Offer agreement

PUBLIC OFFER AGREEMENT

In accordance with Article 642 of the Civil Code of Ukraine, this Public Agreement (“Offer,” “Public Offer”) establishes the uniform and mandatory rules and terms for all Users of the Website and Mobile Application. The terms of this Public Agreement are the same for everyone.

We ask you to carefully review the terms of this Public Offer before taking any actions to use the Website and/or Mobile Application.

DEFINITIONS

OPERATOR – Limited Liability Company “Sushi Icons” (legal entity identification code: 45770381, registered address: 20 Vernadskogo St., Kharkiv, 61010, Ukraine), which owns the Platform, ensures the proper functioning of the Website and Mobile Application.

PLATFORM – a set of software technological solutions in the form of an interconnected collection of computer programs and electronic data, websites, software, and mobile applications, the proper functioning of which is ensured by the Operator. The purpose of the Platform is to provide Users and Partners of the franchising network with the technical ability to make orders for ready meals and purchase goods, process User orders, and display information about the available assortment of items and goods. The Platform includes the Website and Mobile Application.

WEBSITE – a collection of data and electronic (digital) information, interconnected and structured within the Website address on the Internet at sushiicons.com.ua.

MOBILE APPLICATION – a copy of a computer program in the form of a mobile application for iOS and Android mobile devices under the name “Sushi Icons.”

FRANCHISE NETWORK PARTNER (hereinafter – “Partner”) – a business entity registered in accordance with the current legislation of Ukraine, which has concluded a Franchise Agreement with the Operator, obtained the right to provide services to consumers using the commercial designation “SUSHI ICONS” in its business activities, and carries out the actual execution of User orders placed through the Platform, consisting of the supply of ready meals and goods to User orders.

USER – any legally capable individual who, at the time of placing an order through the Website and/or Mobile Application, is at least 18 (eighteen) years old, has the ability to view the digital content of the Website and/or Mobile Application, and can place an order by selecting from the assortment of ready meals and goods available on the Platform. When using the Platform, the User, regardless of their legal status or civil capacity, is subject to the provisions of this Public Offer. The User gains access to the Platform by downloading and using the Mobile Application or by using the software functions of the Website.

SUBJECT OF THE OFFER

The subject of this Public Offer Agreement is the set of rights and obligations arising between the Operator and Users regarding the processing of User orders, and between Partners and Users regarding the actual fulfillment of User orders.

The conclusion of agreements between Users and Partners is carried out through the technical mediation of the Operator, in the form of acceptance of the Public Offer, under which the Partner is obliged to fulfill the User's order after its confirmation by both the Partner and the User, and the User is obliged to accept the properly executed order and pay the full cost of the order.

Processing of an order placed by a User involves providing the Partner with all necessary information to ensure the actual fulfillment of the User’s order. The Partner who actually fulfills the User’s order is determined automatically, taking into account the parameters of the User’s order and the location of order fulfillment.

Upon confirmation of the order by both the Partner and the User, the Partner is obliged to fulfill the User’s order in full and at the price communicated to the User at the time the order was placed.

The Operator does not engage in the supply of any ready meals or goods to the User and is not a party to the legal relations arising directly between Users and Partners.

By managing the Platform, the Operator acts as an agent of the Partner in the conclusion of contracts for the purchase and sale of goods and the supply of ready meals.

The User provides their full consent to comply with the terms of this Public Offer when using the Mobile Application and Website, regardless of whether the User performs any actions to register a profile (account), since orders can be placed even without registering such a profile.

PROVISION OF SERVICES TO THE USER

After a User places an order, the Partner who has received the corresponding order from the Operator undertakes to fulfill the User’s order by ensuring delivery to the location specified by the User (Partner’s courier or third-party service couriers) or by handing over the order at the Partner’s restaurant (self-pickup).

The User is obliged to personally inspect the contents of the order, its completeness, and the integrity of the packaging at the moment of delivery or pickup at the Partner’s restaurant.

If the order is delivered to the User, the User must be available to receive calls at the phone number provided and to arrange access for the courier to the delivery location.

Claims by the User regarding incomplete orders or discrepancies between the placed order and the received order will be reviewed by the Partner within six (6) hours from the time the User receives the order.

Claims regarding the poor quality of food products will be reviewed by the Partner within twelve (12) hours from the time the User receives the order.

The Partner has the right to engage couriers on separate contractual terms to ensure delivery of User orders.

If a paid order is not accepted by the User at the time of delivery or the User does not appear at the Partner’s restaurant to collect the order at the designated pickup time, the Partner has the right to cancel the User’s order without any compensation.

If an unpaid order is not accepted by the User at the time of delivery or the User does not appear at the Partner’s restaurant to collect the order at the designated pickup time, the User is obliged to pay the full cost of such order using the details provided to the User or by executing payment via a payment link. If the User fails to make the payment, the Operator has the right to claim payment of the full order amount from the User until the debt is settled and to restrict the User’s access to the Platform until the debt is paid.

Any delivery or pickup times are approximate. The Operator does not guarantee delivery or pickup of the order at the expected time due to possible circumstances and factors beyond the Partner’s control.

Users may access the Website to browse the available assortment and place orders without registering. Use of the Mobile Application to place an order is only possible upon registering a User profile. Users are not allowed to permit third parties to use their profile (account) or transfer access to their profile to third parties.

Regardless of registration, the User undertakes to comply with the terms of this Public Offer when using the Platform.

The User has the right to purchase a “Certificate” for a gift order. The Certificate is a physical document confirming the bearer’s right to receive ready meals or goods from the assortment presented on the Platform in the future and certifies the obligation of any Partner to fulfill such an order. At the same time, the Certificate confirms the prepayment for ready meals or goods that will be delivered to the bearer in the future, up to the nominal value of the Certificate. Redemption of the Certificate occurs by placing an order on the Platform within the Certificate’s nominal value. Execution of such an order may only be carried out by the Partner to whom the prepayment made by the User has been credited.

To use the Platform, the User must have access to the Internet. Accessing the Platform may incur data transfer charges from the Internet provider or mobile network operator.

WARNINGS / DISCLAIMERS

The User is obliged to comply in good faith with the requirements of the current legislation of Ukraine, in particular the requirements regarding the purchase of alcoholic beverages or other goods that require age verification.

The Partner has the right to refuse the provision of services or delivery of goods that are subject to legally established age restrictions if the User does not confirm their age at the time of placing the order or upon receipt of such order.

Before placing an order, the User must review the detailed description of the items presented on the Platform, including the list of ingredients in dishes, in order to identify ingredients that may cause allergic reactions or consumption of which is prohibited or inadvisable for the User according to medical recommendations.

The Platform displays images of ready meals and their individual components. Images of dishes and goods are for illustrative purposes only. The actual appearance and presentation of dishes may differ from those depicted, which shall not constitute a breach of the Partner’s obligations and cannot be considered improper performance by the Partner.

The Platform and all intellectual property objects contained therein belong to the Operator and are protected by intellectual property laws, as well as by relevant international conventions and agreements. Any use of intellectual property results displayed on the Platform without the Operator’s written consent is illegal and may be grounds for legal proceedings and holding the violator liable in accordance with the current legislation of Ukraine.

PAYMENTS

The User is obliged to make full payment for the order to the Partner who accepted such order.

Access to the Platform, as well as searching and viewing information about the available assortment, is free of charge. The obligation to pay arises only at the moment the order is placed.

The price of ready meals or their components (each individual item) is indicated on the Platform and may change. In any case, only current prices for the entire product assortment are displayed on the Platform.

The User has the right to choose the form of payment, including: payment via electronic payment systems, cash payment, or non-cash payment.

When paying by a method other than cash, such payments are processed from the User’s payment card, possibly involving third parties—payment services of financial institutions and banks.

The User’s payment obligations arising from the legal relationship between the User and the Partner are considered fulfilled at the moment the payment is charged to the User’s payment card. In the case of cash payment, these obligations are considered fulfilled at the moment the full amount of the order is handed to the courier or to the cashier at the Partner’s restaurant.

In all cases, all payments between the User and the Partner are made in the national currency of Ukraine – the hryvnia (UAH).

The Partner bears full legal responsibility for accepting payments from Users and for compliance with the current legislation of Ukraine regarding consumer rights protection, advertising of services, compliance with fair competition requirements, ensuring the use of the Ukrainian language as the state language, use of cash registers, and other applicable requirements.

LICENSING AND INTELLECTUAL PROPERTY RIGHTS

When placing an order on the Platform, the Operator grants the User a non-exclusive, non-transferable, non-sublicensable license to use the Platform solely for the purpose of ordering goods and ready meals.

All intellectual property rights to the Website, Mobile Application, other software, documentation, or information used or developed by the Operator, or on its behalf, in providing services under this Public Offer, belong exclusively to the Operator.

The User is prohibited from copying, modifying, adapting, reverse engineering, decompiling, or otherwise disclosing the source code of the Platform or any other software used by the Operator. The User is also prohibited from extracting or using any data on the Platform for commercial purposes or for any purposes other than placing orders for goods and ready meals.

The User undertakes to use the Platform exclusively for personal, non-commercial purposes.

COLLECTION AND PROCESSING OF USERS’ PERSONAL DATA

The principles and provisions for processing Users’ personal data are set out in the Privacy Policy, which is available on the Platform.

For the purpose of directly placing an order, the User provides the Operator and, accordingly, the Partners, with certain personal data, the collection and processing of which enables the fulfillment of the User’s order. Such personal data include, but are not limited to: first name, last name, phone number, email address, delivery address, date of birth, gender, and age of the User.

The User is obliged to provide only accurate information about themselves. In the event that the User provides false information when using the Platform, the Operator has the right to deny the User access to the Platform without prior notice or consent.

The Operator has the right to automatically process data about the User while using the Platform, such as IP address, date and time of Platform use, information about hardware and software, and the internet browser used by the User. When using the Mobile Application, the Operator has the right to collect data identifying the User’s mobile device, its settings and characteristics, location data, app malfunctions, other system operations, and advertising identifiers.

The Operator may use cookies, web beacons, tags, scripts, local shared objects, advertising identifiers, and similar technologies in connection with Platform usage.

In the context of advertising campaigns and promotional activities, the Operator has the right to use Users’ personal data to send advertising messages and information about available promotional offers.

The User’s consent to the processing of personal data is indefinite. The User has the right to withdraw such consent at any time; however, such actions may result in restrictions on the User’s ability to place orders via the Platform.

The Operator has the right to use the phone number provided by the User to make telephone calls.

LIABILITY AND LIMITATIONS

The Platform is provided to the User on an “as is” and “as available” basis. The Operator shall not be liable for any interruptions, connection errors, unavailability, or malfunctions of the Platform. The Operator does not guarantee that the Platform will meet the User’s expectations, nor is it responsible for making changes to, temporarily suspending, or permanently discontinuing the Platform’s functionality.

The Operator may, at its sole discretion, introduce new features and/or discontinue existing features of the Platform.

The Operator shall not be liable for any harm to life or health, any direct and/or indirect losses, material and/or non-material damages, obligations, or losses incurred as a result of the User’s use or non-use of access to the Platform; failure or improper provision of any services to Users by the Partners; or any actions or inactions of the Partners.

Full responsibility for any defects in the quality and/or quantity of goods or ready meals ordered by the User rests with the Partner.

The Partner’s financial liability is limited to the amount of the order placed by the User.

FINAL PROVISIONS

This Public Offer, including all amendments and additions, is made publicly available on the Website and in the Mobile Application.

This Public Offer is governed by and construed in accordance with the laws of Ukraine. Matters not regulated by this Public Offer shall be resolved in accordance with the applicable laws of Ukraine.

The Operator may supplement or otherwise modify this Public Offer without prior notice to the User. The User hereby consents to such amendments to the Public Offer without requiring any separate confirmation.

The Operator may send service and commercial messages to Users via email, accounts on any messenger, or via SMS messages.

All rights and obligations of the provider of access to the Platform may be transferred to a third party at any time, with a corresponding notice provided to the User.

The User confirms that they have fully read, understood, and agreed to the terms of the Public Offer. If the User disagrees with any provision of this Offer, the User may not access the Platform.

CONTACT INFORMATION

Limited Liability Company “SUSHI ICONS”

Legal Entity Identification Code: 45770381

Hotline: 0800337928

For customer service inquiries: [email protected]