Terms and Conditions

‍Buzz International Pty Ltd trading as ClevaQ ACN 624 656 944 (“Company and ClevaQ”) provides a mobile ordering platform (“ClevaQ”) that enables customers (“Customers”) to place orders for Products and Services offered by independent operators (“Operators”).

These Terms govern your use of ClevaQ from within any country in the world. Your access and continued use of the ClevaQ platform constitutes agreement to be bound by these Terms and established a contractual relationship between you and ClevaQ. If you do not agree with these Terms, you should cease using the ClevaQ platform.

1. Definitions

In this Agreement:

“Confidential Information” means these Terms and any information of a confidential or proprietary nature in relation to the Company, including but not limited to: business methods, trade secrets, ClevaQ’s software code, the Company’s pricing structure or margins, financial information, customer data, marketing strategies, operational processes, technical information, designs, specifications, and any other information disclosed by the Company that is identified as confidential or that a reasonable person would understand to be confidential due to its nature or the circumstances of disclosure.

Confidential Information does not include information that:

(a) is or becomes publicly available other than as a result of a breach of these Terms

(b) is already known to the receiving party at the time of disclosure, provided such knowledge was not obtained in breach of any obligation of confidentiality; 

(c) is lawfully obtained by the receiving party from a third party without restriction on disclosure; or 

(d) is independently developed by the receiving party without reference to or use of the disclosing party’s Confidential Information.

“Customer” means a person using ClevaQ to place an order for a Product or a Service.

“Consequential Loss” means, whether under statute, contract, equity, tort (including negligence), indemnity, or otherwise; any loss or damage that cannot be considered to arise according to the usual course of things from the relevant breach, act, or omission, whether or not such loss or damage may reasonably be supposed to have been in the contemplation of the parties at the time they entered into these Terms as the probable results of the relevant breach, act, or omission, and/or any real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use, and/or loss or corruption of data.

“Intellectual Property”means any and all existing and future rights throughout the world conferred by statute, common law, equity or any corresponding law in relation to any copyright, designs, patents or trade marks, domain names, know-how, inventions, processes, trade secrets or confidential information, circuit layouts, software, computer programs, databases or source codes, including any application, or right to apply, for registration of, and any improvements, enhancements or modifications of, the foregoing, whether or not registered or registrable.

“Liability” means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a party to these Terms or otherwise.

“Operator” means a third-party business supplying products via ClevaQ at a Venue or Venues.

“Order” means a request placed through ClevaQ by a Customer for a Product or Service.

“Platform” means the ClevaQ platform.

“Price” means the price of a Product or Service as determined by the Operator and to be charged to a Customer.

“Product” means a product provided by the Operator which is able to be ordered via ClevaQ.

“Services” means a service provided by an Operator to a Customer.

“Service Fee” means a fee charged by ClevaQ to the Customer to help recover the costs associated with facilitating and operating ClevaQ’s ordering services, which may vary depending on factors including basket size. The Service Fee does not depend on the card type used by the Customer.

“Software” means ClevaQ.

“Terms” means these terms and conditions and shall include, where relevant, our Privacy Policy and any Cookie Policy contained therein or separately.

“Total Amount” means the total amount payable by the Customer to the Operator and/or Company via ClevaQ and comprises of the Price and Service Fee.

“Venue” means the location or locations at which the Customer is using ClevaQ to order a Product or Service from the Operator.

2. Performance

2.1 Platform Role

(a) ClevaQ acts solely as a technology platform facilitating Orders between Customers and Operators.

(b) ClevaQ does not prepare, store, sell or deliver any Products.

(c) All Products are supplied by Operators, who are solely responsible for quality, safety, legality and fulfilment. ‍

(d) Any contract for the supply of Products is between the Customer and the Operator, not the Company.

(e) ClevaQ does not guarantee the availability of any Products or the ability of an Operator to fulfil any Order.

2.2 Use of ClevaQ ‍

(a) You must be at least 18 years old and have legal capacity to use ClevaQ. ‍

(b) You agree to use ClevaQ only for lawful purposes. ‍

(c) You must not:

(i) interfere with the platform;

(ii)    attempt to reverse engineer ClevaQ; ‍

(iii)  use ClevaQ fraudulently.

(d) Subject to compliance with these Terms, the Company grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferrable licence to:

(i) access and use the Platform on your personal device solely in connection with your use of ClevaQ’s services; and

(ii) access and use any content, information and related materials that may be made available through ClevaQ, in each case solely for your personal, non-commercial use.

(iii) Any rights not expressly granted herein are reserved by the Company.

2.3 The Customer warrants:

(a) Not to use the Software, including Our Intellectual Property, in any way that competes with ClevaQ;

(ii) there are no legal restrictions preventing the Customer from entering into these Terms;

(iii) all information and documentation that the Customer provides to the Company in connection with these Terms (including payment details) is true, correct and complete;

3. Pricing and Payment

3.1 Prices for are set by Operators and may include additional fees, including the Service Fee.

3.2 Payments are processed via third-party payment providers.

3.3 You authorise ClevaQ to process payments on behalf of the Operator.

3.4 You agree to pay to the Company and/or the Operator the Total Amount which will be charged at the time that an Order is placed via ClevaQ.

3.5 The Total Amount may be payable either directly to the Company or alternatively to the Operator.

4. Orders

4.1 When you place an Order, you are making an offer to purchase from the Operator.

4.2 Orders are accepted by the Operator, not ClevaQ.

4.3 Orders cannot be cancelled once accepted except where required by law or where otherwise agreed by the Operator.

4.4 Orders are subject to the refund provisions in clause 15.

5. Confidentiality

5.1 Unless the Company indicates otherwise, all materials used in the services provided hereunder (including text, graphics, logos, icons, sound recordings and software) are subject to Intellectual Property Rights that are owned or licensed by the Company.

5.2 All intellectual property (including copyright) developed, adapted, modified or created by us or our personnel (including in connection with the terms, any content on the platform, and the products) (Our Intellectual Property) will at all times vest, or remain vested, in us.

5.3 We authorise you to use Our Intellectual Property solely for the purposes for which it was intended to be used.

5.4 You must not, without our prior written consent:

(a) copy, in whole or in part, any of Our Intellectual Property;

(b) reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any of Our Intellectual Property to any third party; or

(c) breach any intellectual property rights connected with the Platform, including (without limitation) altering or modifying any of Our Intellectual Property; causing any of Our Intellectual Property to be framed or embedded in another Platform; or creating derivative works from any of Our Intellectual Property.

5.5 This clause does not prevent you from sharing a link to ClevaQ or confirming you have used or recommend the use of ClevaQ or the sharing of a link for the use of ClevaQ.

6. Limitation of Liability

6.1 ClevaQ is made available to you strictly on an ‘as is’ basis. We can’t guarantee, and make no warranties, to the extent permitted by law, that:

(a) ClevaQ and the ordering of Products or Services will be free from errors or defects; ‍

(b) the Products or Services will be accessible or available at all times; ‍

(c) information you receive or supply through ClevaQ will be secure or confidential; or ‍

(d) the Products or Services are of a certain quality (as this is handled by the Operator).

6.2 To the maximum extent permitted by applicable law, the Company limits all liability to any person for loss or damage of any kind, however arising whether in contract, tort (including negligence), statute, equity, indemnity or otherwise, arising from or relating in any way to ClevaQ to the total Fees paid the Customer in the 12 months preceding the event giving rise to the claim. This includes the transmission of any computer virus.

6.3 The Customer agrees to indemnify the Company in respect of all liability for loss, damage or injury which may be suffered by any person arising from, or in connection with, the Customer’s breach of these Terms.

6.4 All express or implied representations and warranties given by the Company are, to the maximum extent permitted by applicable law, excluded.

6.5 Nothing in these Terms excludes, restricts or modifies any consumer guarantees, rights or remedies under the Competition and Consumer Act 2010 (Cth) or any other applicable law which cannot be excluded.

6.6 To the maximum extent permitted by law, under no circumstances will the Company be liable for any incidental, special or Consequential Loss or damages, or damages for loss of data, business or business opportunity, goodwill, anticipated savings, profits or revenue arising under or in connection with the Software, these Terms or their subject matter (except to the extent this liability cannot be excluded under the Competition and Consumer Act 2010 (Cth)).

6.7 The Customer’s sole and exclusive remedy, is that in respect of the services the Company provides (i.e the service of facilitating the ordering of Products), the Company either (at the Company’s election):

(a) supplies the services again; or

(b) refunds the Fees paid by the Customer for such goods or services.

6.8 The Company is not liable for:

(a) any act or omission of an Operator;

(b) the quality or safety of Products or Services provided by the Operator;

(c) any delay or failure in fulfilment of Orders.

7. Security and Indemnity

7.1 The Company does not take responsibility for any unauthorised use, destruction, loss, damage or alteration to your data or information to your computer systems, mobile phones or other electronic devices arising in connection with use of the Software. You should take your own precautions to ensure that the process which you employ for accessing the Software does not expose you to the risk of hacking, malware, ransomware, viruses, malicious computer code or other forms of interference.

7.2 The Customer agrees to indemnify ClevaQ for any damage suffered by ClevaQ as a result of a misuse of ClevaQ.

8. Dispute Resolution & Governing Law

8.1 In the event of a dispute arising, the parties must first attempt to resolve any dispute in good faith.

8.2 If not resolved within 10 Business Days, either party may commence legal proceedings.

8.3 Nothing prevents a party from seeking urgent interlocutory relief.

8.4 Governing Law

This agreement shall be governed by and construed in accordance with the laws of New South Wales, Australia.

9. Termination

9.1 Your Account and these Terms may be terminated by you at any time, by contacting us via the contact us section of ClevaQ (https://www.clevaq.com/contact-us). Your cancellation will take effect upon our confirmation.

9.2 These Terms will terminate immediately upon written notice by the Company that the Customer has breached these Terms. 

9.3 Upon expiry or termination of these Terms the Customer agrees not to make false or misleading statements about the Company

‍9.4 This clause will survive the termination or expiry of these Terms.

9.5 The Company may suspend or terminate access for:

‍(a) Breach or suspected breach;

(b) fraud;

(c) security concerns.

10. Force Majeure

Neither party shall be liable for the consequences of an occurrence of any event beyond its reasonable control.

11. Assignment

A Customer cannot, novate or otherwise transfer any of its rights or obligations under this agreement without the prior written consent of the Company which will not be unreasonably withheld. The Company may assign this agreement without consent.

12. Severance

Should any part of this Agreement be or become invalid, that part is severed from this Agreement. Such invalidity does not affect the validity of the remaining provisions of this Agreement.

13. Variations

ClevaQ may update these Terms by publishing updated terms. Continued use constitutes acceptance.

14. Privacy

14.1 ClevaQ may share Customer Information with Operators to enable fulfilment of Orders.

14.2 Each party must comply with applicable privacy laws.

14.3 Further information is set out in our Privacy Policy which can be found on our Website or via the Privacy Policy section of the ClevaQ. ‍

14.4 You agree to be bound by the clauses outlined in our Privacy Policy.

15. Refunds and disputes

15.1 All purchases are final and non-refundable except where required by law or agreed by the Operator

15.2 All refund requests must be directed to the Operator.

15.3 ClevaQ may, but is not obliged to, assist in resolving disputes.

16. General ‍

(a) No agency

Nothing in these Terms creates any partnership, joint venture or agency relationship between the Company and the Operator.

(b) Entire Agreement

These Terms constitute the entire agreement between the Customer and the Company.

(c) Currency

The Service Fee is charged in the currency of which the Venue is located.

(d) Amendment

The Company may update these Terms from time to time and may issue supplemental terms or policies. If there is a material change to these terms, ClevaQ will provide you with at least 7 days’ written notice. Other changes may be implemented from time to time and without notice. Amendments will be effective from the posting of such updated terms.