To help you read and understand these Terms, we’ve set out definitions of some key terms below: “Customer” means the person or entity who has entered into a contract with Koomi. If an individual entered into the contract on behalf of their employer, then the employer will be deemed to be the Customer and will be bound by these Terms. “Authorised User” means any person or entity that a Customer authorised to use the Koomi Service on its behalf. This includes employees and personnel of the Customer who are authorised to use the Koomi Services on the Customer’s behalf, but also includes support partners and other third parties with whom a Customer shares its Koomi account details (and for whose conduct the Customer is responsible). “We” or “Koomi” means Novitee Pte. Ltd. (Singapore company number 201432173C) and any of our related companies. “Koomi Service” means Koomi’s suite of products including, but not limited to, point of sales, ERP, purchasing & inventory tool, central kitchen management tool, self-serve kiosk, QR Ordering, E-ordering, queue management system, kitchen display system, eMenu, and any features, technologies or functionality provided by those products or services, offered by us from time to time, including koomi.com(“Website”). Your use of the Koomi Service will also be subjected to any allowances and/or limits that apply to the agreed contract.“You” means the Customer and (where the context permits) includes any Authorised Users.
2. Account information
You agree to provide true, accurate, current and complete account information, and to maintain and promptly update your account information in order to ensure that it remains true, accurate, current and complete. We will use that information to contact you from time to time (including by sending you notices as required by these Terms relating to, for example, suspension of your account or changes to your contract), so it’s important that you keep all of your contact details, and those of your Primary Admin and other Authorised Users, up to date.
3. Use Of Your Account
Koomi grants you a limited, non-exclusive, non-transferable, revocable licence to use the Koomi Services (subject to your account type) for the purposes of the Customer’s business and in accordance with these Terms.You are responsible for any conduct or activity undertaken in your account (whether online or by calling our support centre), including any changes made, and the input or modification of or access to any data or information in your account, by any of your Authorised Users. In particular, our primary point of contact with you will be your dedicated account manager, who will be considered as authorised by you to make changes, give instructions, and receive notices on your behalf.if:
- you are an Authorised User using or accessing the Koomi Services for the benefit of a Customer, then you are responsible for ensuring you have the right to do so from the relevant Customer (including all necessary authorisations to access, amend or remove data, or make changes to the Customer’s account); or
- you are a Customer, then you are responsible for authorising use or access of the Koomi Services by an Authorised User and will indemnify Koomi against any claims or loss relating to any Authorised User’s use of or access to your account.
We will have no responsibility to anyone other than the Customer, and the Koomi Services and these Terms are intended solely for the benefit of the Customer and not for any Authorised User(s).
4. Cancellation of accounts
We can cancel or suspend your services at any time on written notice to you. Such termination will be effective immediately. We may also cancel or suspend your account immediately if, in our sole discretion:
- you have committed a material or persistent breach of these Terms or any other terms applying to your use of the Koomi Services;
- we consider that provision of the Koomi Services, or use of them, in your territory or jurisdiction will or is likely to breach any applicable law;
- we decide to withdraw the Koomi Services from your territory or jurisdiction altogether; or
- you fail to comply with any limits or restrictions (eg, on the number of outlets or products) applicable to your Koomi plan.
You are entitled to terminate your account with Koomi at any time. You may cancel your account by sending us an email to firstname.lastname@example.org or reaching out to our support team.If your account is cancelled, your account will be deactivated and all of your rights granted under these Terms will immediately come to an end (except to the extent that it is necessary for them to continue in respect of our ongoing storage of your data up to the date of permanent deletion). We are not liable for any loss or damage following, or as a result of, cancellation of your account, and it is your responsibility to ensure that any content or data which you require is exported, backed-up or replicated before cancellation.
5. Koomi Services are provided “as is”
The Koomi Services are provided on an “as is” and “as available” basis, and your use of them is at your sole risk. In particular, it is your sole responsibility to ensure that your use of the Koomi Services complies with any laws or regulations applicable to you and your business, and allows you to meet any legal obligations you might have. Such laws might include requirements regarding the retention or storage location of accounting, taxation and/or transaction records. We make no representation or warranty regarding your ability to comply with laws applicable to you when you use the Koomi Service.We will try to promptly address (during normal business hours) all technical issues that arise in connection with the Koomi Services.We do not warrant that: (a) the Koomi Services will meet your specific requirements; (b) the Koomi Services will be uninterrupted, timely, secure, or error-free; (c) the Koomi Services will be accurate or reliable; (d) the quality of any products, services, information, or other material purchased or obtained by you through the Koomi Services will meet your expectations; or (e) any errors in the Koomi Services will be corrected.You acknowledge that Koomi may use third party suppliers to provide hardware, software, networking, connectivity, storage and other technology in order to provide the Koomi Services. The acts and omissions of those third party suppliers may be outside of Koomi’s control, and Koomi does not accept any liability for any loss or damage suffered as a result of any act or omission of any third party supplier, save as otherwise expressly set out in the Agreement or in writing between the parties.On behalf of itself and such third party suppliers, Koomi excludes any other warranties that may be implied or otherwise apply under statute or other applicable law, to the maximum extent permitted by law.From time to time, we may add, make changes to or remove altogether features or functionality of the Koomi Services. We may also decide to cease providing all or some of the Koomi Services at any time, and nothing in these Terms is to be taken as a guarantee that the Apps or any Koomi Services will always be available, either in its current form or at all, or that we will support, maintain or continue to offer the Koomi Services, or the Apps or any version of them.
6. Our liability is limited
To the maximum extent permitted by law, Koomi shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, business, goodwill, use, data or other intangible losses (even if Koomi has been advised of the possibility of such damages), resulting from: (a) the use or the inability to use the Service (in whole or in part) or any technical malfunctions; (b) the cost of procurement of substitute goods and services; (c) unauthorised access to, or alteration of, your communications or data; (d) statements or conduct of any third party regarding the Koomi Services; or (e) any other matter relating to the Koomi Services.
7. You are responsible for your use of the Koomi Service & you indemnify us
You are responsible for all activity that results from use of the Koomi Services through your account. You are responsible for maintaining the security of your account and password. Koomi will not be liable for any loss or damage that may result from any failure to keep User names and passwords secure. Management of your users data, and other information that may potentially form some form of liability. You indemnify Koomi against all forms of liability, actions, proceedings, demands, costs, charges and expenses which Koomi may incur or suffer as a result of use of the Koomi Services through your account or as a result of your failure to comply with these Terms.
8. No malicious or illegal use
You must not: (a) use the Koomi Services in any unlawful manner (or if use of the Koomi Services would cause you to breach any law or regulation applicable to you), for any unlawful or fraudulent purpose, or in any manner inconsistent with these Terms; (b) infringe our intellectual property rights or those of any third party in relation to your use of the Koomi Services; (c) transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the Koomi Services; (d) use the Koomi Services in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; (e) collect or harvest any information or data from the Koomi Services or our systems or attempt to decipher any transmissions to or from the servers running any Koomi Services; (f) disclose or distribute information relating to another User of the Koomi Services to any third party, or use any other User’s information for any marketing purposes unless you have that User’s express permission to do so; or (g) access or register User logins via bots or other automated methods.
9. Reasonable use policy
You agree to use the Koomi Services in a reasonable way. If we determine that your use of the Koomi Services is not reasonable or that your use is causing degraded performance of the Koomi Services for you or for other Users, we may impose limits on your use of the Koomi Services. Where possible, we will endeavour to give you at least 24 hours prior notice and request that your usage is reduced before imposing any limits.Limits on your use of the Koomi Services may include (but are not limited to) the quantities and volumes of the following parameters, per outlet (a) storage required to host and backup data; (b) sales transactions per calendar month; (c) API (application programming interface) calls per five (5) minute period; (d) page views per five (5) minute period; (e) bandwidth usage per twenty four (24) hour period; (f) support tickets opened per calendar month; or (g) outlets, users, campaigns and consumers.
10. Reasonable use policy
- Koomi is the sole and exclusive owner of all rights, title and interest in and to any data provided to Koomi by any end user (including your consumers) to Koomi in connection with any of our products, including without limitation all e-mail and/or other contact information (“Customer Data”).
- Koomi owns all right, title and interest in and to our solutions(which include, for purposes of clarity, all software and/or mobile applications related thereto) including, without limitation, any intellectual property rights and any improvements, modifications, enhancements or refinements thereto. Except as set forth in the Agreement, all rights not expressly granted to you are reserved. You agree not to decipher, decompile, disassemble, reconstruct, translate, reverse engineer, or discover any of the Koomi System, intellectual property or ideas, algorithms, file formats, programming, or interoperability interfaces underlying or such intellectual property.
- Koomi hereby grants to you a limited, non-transferable, non-exclusive, revocable license to access and use Koomi Services for internal business purposes so long as your account with Koomi remains current and active. If Koomi provides you with a password to access the Service, you are solely responsible for protecting the password and for any authorized or unauthorized use made of the password. The Service and all source code, object code, software, copyrights and other intellectual property associated therewith, are and shall remain the sole and exclusive property of Koomi. You shall refrain from permitting any third party to use your password or otherwise access the Service. Koomi shall have the right to terminate the license granted hereby immediately in the event that you have breached any terms or conditions set forth in the Agreement or your Koomi account is otherwise terminated for any reason.
- Without limiting any of Koomi’s rights set forth in the Agreement, Koomi reserves the right, in its sole discretion but without any obligation on its part, to reject, remove, delete and/or cancel any information or content displayed or posted, the Koomi website, any portion of our solutions, and/or within any print materials, including without limitation any information and/or content that, in Koomi’s view, contains content or links which do not meet Koomi’s specifications or requirements. In addition, Koomi shall be entitled, in its sole discretion and without notice to any party, to redesign and/or modify all or any portion of the Koomi System (including without limitation any mobile application and/or software) at any time.
You may provide us with comments, feedback or suggestions on Koomi Services, and you agree that we will be free to use, modify and incorporate such suggestions without any obligation to you.
11. Data protection
We will maintain appropriate technical and organizational measures to protect the security of the data or content that you input into the Koomi Services.You are responsible for complying with all applicable data protection laws in respect of your use of the Koomi Services and with regard to any instructions you issue to Koomi with regard to the processing of personal data you provide to Koomi through the Services. In particular, you must ensure you have properly informed and obtained all necessary rights, authorizations or consents from any end-users, consumers, personnel or other individuals to whom the data relates, to enable Koomi to lawfully access their personal data under these Terms and to process their personal data outside of their country of residence.
12. Third Party Integration Partners
You acknowledge that in the provision of certain optional features and services, Koomi, on receipt of instructions from you, may be required to transfer certain data held in your Koomi account to, and otherwise interact with, third party partners who provide services that you have elected to integrate with the Koomi Services (“Third Party Integration Partners”).You agree that if and to the extent such data transfer occurs, it is on your express election and instruction by virtue of you agreeing to use the Third Party Integration Partner’s services. You are solely responsible for compliance with all applicable laws (including applicable data protection laws) in respect of the transfer of the data by Koomi to the Third Party Integration Partner, and for entering into separate contractual agreements with the Third Party Integration Partner. Koomi is in no way liable for the provision of the services or the handling and processing of any data by the Third Party Integration Partner. For the avoidance of doubt, such third parties are not Koomi’s sub processors for data protection purposes.
13. Data Deletion
On expiry or termination of these Terms, or upon cancellation of your account, the data submitted by you to the Koomi Services will be deleted after 7 days, unless applicable laws or regulations require Koomi to retain the data for a longer period. To the extent that we continue to hold the data, it shall be securely isolated and protected from further processing except to the extent required by applicable law.
If there is a dispute between the parties in relation to these Terms (or any previous version of them), either party must give the other party notice of the nature and details of the dispute, and neither party will commence any court or arbitration proceedings until the procedure described in this section has been complied with.Within ten (10) business days of receipt of the notice of dispute, senior managers of the parties shall meet to endeavour to resolve the dispute. If the dispute is not resolved within twenty (20) business days of receipt of the notice of dispute, either party may by notice to the other party refer the dispute to mediation. If the dispute is not resolved within twenty (20) Business Days of receipt of the notice of dispute, either party may by notice to the other party refer the dispute to mediation. The mediation will be in Singapore.If the dispute cannot be resolved through mediation, then either party may refer the dispute to binding arbitration. The arbitration will be in Singapore. and the results of the arbitration shall be non-appealable and binding on both parties.
We work with a number of partners and other third parties to promote, market and integrate other products and services with the Koomi Services. In some cases, we may receive a commission from those partners and third parties for referring our customers to them, or we may pay a commission to third parties where customers are referred to us.If we don’t insist that you perform any of your obligations under these Terms, or if we do not immediately enforce our rights against you, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations.The Koomi Services are provided for use in business, so you are not a consumer. To the maximum extent permitted by law, any statutory or other consumer protection provisions do not apply to the Koomi Services, these Terms or our relationship with you. Each clause in these Terms operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.You are not permitted to assign, sub-licence, novate or transfer these Terms or any of the rights licensed under them. These Terms shall be governed by Singapore law, and (subject to the ‘Disputes’ section above) you submit to the exclusive jurisdiction of the Singapore courts for any matter or dispute arising in relation to these Terms. Some of the illustrations and images used in this website are from Unsplash and Storyset.