Terms and Conditions of Service

Last updated: 25 August 2026

BACKGROUND

These Terms and Conditions (“Terms”) govern your access to and use of the cloud-based Point of Sale software offered under the name “Petpooja” (the “POSS Software” or “POSS”), together with any optional and/or allied services we may offer from time to time (“Paid Services”), and the website https://www.petpooja.com/ae/poss (the “Website”).

In these Terms, “we”, “us” and “our” means PETPOOJA TECHNOLOGIES L.L.C (Registration No.: 2879659), a company established under the laws of the United Arab Emirates, having its registered office at Office No. 233F-1, Malik Khalid Mohammed Abda Al Zahed Building, Hor Al Anz, Dubai, United Arab Emirates; and “you” and “your” means the restaurant, café, bakery, kitchen or cloud kitchen, outlet, chain, or any other entity or individual that registers for or avails our Services (the “Outlet”). References to “you” include your owner, promoter, directors, managers, shareholders, managing partner and/or designated partner, and your successors and permitted assignees.

The United Arab Emirates is our country of domicile. We are the entity named in our registered UAE trade licence, and we own, maintain and operate the Website. The POSS Software is licensed to us by our parent company, Prayosha Food Services Private Limited (registered in India), which retains title to the POSS Software, and we are duly authorised and licensed by it to provide and sublicense the POSS Software and Services to you under these Terms.

You approached us to obtain the POSS Software along with certain Paid Services, and we have agreed to provide our Services to you on these Terms. By clicking “I agree” / “I accept”, or by accessing or using the Services, you agree to be bound by these Terms. Please read them carefully. If you do not agree, do not access or use the Services.

1. DEFINITIONS AND INTERPRETATION

In these Terms, unless the context requires otherwise, the following words have the meanings given below:

“Aggregated / De-Identified Data” means data that has been aggregated and/or stripped of information identifying any individual or the Outlet, such that it can no longer be attributed to a specific person or Outlet.
“Applicable Law” means all laws, regulations, decrees, rules, directives, orders and requirements of any competent authority in the United Arab Emirates (and any other jurisdiction to the extent applicable) that apply to a Party or to the Services.
“Cancellation and Refund Policy” means policies available on https://www.petpooja.com/ae/cancellation-and-refund-policy which governs terms of refund and cancellation of the subscription for Services.
“Confidential Information” has the meaning given in the clause titled “Confidentiality and Personal Information”.
“Documentation” means any user guides, manuals, specifications or other materials made available by us describing the functionality or use of the POSS Software and Services.
“Outlet Data” means any data generated or uploaded by you on the POSS Software, including: (a) sales, invoice, turnover or other transactional data (“Transactional Data”); (b) menu pricing, table reservation details, inventory details and similar; and (c) any Personal Information provided by you to us, including your customer’s Personal Information.
“PDPL” means UAE Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data and any regulations, amendments or implementing rules issued thereunder.
“Personal Information” means any information relating to an identified or identifiable natural person that is processed in connection with the Services.
“Policies” means our policies as made available and updated by us from time to time, including our Privacy Policy and our Cancellation and Refund Policy.
“Privacy Policy” means our privacy policy made available at https://www.petpooja.com/ae/privacy-and-policy, as updated from time to time, which governs how Personal Information is used, stored and processed.
“Services” means, collectively, the POSS Software and the Paid Services provided by us to you under these Terms.
“Subscription Fees” means the consideration payable by you for the Services, as prescribed by us from time to time or as subscribed to by you on the POSS Software.
“Subscription Period” has the meaning given in the clause titled “Subscription Period and Renewal”.
Interpretation. Clause headings are for convenience only and do not affect interpretation. Words in the singular include the plural and vice versa. References to a statute or statutory provision include any amendment or re-enactment of it. “Including” and “in particular” are illustrative and do not limit the words preceding them. References to “writing” include email and notifications on the POSS Software.

2. SCOPE OF SERVICES AND LICENCE

Grant of licence. Subject to these Terms, we grant you a non-exclusive, non-transferable, revocable, non-sublicensable, limited licence to access and use the Services solely in territorial jurisdiction of UAE for your internal business operations at the Outlet(s), and strictly in accordance with these Terms. No other rights in the Services are granted to you.
Your access to and use of the Paid Services is strictly co-extensive with, and conditional upon, the continued subsistence of your access to the POSS Software. Outlet agrees that accesses to POSS Software and Paid Services are subjected to the Subscription Fees and these Terms.
Title to the POSS Software and Paid Services remains vested with Prayosha Food Services Private Limited (registered in India), our parent company, and nothing in these Terms gives or conveys any right, title or interest in it to you. We confirm that we are duly authorised and licensed by Prayosha Food Services Private Limited to provide and sublicense the POSS Software and Services to you under these Terms.
These Terms form an agreement between us and you. You shall not transfer or sublicense the licence in respect of the Services to any third party without our prior written consent, and any purported assignment, sublicense or transfer in contravention of this clause is null and void.
Nature of the POSS Software. The POSS Software provides point-of-sale and billing functionality and related features only. It is not an accounting, bookkeeping, enterprise resource planning, audit, or statutory compliance system. You remain solely responsible for your accounting records, ledgering, reconciliations, tax computations and filings, financial reporting, and all related legal and regulatory compliance. You are also solely responsible for the storage, retention and maintenance of all Outlet Data in compliance with Applicable Law (including tax regulations). You are solely responsible for complying with any notices, summons or orders relating to Outlet Data issued by competent government agencies and authorities, and we have no responsibility in this regard.
Third-party services. You may be given access to, or the ability to integrate, certain third-party services in connection with the Services (for example, online ordering, loyalty programmes, table reservations). Such third-party services are made available for convenience and may be subject to separate terms, privacy policies and agreements prescribed by the relevant third-party providers. Before availing, accessing or integrating any such third-party service, you must review, understand and agree to be bound by all applicable terms of that third party. We have no obligation to review, endorse or assume responsibility for such terms. All third-party services are provided by independent third parties and do not form part of our Services. Any fees payable for such third-party services are payable separately to that third party. We are not liable, directly or indirectly, for the performance, availability, accuracy, reliability, security or any other aspect of such third-party services, or for any loss or claim arising from your use of or reliance on them. You grant us permission to share Outlet Data with such third parties in order to enable continued integration and access.

3. SUBSCRIPTION FEES AND PAYMENT

In consideration of the license to use the POSS Software and other Paid Services, you shall pay us the Subscription Fees and other charges as prescribed by us from time to time on our website insert URL of Petpooja Website. Any refund or cancellation is governed by our Cancellation and Refund Policy available at https://www.petpooja.com/ae/cancellation-and-refund-policy. You are advised to read the Cancellation and Refund Policy and to subscribe only if you agree with it.
All Subscription Fees and other charges for Services must be paid in advance and on a pre-paid basis, unless otherwise agreed between us in writing.
Currency and payment method. All Subscription Fees and other charges are payable in UAE Dirhams (AED) and must be paid through payment gateway via debit or credit card like Visa, Master Card etc.
Records and card rules. You shall maintain records of the transaction details relating to payments you make to us, and shall retain copies of transaction records. You shall ensure that you keep your financial details (including card number, bank account number, passwords and OTPs) secure and confidential. You shall comply with all applicable rules and policies of the card issuer, payment gateway and card scheme (including merchant policies and rules) when making any transaction. You acknowledge and agree that we do not own, operate or control any third-party payment gateway or payment service provider used in connection for the payment of Services, and that such payment gateways operate independently under their own terms and conditions. Accordingly, in the event that any amount is debited from your account or payment instrument but is not received by us, you should immediately contact the relevant payment gateway or payment service provider to request a refund or resolution of such amount. We shall not be responsible or liable for any amount so debited that does not reach us, or for any act, omission, delay or failure of any such payment gateway or payment service provider.
The price and currency displayed at the checkout page will be the same price and currency printed on the transaction receipt, and the amount charged to your card will be shown in your card currency.
Sanctions. We do not trade with, or provide any services to, OFAC-sanctioned countries or to any persons or entities subject to applicable economic sanctions. Hence, if you fall under any sanctions, you shall immediately discontinue to avail the Services. You agree that these Services are being offered only for the Outlets operating in territory of UAE.

4. TAXES

The consideration payable to us is exclusive of all taxes. All indirect taxes for the Services, including Value Added Tax (VAT) levied under UAE Federal Decree-Law No. 8 of 2017 on Value Added Tax (as amended) and any other applicable taxes, shall be borne by you. You shall withhold taxes only if required by law and shall provide valid withholding tax certificates; any under-withholding or non-payment of taxes is your responsibility.

SUBSCRIPTION PERIOD AND RENEWAL

Initial period. We shall provide you with a licence to use the POSS Software for an initial period of 1 (one) year from the date of your sign-up (the “Initial Period”).
Renewal. If you wish to renew the Initial Period, you may do so by paying the applicable Subscription Fees in advance, for a period of your choice, before the Initial Period expires. Renewal is at your option; the licence will not renew automatically, and no renewal shall take effect unless and until the applicable Subscription Fees for the renewed period are received by us in advance. Each renewed period shall be governed by these Terms (as updated from time to time).
Subscription Period. The Initial Period, together with any duly renewed period(s), shall collectively be referred to as the “Subscription Period”.
Paid Services. Paid Services are charged separately, in accordance with the charges notified by us from time to time. You agree that Paid Services can be availed and used only during, and subject to, a valid and subsisting licence to the POSS Software. Accordingly, any validity or availability period stated for a Paid Service is at all times co-extensive with, and conditional upon, a valid POSS Software licence, and shall cease upon expiry or termination of the Subscription Period.
Consequence of non-renewal. If you do not renew the Subscription Period before it expires, you will lose access to both the POSS Software and the Paid Services upon such expiry. If you pay the applicable Subscription Fees after expiry, the consequences set out in the sub-clause titled “Dormancy and suspension” below shall apply, unless we expressly grant you a grace period in writing to complete the renewal.
Dormancy and suspension. If your POSS Software subscription expires and is not renewed within 30 (thirty) days from expiry, the system will mark you as “dormant” and send an email notification of the dormant status. While dormant, you will not be able to access the POSS Software and/or Paid Services, and access will be restored only on payment of the full Subscription Fees and other charges then due. During the dormancy period, you will have access to the POSS Software solely to download your Outlet Data. After 60 (sixty) days from the start of the dormant period, you will enter “suspension”, and upon suspension we retain a right to delete the Outlet Data, except as specified in these Terms.
On your request, we shall permanently delete (or procure the deletion of) all Outlet Data pertaining to you, except to the extent that (a) retention is required by Applicable Law, regulation or governmental order; or (b) such data is Aggregated/De-Identified Data. Deletion of certain Outlet Data on your request may affect your access to the Services.
On expiry or termination of these Terms, you shall download your Outlet Data within 90 (ninety) days post which Petpooja shall not have any liability for the loss of data of the Outlet.

6. PROVISION OF SERVICES AND SUPPORT

We may update, enhance, modify or discontinue features, functionality or integrations from time to time to comply with changes in law, our requirements, or changes in technology. Where commercially practicable, we will notify you of the deprecation of any material part of the Services.
You agree to provide us full access to the data entered into the POSS Software to enable us and our associated designates to provide the Services to you. You are responsible for inputting the information required by the POSS Software to avail the Services effectively, and we are not liable for any error or omission by you on the POSS Software. You are solely responsible for configuring user permissions, roles and access controls within the POSS Software.
Restrictions. You shall not, and shall not permit any third party to: (a) use the Services; (b) translate, adapt, modify or create any derivative work of any part of the Services; (c) market, distribute, assign, transfer, rent, lease or loan the Services in whole or part, or use the POSS Software to provide hosting services to third parties; (d) reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Services; (e) disclose, transfer or communicate the Services to any third party without our prior written consent, or use the Services in any manner restricted by copyright; (f) access the Services to build a competitive product or for benchmark publication without our written consent; (g) introduce any malware or circumvent security controls; or (h) use the Services in violation of Applicable Law, these Terms, our Policies, or any other terms mutually agreed between us from time to time.
We or our associated designates shall provide you with installation services and initial training on the working and functionality of the POSS Software and/or Paid Services. Such training, support and installation may be provided on additional charges as notified by us from time to time.
We shall provide support and maintenance services, which include (without limitation) resolving POSS Software malfunctions and related concerns, in accordance with our policy from time to time.
We shall provide online end-to-end customer and technical support. On-site visits will be undertaken where reasonably necessary or expressly requested by you. Such on-site visits may be chargeable at our then-current on-site support rates (save for the initial installation, which is included separately), together with reasonable travel and out-of-pocket expenses, or as otherwise agreed in writing.
From time to time we may share Outlet Data with third parties that, in our opinion, may have goods or services of interest to you, and such third parties may use that information for analytics and the development of goods or services which may be extended to you.
The Services or any feature or functionality may contain or depend on third-party integrations. We are not responsible for: (a) any breach of confidentiality obligations by you towards any such third party; (b) any third party’s adherence to data protection laws; (c) the services offered by such third parties in the POSS Software or Paid Services; or (d) maintaining any uptime for such third-party features or functionality offered via the POSS Software. We make no endorsement or representation of such third parties.
You represent that you have provided all notices and obtained all consents necessary under Applicable Law (including data protection law) for us to process and share Personal Information as described in these Terms, and you shall defend and indemnify us against any claims arising from your failure to do so.

7. YOUR OBLIGATIONS

Age confirmation. You confirm that you (and the individual accepting these Terms on your behalf) are above the age of 18 (eighteen) years. If you are not 18 years of age or older, you must immediately inform us and immediately discontinue use of the Services.
Account confidentiality. You are responsible for maintaining the confidentiality of your account(s) and login credentials, and for all activities that occur under your account. You must notify us promptly of any unauthorised use of your account or any other breach of security.
You shall maintain such administrative, technical and physical safeguards, and such processes, procedures and checks, to secure the customer information (including sensitive personal information, Personal Information or other customer information) received from any customer or third-party service provider in relation to transactions on the POSS Software or your use of Paid Services, as required under Applicable Law, industry standards or regulations. Such safeguards must be at least equal to or better than (a) the safeguards you currently use to protect your own data; and (b) generally accepted security standards in the services industry. You are solely liable for any breach of security, compromise, theft, modification or corruption of customer data or information, whether the compromise is a direct or indirect result of any act or omission by us.
You authorise us to access and use Outlet Data available in the back end to enhance business processes, including product performance and service quality. We shall use such data in Aggregated/De-Identified form to demonstrate network performance and end-user experience, including for improvement of products and services, business analysis and product development. We may generate Aggregated/De-Identified Data and use it for any lawful purpose.
Prohibited transactions and sanctions. You shall not process any transaction or perform any act via the Services that is prohibited by law or by these Terms. You shall not use the Services in connection with any OFAC-sanctioned country, or with any activities or persons subject to applicable economic sanctions (including those imposed by the United Nations, the United States, and the European Union). If any prohibited transaction or act is processed, we may take such steps as we consider necessary to protect our interests, including suspending your Services and requiring you to rectify the prohibited transaction.
Your fulfilment of your obligations under these Terms will not breach any obligations you owe to any third party, and we are not liable for any such breach by you. If you breach any obligations or terms of any third-party service provider referred to you by us, we may unilaterally terminate the Services and any liability arising from such breach shall be borne by you. We have no liability for any losses, direct or indirect, that you may incur on account of any such suspension.
You will contractually require each third-party service provider to protect the privacy, confidentiality and security of all Personal Information using all reasonable measures required by these Terms and Applicable Law, including our Confidential Information, and you will regularly assess their compliance. We have no obligation to vet or monitor your third-party providers and are not responsible for their acts or omissions.
We are not liable to you or to any third-party service provider for the services contemplated under these Terms, and you shall keep us indemnified against any claims, damages, liabilities, costs, expenses and legal fees suffered by us in this regard. All claims you may have in respect of third-party services availed by you shall be directed to the relevant third-party service provider, and we do not undertake any obligation for any third-party services availed by you, even in relation to the Services.

8. REPRESENTATIONS AND WARRANTIES

We represent and warrant to you that:

we are legally authorised to enter into and perform these Terms;
our obligations under these Terms constitute legal, valid and binding obligations enforceable in accordance with these Terms;
we do not warrant uninterrupted or error-free operation of any third-party integrations, networks or services not controlled by us; and
we hold a valid and subsisting licence from Prayosha Food Services Private Limited, the owner of the POSS Software, authorising us to provide and sublicense the POSS Software and Services to you as contemplated under these Terms.

You represent and warrant to us that:

you are legally authorised to enter into and perform these Terms;
entering into these Terms and the transactions contemplated does not breach any contractual, statutory, regulatory, legal or other obligation to which you are subject, and you shall not act in any manner that would result in a violation of these Terms;
there are no agreements or instruments in force to which you are a party, or by which you are bound, that restrict, limit, prevent, prohibit or make unlawful your entry into these Terms;
you have the relevant consents and approvals prescribed under law to share any third-party information and data with us for the purposes of these Terms;
you do not carry on, and do not intend to undertake, any activity that is banned, illegal or immoral under Applicable Law;
you are solely responsible for compliance with the legal and regulatory requirements applicable to your business, and we shall not be liable for any non-compliance or breach of Applicable Law by you;
you have the necessary computer hardware and/or operating system to achieve compatibility with the current Services;
you shall make necessary provision for internet access during your working hours for the Services or any related software/hardware provided by us;
you shall use our Services in conformity with Applicable Law and shall obtain all necessary regulatory and other approvals required for the Services;
you shall not, directly or indirectly, use the Services in any manner or in furtherance of any activity that violates any law or regulation, or that may cause us to be subjected to investigation, prosecution or legal action;
you are responsible for ensuring that your information (including address, contact details, store opening hours, menu details, prices and safety measures) is up to date and true, and you are responsible for order fulfilment and for authorising, processing or reversing any payments by your end users/customers;
you have the necessary approvals and authorisations from regulatory authorities or third parties and are in full compliance with Applicable Law to enable performance of your obligations under these Terms;
you have complied with all Applicable Law; if we suffer any loss or damage due to your non-compliance, you shall indemnify us under these Terms;
you are responsible for disputes, claims, losses, injuries or damage arising out of or relating to your use of any third-party services, including any reliance on information provided therein, and for ensuring compliance with the terms, guidelines and obligations of such third-party arrangements; under no circumstances are we liable to you for services provided by any third-party service provider; and in the event of conflict between these Terms and the arrangement with any third-party service provider, these Terms shall prevail;
you have read, fully understood, and will continue to abide in good faith by these Terms, our Policies and other Documentation;
you are responsible for procuring, maintaining and securing all hardware, operating systems and internet connectivity necessary for the Services, and we are not responsible for failures attributable to such dependencies.

Each Party warrants that the representations made above shall continue to be true during the Subscription Period.

9. DISCLAIMERS

THE SERVICES AND SUPPORT PROVIDED UNDER THESE TERMS ARE PROVIDED “AS IS” AND ON AN “AS-AVAILABLE” BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND. EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT USE WILL BE ERROR-FREE, UNINTERRUPTED, VIRUS-FREE, OR SECURE.
We do not warrant or assume responsibility for the accuracy or completeness of any information, text, graphics, links or other items that form part of the Services. We do not warrant that the Services are error-free or that you will be able to operate them without problems or interruptions.

10. LIMITATION OF LIABILITY

Notwithstanding anything in these Terms or elsewhere, we shall not be liable for any loss of revenue, profit or data, or for any indirect, special, incidental, consequential, foreseeable, unforeseeable or punitive damages of any type arising out of or in connection with these Terms, the POSS Software and/or the Services.
We shall have no liability for any damages resulting from the alteration, destruction or loss of any data or information input, generated or obtained from access to or use of the POSS Software or Services, including any reports or numeric results.
We shall have no liability for any damages resulting from acts or omissions of any third party.
To the maximum extent permitted by law, our aggregate liability arising out of or relating to these Terms shall not, in any circumstances exceed the amount paid by you to Petpooja for that respective Service in the immediately preceding 12 months from the date of occurrence of such liability.

11. INDEMNIFICATION

We are not responsible for the quality, quantity, merchantability, delivery, non-delivery or delayed delivery of, or for any form of risk or dissatisfaction associated with, the products or services you provide, including handling any chargebacks, disputes, claims or fraudulent transactions by your end users or customers. The onus is on you to implement fraud-prevention measures and to be adequately protected against fraudulent activities, and all risks and liability arising out of your services to your customers shall be borne entirely by you (the “Excepted Factors”). Any dispute of whatever nature — whether relating to deficient, improper or incomplete products/services provided by you, any dispute regarding Excepted Factors, or otherwise — will be dealt with directly between you and your customers, and we shall not be a party to such disputes and shall be kept indemnified in this regard.
You agree to indemnify, hold harmless and defend us, our affiliates and each of our respective officers, directors, employees and agents from and against any and all liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees) arising from or related to any demand, claim, action, legal proceeding or allegation that arises, directly or indirectly, from: (a) your use, and the use by your employees and agents, of the POSS Software or Services; (b) any act, omission or negligence solely attributable to you, your employees or agents; (c) any breach by you or your employees and agents of these Terms; (d) breach of any third-party terms and conditions pertaining to third-party services provided on our platform; (e) any allegation that use of the Services infringes or misappropriates any third party’s rights, including intellectual property rights; (f) your wrongful or improper use of any POSS Software; (g) all transactions recorded and stored by you using the Services (including the accuracy of any information or any claim or dispute arising out of services offered or sold by you); (h) breach of any other Applicable Law by you, including data privacy laws and telecommunication regulations; (i) any other party’s access to or use of the Services with your credentials or security code; (j) your failure to maintain proper books of account, or manipulation of Transactional Data, or intentional use of the Services to suppress revenue; and (k) any dispute or legal proceedings by or against you, or by any third party, pertaining to any franchise arrangement under which you may be operating.
Our indemnification rights under these Terms are independent of, and in addition to, such other rights and remedies as we may have at law or in equity, including the right to seek specific performance, rescission, restitution or other injunctive relief to prevent further loss, none of which shall be affected or diminished thereby.
To the extent the Services, as provided by us and used by you in accordance with these Terms, Policies and Documentation, are finally adjudicated to infringe a third party’s intellectual property right in the United Arab Emirates, we may, at our sole option: (a) procure the right for you to continue using the Services; (b) replace or modify the Services so that they become non-infringing without material loss of functionality; or (c) terminate the affected Services and refund any prepaid, unused fees. This clause states our sole liability and your exclusive remedy for any such IP infringement claim. The foregoing does not apply to claims arising from: (i) any data or specifications shared by you with us; (ii) combinations with products or services not provided by us; or (iii) use of the Services in breach of these Terms.
You shall indemnify, defend and hold harmless us and our officers, employees and agents from and against any losses, damages, costs, claims and expenses (including reasonable legal fees) arising out of or in connection with your intentional or negligent exploitation of any bug, defect, error or vulnerability in our Services or platform, to the extent such losses or damages are attributable to such exploitation by you or any of your employees, associates or agents.

12. CONFIDENTIALITY AND PERSONAL INFORMATION

Confidential Information. “Confidential Information” of a Party means all confidential or proprietary information of that Party, in whatever form or medium, disclosed directly or indirectly to the other Party, that is not generally known to the public, including: (a) information relating to its business, customers (including prospective customers), suppliers, products and services, product designs, inventions, improvements, methods and operating procedures, techniques, marketing plans and strategies, sourcing and sales policies, trade secrets, know-how, data, research and development, and intellectual property; and (b) all information relating to the POSS Software, Paid Services and other services to the extent disclosed by us, and your information (including Outlet Data but excluding Aggregated/De-Identified Data) to the extent disclosed by you, as well as these Terms.
Each Party shall at all times keep the other Party’s Confidential Information strictly confidential, shall not disclose it to any third party without the other Party’s prior written consent or on a need-to-know basis to render the Services and perform its functions under these Terms, and shall use it solely to perform its obligations and exercise its rights under these Terms. Each Party shall protect the other Party’s Confidential Information using measures no less stringent than those it applies to its own similar information, and in any event no less than a reasonable standard of care.
We may from time to time use third-party technology service providers for maintenance and hosting of the POSS Software and Paid Services and to provide any part of the Services. You acknowledge that we cannot offer procedures different from those put in place by such technology providers for such services and associated data protection processes. We shall implement commercially reasonable administrative, physical and technical safeguards designed to protect the security, confidentiality and integrity of the POSS Software under our control; you acknowledge that no method of transmission or storage is 100% secure. Nothing in this clause limits your obligations to safeguard customer and transactional information you control.
Personal Information / PDPL. Performance of these Terms requires us to process, transmit and/or store Personal Information provided by or through you. All usage, storage and processing of Personal Information shall be in accordance with the PDPL and our Privacy Policy. As between us, you act as the sole data controller for the Personal Information of third-party individuals shared by you, and you are solely responsible for ensuring a lawful basis, notices and consents for sharing such information with us and enabling our processing for the purposes of these Terms. Each Party shall comply with applicable data protection law, including the PDPL and any data protection laws applicable in the relevant free zone.
You acknowledge that the POSS Software may be hosted and maintained by Prayosha Food Services Private Limited, our parent company, and that Outlet Data (including Personal Information) may be transferred to, stored in, and processed in India in connection with the provision of the Services. We shall ensure that any such cross-border transfer of Personal Information is conducted in compliance with applicable data protection law, including the PDPL and our Privacy Policy.
Consent to cross-border transfer. You expressly consent to, and authorise, the transfer of Outlet Data (including Personal Information) to India, and its storage and processing there by us and/or Prayosha Food Services Private Limited, for the purpose of providing the Services to you. You confirm that, where the Outlet Data includes the Personal Information of your customers or other third-party individuals, you have obtained all necessary consents and provided all necessary notices under Applicable Law (including the PDPL) to enable such cross-border transfer, storage and processing. You may withdraw this consent by discontinuing use of the Services, and you acknowledge that withdrawal may prevent us from continuing to provide the Services.
The obligations in this clause do not apply to information that: (a) is or becomes public other than through breach by the receiving Party; (b) was known to the receiving Party without restriction before disclosure; (c) is independently developed by the receiving Party without use of the disclosing Party’s Confidential Information; (d) is rightfully received from a third party without a duty of confidentiality; (e) is approved for release by the disclosing Party in writing; or (f) must be disclosed pursuant to judicial or governmental order or Applicable Law, provided that the receiving Party discloses only such portion as its counsel advises is legally required.
On termination or expiry of these Terms, and subject to any rights or obligations expressly surviving, each Party shall promptly destroy the other Party’s Confidential Information in its possession or control (unless retention or a different timeline is specifically stated in these Terms). The obligations in this clause shall survive termination or expiry for a period of 1 (one) year.

13. INTELLECTUAL PROPERTY RIGHTS

We and our parent company owns all right, title and interest in and to the POSS Software, Paid Services and other Services, and all: (a) patents, patent applications, patent disclosures, patent rights and inventions (whether or not patentable and whether or not reduced to practice); (b) rights in trademarks, trademark registrations and applications, trade names, service marks, service names, logos and trade dress, and the goodwill associated therewith; (c) rights in copyrights, rights in databases, proprietary rights and moral rights; (d) designs, design registrations and applications; and (e) rights in technical, commercial or financial information of a proprietary or confidential nature (including manufacturing and production processes, formulae and techniques, improvements, customer proposals, technical and computer data, and Documentation related to the POSS Software and Services), trade secrets and know-how, and any other form of intellectual property rights recognised in any jurisdiction, including applications and registrations for any of the foregoing (“Intellectual Property Rights”). This is subject to the title in the POSS Software vesting in our parent company as stated in these Terms.
No rights or licences are granted by us to you, expressly or by implication, with respect to any Intellectual Property Rights owned or controlled by us, except as expressly set out in these Terms.
You shall not alter, obscure, remove, cancel or otherwise interfere with any markings (including any trademarks, logos, trade names or trading style) or other indications of origin placed on the POSS Software, Paid Services and other Services.
On expiry or termination of these Terms for any reason, you shall immediately discontinue all use of our Intellectual Property Rights and shall return to us all materials relating to the POSS Software, Paid Services and other Services, and our Confidential Information, in your possession or control.
You agree that the provisions of this clause are reasonable, having regard to our need to protect our ownership of the Intellectual Property Rights, and that any breach of this clause shall be deemed a breach of these Terms. In addition to any other remedies, we shall be entitled to enforce our rights by specific performance or other injunctive or equitable relief to protect our rights in the Intellectual Property Rights.
You grant us a perpetual, irrevocable, worldwide, royalty-free licence to use and incorporate into the Services any suggestions, enhancement requests, recommendations or other feedback provided by you or your users, without obligation.
You agree that we may use your name and logo in client lists and marketing materials, provided such use complies with your reasonable brand guidelines, if provided to us.

14. TERMINATION AND SURVIVAL

We may terminate these Terms and/or the Services with immediate effect and without notice on the occurrence of any of the following: (a) you fail to make the requisite payments for the POSS Software, Paid Services or other Services within the agreed timeline; (b) you breach any of the terms, representations, warranties or covenants under these Terms or any Applicable Law; or (c) as required by law or regulatory directive, or in the event of your insolvency, assignment for the benefit of creditors, or cessation of business.
On expiry or termination, you shall no longer be able to use the Services, and we are not liable to issue any refunds as a consequence of such expiry or termination.
Survival. The following clauses survive expiry or termination of these Terms: Representations and Warranties; Disclaimers; Limitation of Liability; Indemnification; Confidentiality and Personal Information; Intellectual Property Rights; Notices; Governing Law; and Dispute Resolution, together with any other provision which by its nature is intended to survive.

15. RELATIONSHIP OF THE PARTIES

The relationship arising from these Terms does not constitute or create a general agency, joint venture, partnership, employment relationship or franchise between us, and we are independent contractors.

16. FORCE MAJEURE

Neither Party shall be liable for any failure to perform, or delay in performing, its obligations under these Terms where such failure or delay arises out of any Force Majeure event, provided that the affected Party gives notice of the occurrence to the other Party within 15 (fifteen) days. Force Majeure also includes material cloud infrastructure outages and internet backbone failures outside our reasonable control. If a Force Majeure event continues for an uninterrupted period of 30 (thirty) days or more, we reserve the right to terminate these Terms if the event subsists. “Force Majeure” means an event not within the reasonable control of the affected Party, and includes: civil disturbance, breach of peace, declared or undeclared war, act of interference or action by civil or military authorities, terrorist acts, sabotage, damage by the elements, air accident, riot, disorder, pandemic, cyber incidents or epidemic.

17. GENERAL DISCLAIMERS AND OUR LIMITED ROLE

Our role is limited to the functions expressly set out in these Terms. No implied duties or obligations shall be read into these Terms against us, and we are not bound by the provisions of any other agreement.
We are not required to expend or risk any of our own funds, or otherwise incur any liability (financial or otherwise), in the performance of our duties under these Terms.
We may, in good faith, accept and rely on any notice, instruction or other document received by us under these Terms as conclusive evidence of the facts and of the validity of the instructions stated in it, and as having been duly authorised, executed and delivered, without further enquiry.
We may act in conclusive reliance on any instrument or signature we reasonably believe to be genuine, and may reasonably assume that any person purporting to give a receipt, instruction or advice, make any statement, or execute any document in connection with these Terms has been duly authorised to do so. We are under no duty to inquire into or investigate the validity, accuracy or content of any such document.
We are not liable to any person for any losses or damages arising out of or in connection with the performance or non-performance of our obligations under these Terms, except to the extent directly resulting from our fraud, wilful default or gross negligence, or that of our directors, officers, agents or employees.
The POSS Software provides point-of-sale and billing functionality and related features only, and shall not be construed as an accounting, bookkeeping, enterprise resource planning, audit or statutory compliance system. You remain solely responsible for maintaining your accounting records, ledgering, reconciliations, tax computations and filings, financial reporting, and all related legal and regulatory compliance.
No instructions may be given to us that are not contemplated by, or that are contrary to or inconsistent with, these Terms; any such instructions shall be null and void, and we shall not be obliged to act upon and shall be entitled to ignore them, and continue to comply with these Terms. We shall not incur any liability for any loss or damage to any person resulting from our not acting upon, and ignoring, any such instruction.
You shall pay or reimburse us, on request, for any payments (including penalties, fines and any statutory or regulatory charges and duties) at any time in relation to these Terms and any related documents, whether at the time of execution or thereafter.
We are not obliged to supervise, control or perform any acts or responsibilities of you or any third party.
We disclaim any liability to any third party for following any instruction from you or for allowing you access to the POSS Software, including any liability relating to any brand or franchise dispute. You acknowledge that we do not verify the legitimacy of the brand or the intellectual property rights under which you operate.

18. GENERAL PROVISIONS

Assignment. Neither Party may assign these Terms or any rights or interests under them to any third party without the prior written consent of the other Party. However, we may assign these Terms, in whole or part, without consent, in connection with a merger, acquisition, corporate reorganisation, or sale of all or substantially all of our assets or business to which these Terms relate. We may also assign these Terms to our parent company, Prayosha Food Services Private Limited, or to any of our affiliates or group entities, without your consent, provided the assignee assumes all of our obligations under these Terms. Any non-permitted assignment is void.
Notices. All notices under these Terms shall be in writing and shall be deemed received: (a) if delivered by hand, when so delivered; (b) if sent by facsimile, upon receipt of a confirmation copy at the sender’s facsimile machine; (c) if sent by email, on the date the email is sent; and (d) within 24 hours if sent or shown by announcement, notification or pop-up on the POSS Software.
Waiver. A failure by either Party to require performance of any term does not affect that Party’s right to enforce it later. Any waiver of a breach must be in writing and is not a waiver of any subsequent breach.
Entire agreement. These Terms, together with our Policies (as updated from time to time), constitute the entire agreement between us. No agreements, representations or warranties other than those set out here are binding unless mutually agreed. These Terms supersede all prior agreements and understandings between us and govern the entire relationship between us with effect from the date on which you first registered or signed up on our platform. Any rights, obligations or dealings between us arising prior to acceptance but subsequent to first sign-up shall be governed by these Terms.
Amendments. We reserve right to update and modify these Terms from time to time, you are advised to check these Terms regularly for any updates and modifications.
Severability. If any provision of these Terms becomes invalid, illegal or unenforceable under any Applicable Law, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired.
Language. These Terms are executed in English. If an Arabic translation is prepared, the English version shall prevail in the event of any inconsistency or conflict between the two.

19. GOVERNING LAW AND JURISDICTION

The United Arab Emirates is our country of domicile. These Terms — and any purchase, dispute or claim arising out of or in connection with the Website, the Services or these Terms — shall be governed by and construed in accordance with the laws of the United Arab Emirates as applied in the Emirate of Dubai.

20. DISPUTE RESOLUTION

Any dispute, controversy or claim arising out of or relating to these Terms or any related agreement or document, or the validity, interpretation, breach or termination thereof (a “Dispute”), including claims seeking redress or asserting rights under Applicable Law, shall first be settled amicably between us by good-faith negotiation within 30 (thirty) days of written notice of the Dispute. If we fail to resolve the Dispute amicably, it shall be referred to and finally resolved by arbitration administered by the Dubai International Arbitration Centre (DIAC) in accordance with the DIAC Arbitration Rules in force at the time of filing. The arbitration shall be conducted by a sole arbitrator appointed in accordance with those Rules. The fees of the arbitrator and other administrative expenses of DIAC shall be borne equally by us. The seat of arbitration shall be Dubai, United Arab Emirates, and the language of the arbitration shall be English. The arbitral award shall be final and binding and may be enforced in any court of competent jurisdiction.

ACCEPTANCE

I, on behalf of the Outlet, have read the Terms and Conditions and Policies stated above and hereby agree to them by clicking the “I agree / I accept” button. I am aware that this document is an electronic record in terms of UAE Federal Decree-Law No. 46 of 2021 on Electronic Transactions and Trust Services (as amended), and forms a valid contract under the laws of the United Arab Emirates. This electronic record is generated by a computer system and does not require any physical or digital signature.