TERMS AND CONDITIONS
(Definitions) describing the basic terms used in the Terms and Conditions (bold):
Operator – an entity providing OrderingStack service to the Users: 3E KOLCZYŃSKI, LIŻEWSKI, GĘDZIOROWSKI, ROSTOCKI spółka komandytowa with its registered seat in Warsaw (01-646), 32 Jelinka Street, entered into the register of entrepreneurs of the National Court Register under the KRS number 0000944999, registry files of which are kept by the District Court for the capital city of Warsaw in Warsaw, 20th Commercial Division of the National Court Register, NIP (tax ID no.): PL5213343778, REGON (statistical no.): 14014613.
OrderingStack or the Service – an online service provided by the Operator to the Users, regardless of the form of provision thereof (desktop, mobile, other forms), aimed at granting Users a virtual platform enabling above all commencement of activity in scope of the so called “Online Market”, incl. placing Commercial Information and concluding Transactions with Buyers. OrderingStack and functionalities available in the scope thereof (Modules) are provided on a “SaaS” (Software as a Service) basis, by which the User is not granted any licences related to the OrderingStack software and on “as is” basis which means that the User can use OrderingStack and chosen Modules in the form made available at the given moment by the Operator. Current description of the Modules and detailed conditions of providing them can be found in OrderingStack tabs / Detailed Conditions (defined below).
Detailed Conditions or Conditions – conditions of using given Module of OrderingStack and fees/charges related to usage thereof by the User (Fees).
Party – collective term referring to the Operator and the User.
Contract (with User) a contract for use of one or more Module(s) available as part of the Service, concluded between the User and the Operator. The content of the Contract consists of the Detailed Conditions and provisions of the Terms and Conditions.
Materials – all data, including software, appearance, functional layout, content and graphic elements, databases, regardless of their nature, format and method of storage or display, placed in OrderingStack by the Operator.
Content – all content, regardless of the nature, format and method of storage or display, uploaded on OrderingStack or – possibly – sent to the Operator by the User for uploading them on OrderingStack, including content posted through the Account, and Commercial Information uploaded through OrderingStack by the User.
Contents – a collective term referring jointly to the Content and the Materials.
Products – products that each User presents to Customers via its User Account.
Commercial Information – information on Products posted by Users in accordance with the functionalities of the Service. Commercial Information is not an “offer” but only an “invitation to submit offers” to a User posting such Commercial Information directed to a Customer, within the meaning of the applicable law.
Data – all User’s information and data collected in relation to User’s usage of OrderingStack.
Personal Data – personal data within the meaning of the applicable law, processed by the Operator in relation to User’s usage of OrderingStack.
User Account lub Account – a part of OrderingStack virtual space made available to the User after registration, enabling usage of OrderingStack as a seller.
License – a license to use the Content to the extent necessary to perform the Contract and provide the Services, as well as to improve and promote them.
Registration – an action required to set up an Account, resulting in conclusion – between the User and the Operator – of a contract for the provision of electronic services.
User – a natural person, legal person or organizational unit without legal personality, having legal capacity and full capacity to perform legal acts, using OrderingStack as a seller, including placing Commercial Information in the space provided by OrderingStack. If the User is a legal person or an organizational unit without legal personality, actions specified in the Terms and Conditions are performed by its authority or representative (plenipotentiary) authorized to perform all activities on its behalf.
Customer – (also End-User or End-Customer) an adult natural person having full capacity to perform legal acts, using OrderingStack as a customer.
Payment Operator – an entity that executes User payment transactions related to payment of Fees in favour of the Operator at the request of the User.
(General rules), i.e. basic rules related to using OrderingStack:
(Using OrderingStack) Using OrderingStack is possible only in accordance with the Terms and Conditions and to the extent permitted by the functionalities of the Service. Any other use of OrderingStack may constitute grounds for temporary blocking of the Account or termination of the Contract by the Operator.
(Content placed by the User) By posting the Content (e.g. the Commercial Information) in OrderingStack or sending it to the Operator, the User distributes it voluntarily. The posted Content is not and should not be considered related to the activities of the Operator. By posting or sending the Content to the Operator, the User declares that: (a) posting or using the Content in compliance with the Terms and Conditions does not infringe the law or rights of third parties; (b) the User is fully entitled to post the Content in OrderingStack and to grant the License, and that her/his rights to the Content are not limited in this respect or encumbered in favour of any third party; (c) the User will ensure that the Operator is released from any claims that may arise in connection with the posting or sending the Content, including paying compensation or redress, remedying any effects of violation and satisfying other claims, as well as covering related costs, including legal expenses.
(Prohibition of posting illegal Content) It is forbidden to post and to send to the Operator illegal Content, including the Content infringing the law or rights of third parties. The Operator, as an entity providing the User with virtual space, is not the initiator of the Content transmission, but it reserves the right to modify the Content from time to time, if – for instance – it accidentally gets acquainted therewith and decides that the Content includes errors or is not compliant with the concept or essence of OrderingStack. If the Operator obtains a reliable information or an official notification of an unlawful nature of the Content, the Operator will take steps to block access or remove such Content in accordance with the applicable law in scope of providing electronic services (hosting).
(License) Upon the transfer to the Operator or posting of the Content, the User grants the Operator a license to the Content. The License includes among others, the right to: (a) rank and sort the Content based on any criteria, e.g. best content, frequently followed or commented etc. and to publish such results within OrderingStack, also for promotional purposes of the Operator; (b) use the Content for information, promotion and advertising purposes of the Operator, User and the Products made available via OrderingStack (incl. above all availability of Users and Products in OrderingStack), in all media, on all carriers, regardless to the form, technique, manner and other factors related thereto.
(Forbidden activities) The User can only use OrderingStack in compliance with the Terms and Conditions and in the scope of its current functionalities and Modules. Any activities that are not expressly permitted in the Terms and Conditions are prohibited, including in particular: (a) activities that may interfere with the functioning of OrderingStack, including hindering access to Modules, Contents or use thereof by other Users; (b) sending spam and unsolicited commercial information and conducting promotional activities contrary to the Terms and Conditions by means of the Service, Contents or in relation thereto; (c) use of viruses, bots or other codes, files or programs (in particular those automating scripts and applications processes or other codes, files or tools); (d) taking other actions to the detriment of the Operator, OrderingStack or Users, as well as taking actions that threaten their rights.
(Blocking access) The Operator has the right to block User’s access to OrderingStack or certain Modules, if the User: (a) uses OrderingStack in a manner non compliant with the applicable law, Detailed Conditions or violates provisions of the Terms and Conditions; (b) posts or sends illegal Content to the Operator; (c) does not perform or improperly performs the agreement with the Customer. The Operator will inform the User about blocking access along with a justification thereof and may additionally set a deadline to discontinue the infringements and remedy their effects.
(OrderingStack availability) Despite the fact that the Operator makes every effort to provide OrderingStack services at the highest level, the Operator cannot exclude a possibility of temporarily suspending OrderingStack availability in case of a need for maintenance, inspection, replacement of equipment or in connection with a need to modernize or expand OrderingStack. The Operator – to the furthest extent permitted by law – is not liable for disruptions, including interruptions in functioning of OrderingStack due to force majeure, unlawful actions of Users or third parties or incompatibility of OrderingStack with the User’s technical infrastructure.
(Conclusion, performance and termination of the Contract)
(Registration) The conclusion of the Contract requires creation of an Account. Creating the Account consists in carrying out Registration in accordance with the Terms and Conditions and instructions available in the Service, including filling in the provided registration form and conclusion (online) of an agreement with the Payment Operator. By completing and submitting the appropriate registration form via the Service, the User: (i) declares that (s)he has read the Terms and Conditions and accepts all the provisions thereof, (ii) ensures that all Data provided in the registration form are true. The Account is created only after the Operator sends a confirmation of Registration, e.g. by sending an appropriate email or a system message via the Service. As a part of the Registration, the User is required to provide in OrderingStack only true Data. The Operator reserves the right to verify the Data. Verification may include, among others, sending an email to the email address provided during the Registration, which will contain an activation link to the Account.
(Contract with the User) The subject of the Contract with the User is provision of electronic services by the Operator to the User on a SaaS (Software as a Service) basis in the form of providing tools under Modules selected by the User on the terms and in exchange for the Fees set out in the Detailed Conditions. All matters of the Contract not covered by the Detailed Conditions shall be governed by these Terms and Conditions, which shall apply directly, unless there is a conflict with the Detailed Conditions – in such case, the Detailed Conditions shall prevail, and the provisions of the Terms and Conditions shall apply auxiliarily.
(Payments) The Service is paid, although some Modules may be made available free of charge at any time (at the Operator’s sole discretion). Fees should be made through the Payment Operator, in the amount and dates described in the Detailed Conditions, in a manner made available as part of the Service or other, indicated in the Detailed Conditions.
(Payment Operator) The Payment Operator provides services to the User based on the terms and conditions set out by the Payment Operator, in particular in the Payment Operator’s regulations regarding transfer of payments via the Payment Operator, taking into account provisions of the the Terms and Conditions. The Operator is not obliged to pay to the Payment Operator any fees for performing payment transactions on the User’s payment order. Payment can be made using one of the payment methods available to the User. Currently available payment methods are visible in the Service. If the Payment Operator is unable to perform given payment transaction on the User’s payment order for any reason, the Payment Operator shall refund such payment amount to the User on the terms and conditions set out by the Payment Operator in the relevant regulations or other legal document made available by the Payment Operator.
(VAT invoice) The Operator will issue and deliver VAT invoices via email or other means in accordance with the applicable law.
(Term and termination of the Contract) The Contract with the User is concluded at the time of successful Account Registration (see Registration), for an indefinite period and expires as a result of: (i) termination by the User by Deleting the Account (see below) or (ii) termination by the Operator.
(Termination by the User / Account deletion) In order to terminate the Contract – starting the procedure of deleting the Account, the User should send an email with a clear request to DELETE THE ACCOUNT to the address: [email protected] or choose the appropriate option within the Account interface (if available), and then follow the instructions in the scope of the Account deletion procedure. Starting the Account deletion procedure is tantamount to submitting a statement of termination of the Contract by the User. In this case, the User is obliged to pay all the Fees due until the date of commencement of the Account deletion procedure.
(Termination by the Operator / Account deletion) The Operator may terminate the Contract by sending the User an information on the termination of the Contract by email or an appropriate system message via the Service. Thereby the Operator begins the procedure of deleting the Account. In such case, the Operator will inform the User about the notice period, which may not be shorter than 15 days or longer than 30 days. During the notice period, the Operator is obliged to provide the Service in the scope covered by the Contract, and the User – to pay the due Fees.
(Expiration of the Contract) The expiration of the Contract, also as a result of termination by the Operator or User, does not release the User from the obligation to pay unpaid and due Fees for provision of the Service in accordance with the Contract (in compliance with the Detailed Conditions).
(Ceasing provision of the Service) In the event of a delay in payment of Fees in compliance with the Detailed Conditions, the Operator is entitled to cease providing services to the User, including Blocking Access to the Service in full or to the chosen Modules thereof.
(Commercial Information), i.e. the manner in which the User publishes Commercial Information and other rules related to Commercial Information: (a) (Posting Commercial Information) The User is entitled to post Commercial Information using the User’s Account. Posting takes place solely on the basis of Modules available in OrderingStack at the given moment, in accordance with the parameters and technical conditions provided for by these Modules, such as size or resolution, (b) (Deleting Commercial Information) The User may cease making Commercial Information contained in OrderingStack available at any time via the User’s Account, provided that this does not affect the obligation to properly perform agreements already concluded with Customers and to settle commission related thereto. The Operator may block access or delete Commercial Information at any time at its sole discretion, especially in a situation where it finds that such Commercial Information violates the law, decency or third party rights.
(Complaints) The User always has a right to lodge a complaint regarding the functioning of the Service. Complaints may be submitted in an electronic form by sending an email to the following address: [email protected]. The User will be notified about the result of the complaint procedure by an email (sent back to the email address from which the complaint was lodged) or by a system message. Any complaints regarding services of the Payment Operator shall be submitted directly to the Service Operator.
(Guarantee waiver). The Services are provided using a commercially reasonable level of skill and commitment. The Operator does not provide or guarantee anything more than what has clearly been indicated in the Terms and Conditions, also regarding the content of the Service, specific functions, reliability or availability of the Service, or the Service ability to meet User’s business goals. Some jurisdictions require certain guarantees, e.g. fitness for a particular purpose or non-infringement. To the extent permitted by law, the Operator waives all such guarantees.
(Liability waiver) To the furthest extent permitted by law: (i) the Operator’s liability for lost profits, data or financial losses, indirect, special, consequential losses or moral harm is excluded (liability is limited to “actual damages” only), (ii) Operator’s total liability for all claims related to the use of the Service, including any implied warranties and guarantees, is limited to the amount of Fees paid by the User in the last month preceding the occurrence of the event causing such liability, (iii) the Operator shall be liable only for its acts or omissions, as well as acts or omissions of its subcontractors, while the Operator shall not be liable for damages arising from the fault of the User or any third party, including in particular damages resulting from: (a) incorrect data or an overfilled email inbox or other similar circumstances; (b) the cessation of the provision of services and removal of the Account, which occurred as a result of a breach of the Terms and Conditions by the User or reasons related to third parties; (c) the use of the Service by the User or a third party in a manner inconsistent with the Terms and Conditions or applicable law; (d) caused by information and materials downloaded and sent via the Internet by the User or a third party; (e) acts or omissions of third parties; (f) resulting from the User’s failure to comply with the Terms and Conditions or Detailed Conditions regarding the use of the Service or Modules; (g) blocking by mail server administrators of sending messages to the email address provided by the User and for removal and blocking of emails by software installed on the computer used by the User.
(Availability of the Terms and Conditions) The Terms and Conditions are made available free of charge and continuously within the OrdeingStack space, in a way enabling obtaining and displaying, as well as saving the content thereof at any time.
(Amendments) The Operator has the right to modify the Service, Modules and Detailed Conditions in order to e.g. reflect change of legal provisions, modification introduced in the Service or in the event of business changes (e.g. updating Fees/price lists). An information about amendments to the Terms and Conditions or the Detailed Conditions will be published within the scope of the Service. Changes do not have retroactive effect and enter into force no earlier than after 14 days as of publishing them, except for any changes related to new functionalities of the Service and resulting from legal grounds which enter into force immediately. If the User does not accept the amendments, (s)he is entitled to terminate the Contract in compliance with the Terms and Conditions, provided – however that no amendments may result in imposing on the User retroactively (before entry into force of the amendment) an obligation to pay any Fees or other charges related to the Service.
(Governing law) Any disputes related to the Terms and Conditions or legal relations described therein shall be governed by the laws of Poland. The disputes should be subject to the jurisdiction of courts and authorities competent for the registered seat of the Operator, subject to unconditionally binding provisions of law (conflict of laws).
(Unconditionally binding provisions / conflict of laws) In some jurisdictions, the User may have special, unconditionally binding, rights, e.g. based on consumer protection laws, if the User is a consumer under relevant regulations of the applicable jurisdiction. Provisions of the Terms and Conditions or the Detailed Conditions do not limit or exclude any such rights, which cannot be limited or excluded based on a contract. In such case, any provisions contrary to the unconditionally binding provisions of law shall not apply, and in their place regulations regarding these rights shall apply.
(Completeness) Should any provision of the Terms and Conditions be amended or declared void by a decision of a competent authority or court, all other provisions of the Terms and Conditions shall remain in force and bind the Operator and the User.
(Entry into force) The Terms and Conditions enter into force on April 10, 2020. An information about the entry into force of the currently binding version of Terms and Conditions will always be available here: https://orderingstack.com/legal/
Detailed Conditions of the “DELIVERY” Module
These Conditions along with the Terms and Conditions govern a legal relationship that is created between You and the Operator. All the capitalized terms used in the Detailed Conditions shall have the meaning given to them in the Terms and Conditions, unless the Conditions stipulate otherwise.
The DELIVERY Module provides the following functionalities:
defining products and area of deliveries by means of an administrative panel, available as a web application (Panel);
submitting, settling and forwarding orders to user’s systems via progressive web app (App)
Main business items in the DELIVERY Module include:
Products – defined by e.g. descriptions, prices, photos, menus, categories;
Sale points – defined by e.g. the address;
Orders – defined by e.g. contact details, products;
End clients – persons submitting orders. (entered, updated, filled in, modified or deleted by You in the scope of Panel functionalities).
You are obliged to pay in favour of the Operator the following Fees related to the Contract:
Fees applicable from April 14 till August 31, 2020:
PLN 0 / each paid order – Fee for using the Module;
PLN 1 / month- Module access Fee.
Fees applicable as of September 1, 2020 until change or cancellation thereof:
PLN 1.5 net / each paid order – Fee for using the Module
PLN 1 / month – Module access Fee.
Payment deadlines are as follows:
Fee for using the Module: up to 15 days
Module access Fee: up to 15 days
- sent via email to the address provided during Registration or modified via the Account
You undertake to:
conclude an agreement with the Payment Operation, i.e. TPay (https://tpay.com/)
You accept that:
the orders will be kept in the database for at least 365 days;
personal data of end-customers will be anonymized after 90 days;
the Operator may – among others – publish User’s name and include its logo or logotype (without any modification in the image or contents thereof) in advertising and marketing materials, on its website and reference letters.