrangements, the
Restaurant confirms that it has obtained any required consents from its licensors or franchisors for the use and
inclusion on the website and application of such business, name, brand or logo, and shall fully indemnify ALL EAT
for any losses, damages or claims made against or incurred by ALL EAT due to any failure to obtain such consents.
8.3 The Restaurant will notify ALL EAT immediately if any of the consents described in clause 8.1 or 8.2 are revoked
or suspended, or the Restaurant is otherwise unable to rely on or benefit from any such consent for any reason.
8.4 The Restaurant must comply with all applicable laws and regulations including, without limitation in relation to
health and safety, VAT, data protection and food standards, hygiene and information, and will provide reasonable
evidence to ALL EAT of such compliance upon request.
8.5 The Restaurant must always comply with applicable security and data protection provisions when handling Customer
information or receiving, processing and delivering Orders.
9 MARKETING & EXCLUSIVITY
9.1 The Restaurant agrees to market ALL EAT’s stickers or other relevant advertising material in accordance with ALL
EAT’s guidelines and instructions.
9.2 The Restaurant consents to receiving direct marketing communications relating to ALL EAT’s products or services
or those of ALL EAT’s selected partners via email, post, fax or other means of communication.
9.3 The Restaurant agrees to let All Eat to manage the Google business account or to be the Primary owner of the account.
9.4 The Restaurant agrees to give full permission to All Eat to use all of its Copyright materials (videos, images etc) for
publicity and promotion of its business.
9.5 The Restaurant undertakes to refer positively to ALL EAT in relation to any publicity regarding the Orders and the
Service in accordance with guidelines provided by ALL EAT, and must not at any time actively encourage
Customers who have placed Orders to place a future Order directly with the Restaurant, nor attempt to direct Orders
to the Restaurant through any website other than the ALL EAT’s website and application.
10 INTELLECTUAL PROPERTY RIGHTS
10.1 All intellectual property rights in or arising out of or about the service, the product or the website shall be owned by
ALL EAT and nothing in this Agreement shall constitute a transfer of those intellectual property rights to the
Restaurant.
10.2 The Restaurant grants ALL EAT a licence to use the Restaurant’s name, menu, logo and other intellectual property
rights for the purposes of providing the service for the duration of this Agreement.
10.3 If a third party makes a claim against ALL EAT for the violation of the third party’s intellectual property rights
relating to the Restaurant’s name, menu, logo and other material provided by the Restaurant, The Restaurant shall
fully indemnify and keep ALL EAT indemnified against any losses, damages or claims of any nature and all costs
resulting therefrom.
11 ALL EAT WEBSITE
11.1 ALL EAT intends to make the website and application available and functional for 24 hours of the day.
11.2 ALL EAT is entitled to interrupt access to the website and application at any time and without notice to maintain
and update the website and application. In connection therewith, ALL EAT shall use reasonable endeavours to ensure
that such interruption is as brief as possible and if possible takes place at a time when the number of orders is at a
minimum.
12 BREACH OF OBLIGATIONS BY THE RESTAURANT
12.1 If, in ALL EAT’s sole opinion, the Restaurant is in default of its obligations under this Agreement or otherwise
operates in a manner which is harmful to ALL EAT’s business, goodwill or reputation (including and without
limitation) because of:
12.1.1 The Restaurant being unable to receive or process Orders due to the product being switched off, not receiving a
GPRS signal or malfunctioning or repeatedly refusing Orders.
12.1.2 The Restaurant actively encourage Customers who have placed Orders to place a future Order directly with the
Restaurant, nor attempt to direct Orders placed with the Restaurant through any website other than the ALL EAT’s
website and application.
12.1.3 During this 12 months Agreement period, the Restaurant refused to help ALL EAT’s promotion.
12.2 ALL EAT reserves the right to terminate this Agreement with immediate effect following the above clauses.
13 TERM, TERMINATION & SURVIVAL OF OBLIGATIONS
13.1 This Agreement comes into force when signed by both parties and has an initial term of 12 months, thereafter, it will
automatically renew for successive 12 months periods unless terminated by any party on 1 months’ notice prior to
the end of the initial term or any subsequent period, or otherwise in accordance with its terms.
13.2 ALL EAT may at any time terminate this Agreement immediately by giving written notice to the Restaurant without
further liability to the Restaurant, following a breach of this Agreement by the Restaurant. There is no refund for
any fees that the Restaurant has been made to ALL EAT following termination of this Agreement.
13.3 The Restaurant may terminate this Agreement by one month’s prior written notice to ALL EAT at any time. There
is no refund for any fees that the Restaurant had made to ALL EAT following termination of this Agreement.
13.4 ALL EAT will use reasonable endeavours to remove or disable the Restaurant’s website and application profile in
15 working days following termination of this Agreement.
14 FORCE MAJEURE
14.1 ALL EAT shall not be liable to the Restaurant because of any delay or failure to perform its obligations under this
Agreement because of a Force Majeure Event. A “Force Majeure Event” means an event beyond the reasonable
control of ALL EAT including but not limited to strikes, lock outs or other industrial disputes, failure of a utility
service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or
governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or
default of suppliers or subcontractors, import and export restrictions, faults, breakdowns or other operational
interruptions.
15 AGREEMENT
15.1 This Agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous
drafts, agreements, arrangements and understanding between them, whether written or oral, relating to its subject
matter and no party shall have any claim for innocent or negligent misrepresentation based upon any statement in
this Agreement.
16 CONFIDENTIALITY
16.1 The content of this Agreement and any information concerning the other party is to be treated as confidential and
shall not be disclosed during the term of this Agreement or at any time thereafter save as required by law and ALL
EAT is entitled to use the Restaurant’s name as a reference. The Restaurant does not reserve the right to copy this
Agreement, and must give the original Agreement back to ALL EAT. If any information in this Agreement is
disclosed by the Restaurant to a third party without the expressed consent of ALL EAT, The Restaurant shall fully
indemnify ALL EAT and hold ALL EAT harmless against any losses, damages or claims made against ALL EAT.
17 INVALIDITY CLAUSE
17.1 If any of the terms or conditions of this Agreement are declared wholly or partly invalid, illegal or unenforceable,
the remainder of this Agreement shall remain in full force and effect and any wholly or partly invalid terms or
conditions shall be modified to the minimum extent possible to make it valid, legal and enforceable. If there are any
losses causes by any wholly or partly invalid terms or conditions, ALL EAT, and the Restaurant shall both take their
part of responsibility.
18 GOVERNING LAW AND JURISDICTION
18.1 This Agreement and any dispute or claim arising out or about this Agreement or its subject matter or formation
(including any dispute or claim relating to non-contractual obligations) shall be governed by and construed in
accordance with English Law.
18.2 The parties agree to submit any dispute arising about this Agreement to the exclusive jurisdiction of the courts of
United of Kingdom. (including any dispute or claim relating to non-contractual obligations).
PART C
20 PRONOUNS; STATUTORY REFERENCES
20.1 All pronouns and all variations thereof shall be deemed to refer to the masculine, feminine, or neuter, singular or
plural, as the context in which they are used may require. Any reference to the Code, the Regulations, the Act, or
other statutes or laws will include all amendments, modifications, or replacements of the specific sections and
provisions concerned.
21 INTERPRETATION
21.1 In the event any claim is made by any Party relating to any conflict, omission or ambiguity in this Agreement, no
presumption or burden of proof or persuasion shall be implied by virtue of the fact that this agreement was prepared
by or at the request of a particular Party or the Party’s legal representatives.
22 REFERENCES TO THIS AGREEMENT
22.1 Numbered or lettered articles, sections and subsections herein contained refer to articles, section and subsections of
this Agreement unless otherwise expressly stated.
EXHIBITS
22.2 All Exhibits attached to this Agreement are incorporated and shall be treated as if set forth herein.
23 SEVERABILITY
23.1 If any term or provision of this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any
respect, such validity, illegality or unenforceability shall not affect any other term or provision, and this Agreement
shall be interpreted and construed as if such term or provision, to the extent the same shall have been held invalid,
illegal or unenforceable, had never been contained herein.
24 COORPORATION
24.1 Each of the parties hereto shall execute and deliver all additional papers, documents, and other assurances in relation
to the performance of the terms of this Agreement.
25 PARAGRAPH HEADINGS
25.1 The paragraph headings used herein are descriptive only and shall not affect the meaning or interpretation of this
Agreement.
26 COUNTERPARTS
26.1 This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of
which when taken together shall constitute one and the same Agreement.
27 ENTIRE AGREEMENT
27.1 This Agreement constitutes the entire understanding between the parties with respect to the subject matter contained
herein.