Terms and Conditions

TERMS AND CONDITIONS FOR SIMBISA BRANDS ONLINE AND APP SERVICES

1. INTRODUCTION

1.1. By installing, accessing or using any of our contact centres, websites, mobile Apps such as the Dial-a-Delivery, Turn Up, Grilll Shack, Chicken Inn, Pizza Inn and Galitos, email newsletters and subscriptions, and other digital properties (altogether referred to as the ‘Online Platforms’ or ‘Platforms’) on which these Terms and Conditions (the ‘Terms’) are posted or referenced, You (the ‘Customer’ or ‘Your’) agree that You have read, understood, accepted and agreed to these Terms and Conditions, as amended from time to time by Simbisa Brands Limited and/or its affiliates (‘We’, ‘Us’ Or ‘Our’) in relation to its selected Products which delivery or collection services are provided for and who controls and operates the Online Platforms. If you do not agree to these Terms and Conditions, you may not use these Platforms.

1.2. The Online Platforms may contain links to other websites or apps which are owned and operated by third parties. Such links are provided as a convenience to You and are left to Your discretion to use in accordance with the third party's rights of use. The inclusion of such links on its Online Platforms should not be considered an express or implied endorsement, promotion or warranty of the products or services offered by or through that site. Under no circumstance shall We be responsible or liable for any products or services of such third parties. You agree that the entire risk arising out of Your use of these third-party services remains solely with you.

1.3. By accepting these terms and conditions constitutes You acknowledge and consent to the creation of an Account. Your Account will only be created once You have completed the registration process on one of the Platforms, making You a registered user.

• 1.3.1. “Account” means a registered user account on the online platforms covered under these terms, whether accessed via mobile application or web portal, which serves as the unique digital identity of the user for the purposes of accessing and utilising the services offered by the online platforms.

1.4. By accepting these Terms, You also understand and consent to Us collecting Your data for the following purposes:

• 1.4.1. Fulfilling Your requests/orders and processing payments;
• 1.4.2. Informing You about our products, services, competitions, offers, promotions or special events (if You give us permission to do so);
• 1.4.3. To maintain, manage and/or improve our products and services; and/or
• 1.4.4. To comply with any applicable law.

2. ORDERING, PRICES AND PAYMENT

2.1. Ordering

2.1.1. These terms and conditions apply to all orders for the supply of Our Products to You. An order is deemed to be complete when:

• 2.1.1.1. an offer is made to You to buy a Product(s);
• 2.1.1.2. You make payment through the designated payment methods; and
• 2.1.1.3. this is accepted by Us through a pop-up message or any other means which We may introduce from time to time.

2.1.2. Ordering of regulated products including, but not limited to, alcohol is subject to any applicable law and We may be required to refuse to serve that product in certain situations, even if the order has been accepted by Us.

2.1.3. In such an event, We will refund the payment made for the product(s) within a reasonable period. Further, when You purchase items such as alcohol You are warranting that You are of legal age to purchase them and We may ask for acceptable identity documents (such as ID, Driver’s License or Passport) to confirm your age. Should We have any doubt about Your age, We may cancel the order relating to the regulated product.

2.1.4. To order alcohol through the Online Platforms You must be at least eighteen (18) years of age or be of legal majority in your jurisdiction (if this is anything other than 18).

2.1.5. Once an Order has been made, it cannot be cancelled by the Customer.

2.2. Availability

All products are supplied subject to availability. Should an order have been accepted in terms of clause 2.1.1.3. and the Product(s) are not available, We will issue a refund within a reasonable period.

2.3. Pricing

Costs of food and beverages indicated on the Our Platforms are inclusive of all taxes and/or surcharges. Should there be a difference between the prices on the Platforms and what is actually charged please contact the designated representative as set out below:

2.3.1. Minimum or maximum spend restrictions may apply when ordering.

2.3.2. Prices are subject to change without notice.

3. LIMITATION OF LIABILITY

3.1. Simbisa Brands Warranty

3.1.1. We will take reasonable care in ensuring that all information provided on the Online Platforms is accurate.

3.1.2. We do not warrant that:

• 3.1.2.1. the Products remain available;
• 3.1.2.2. access to any or all Online Platforms will be continuous and uninterrupted; and/or
• 3.1.2.3. Any or all of the Online Platforms will be secure and free from hackers, viruses, Trojans, worm attacks or any other form of unauthorised access by any person or program.

3.2. To the fullest extent permitted by Law, We exclude all liability arising:

• 3.2.1. out of the supply and/or delivery of Our products including any loss or damage arising directly or indirectly in connection with the delay in preparation of the food or time of delivery or collection;
• 3.2.2. from any circumstances over which We have no control and which it could not avoid even with any reasonable care; or
• 3.2.3. any indirect or unforeseeable loss suffered or incurred by You. In any event, Our liability to You will not exceed the total price charged for the Products.

3.3. Your Warranties

3.3.1. You warrant or guarantee that the personal and/or payment information:

• 3.3.1.1. You provide to Us is your own and/or is information You are authorised to provide;
• 3.3.1.2. is not misleading or deceptive by inclusion or omission;
• 3.3.1.3. does not infringe on the rights of another person, including any intellectual property;
• 3.3.1.4. will not give rise to any claims or liability against Us.

3.3.2. You will not use the Online Platforms or their content for any purpose that is unlawful or prohibited by these terms or at law.

3.3.3. You will not rent, sell, sub-license, loan, merge, adapt, exploit, and/ or assign the Online Platforms wholly or in part or combine them with any other programs or services. You will not disassemble, decompile, reverse engineer, copy or create any derivative works based on the Online Services.

3.4. Your Liability

You agree to hold Simbisa Brands, its franchisees, employees and agents harmless from any loss, liability, claim, demand, damages and costs arising out of or in connection with:

• 3.4.1. Your breach of these terms and conditions; and/or
• 3.4.2. Any wilful, unlawful or negligent act or omission by You.

4. INFORMATION ON THE ONLINE PLATFORMS

4.1. We do not guarantee the accuracy or completeness of any information provided on the Online Services. You should consider the information to be provided ‘as is’ and without warranty (express or implied).

4.2. We do not warrant that the information or Online Services is suitable for Your intended purposes.

5. ACCOUNT ACTIVITY, INACTIVITY AND DELETION

5.1. An Account will be deemed active where You have logged in and performed any of the following qualifying actions:

• 5.1.1. Placing an order;
• 5.1.2. Making a payment or topping up an account if such credits are allowed;
• 5.1.3. Updating personal profile or delivery information;
• 5.1.4. Redeeming a voucher or participating in a loyalty/reward programme;
• 5.1.5. Contacting Simbisa Customer Service through the platform while logged in.

5.2. An Account will be deemed inactive if it has not been accessed or used to perform any of the qualifying activities listed in 5.2 for a continuous period of twelve (12) calendar months.

5.3. For the avoidance of doubt, passive use of the App shall not qualify as Account activity. Passive use includes, but is not limited to:

• 5.3.1. Launching or opening the App without logging into the Account;
• 5.3.2. Browsing menus, promotions, or offers; or
• 5.3.3. Receiving push notifications without engaging with the Account.

5.4. Where an Account remains inactive for 12 consecutive calendar months, We reserve the right to deactivate or delete Your Account and any associated personal data, subject to any applicable data protection and retention laws.

5.5. Prior to deletion, We will use reasonable efforts to notify You using the contact details linked to the Account, including through:

• 5.5.1. sending an email to Your registered address; and/or
• 5.5.2. sending an SMS or WhatsApp message to Your registered mobile number.

5.6. You may prevent deletion by logging into Your Account and performing any qualifying activity prior to the expiry of the notice period.

5.7. You may request voluntary deletion of Your Account at any time through the App settings or by contacting Customer Services.

6. MAINTENANCE OF THE ONLINE PLATFORMS

6.1. We may take down one or more of Our Online Platforms from time to time for maintenance. When this is necessary, We will endeavour to do so at times which cause minimal disruption to You.

6.2. We assume no responsibility for any interruption, defect, delay in operation or transmission, technical malfunction and/or any other problem relating to or resulting from any or all of the Online Platforms being offline or unavailable.

7. INTELLECTUAL PROPERTY

7.1. Any and all rights in the Online Platforms, including content (which includes, but is not limited to logos, images, graphics, trademarks, trade names, designs and/or look and feel) which are licensed to You shall remain Our property as the Licensor.

7.2. Subject to these terms and conditions, We grant You a non-exclusive, non-transferable and revocable license to use the Online Platforms for Your own personal purposes in line with these terms and conditions.

8. REFUSAL OF ACCESS

We may, at Our discretion, suspend, limit or terminate your access to the Online Platforms, should:

• 8.1. You breach any of these terms and conditions;
• 8.2. We believe that any or all of the Online Platforms may be at risk of loss or damage to Us or any other person;
• 8.3. We be required by law to do so;
• 8.4. There be any other reasonable grounds for Us to do so.

9. DATA PRIVACY POLICY

9.1. Definitions

9.1.1. The following terms are used throughout the Policy and are defined as follows:

9.1.2. A ‘Cookie’ refers to a small software application which allows a website to recognize a previous user and to observe how a user navigates within a website. These are used by Us to improve the navigational experience of customers/visitors to Our websites and to make them easier to use.

9.1.3. ‘Data’ ‘personal data’ ‘information’ means information that can identify an individual such as their name, identification number, address, telephone number.

9.2. Scope

9.2.1. The adoption and implementation of this Policy is done in line with Our commitment to processing data in accordance with the legislation of the various markets We operate in. However, given the spread of those markets, for the purposes of this Policy, We shall use the seven (7) principles of the GDPR Data Protection Act (‘GDPR Act’), which are broad and all encompassing. These principles are:

9.2.2. Lawfulness, fairness and transparency: meaning the data subject has given Us consent to use their personal information in terms of a contract, and the information can be collected under law.

9.2.3. Specific purpose: meaning the data is collected for a stated reason which is clearly communicated to its data subjects.

9.2.4. Data minimisation: meaning the use of data being relevant and limited to the purpose for which it is collected.

9.2.5. Accuracy: meaning We must take reasonable steps to ensure the data collected is accurate and kept up-to-date.

9.2.6. Storage Limitation: meaning personal data should not be held any longer than it is required for and where such data is no longer required it should be erased.

9.2.7. Security and confidentiality: meaning We must determine and ensure that there is adequate security and back-up measures in place to keep the data secure.

9.2.8. Accountability: meaning We should show that We are complying with these principles in terms of having a Data Privacy Policy in place, security measures, a Data Protection Officer(s) and adopting any relevant documentation such as cascading of the policy into contracts.

9.3. Collection of Data

9.3.1. We collect personal information for a range of business purposes from sources such as its clients, customers, employees, contractors and other individuals, through:

• 9.3.1.1. Direct means such as telephone calls, emails, third parties, registration as a customer on the Platforms to facilitate the delivery of food; or
• 9.3.1.2. indirectly through browser cookies when Our websites are viewed.
• 9.3.1.3. This personal information includes names, addresses (whether residential or business), mobile or telephone numbers, e-mail addresses (whether personal or work) and job designations of our clients, customers, employees, contractors etc.
• 9.3.1.4. Information we collect during the provision of our services to our clients would generally be of a more detailed nature such as financial information.

9.4. Our main purpose for facilitating the registration and/or collection of personal data is for Us to:

• 9.4.1. Provide services such as the delivery of food through the Platforms and/or the Call Centre;
• 9.4.2. Respond to Customer requests;
• 9.4.3. Maintain Customer relationship(s);
• 9.4.4. Notify/market Our product offerings and developments to Our Customers;
• 9.4.5. Internal Reporting and management;
• 9.4.6. Assist in the scoping and recruitment of staff; and/or
• 9.4.7. Any other purpose related to our business

9.5. Customers have the right to opt-in or opt-out of the holding and processing of their personal information for such marketing and/or service provision from Us. Therefore, notices to this effect shall be included in various website cookies, customer terms and conditions and any other relevant documentation. You may withdraw consent or object to certain uses by following opt-out mechanisms provided.

9.6. Any collection or use of Customer data should be done in terms of this Policy and/or as dictated by applicable legislation in the respective markets.

9.7. Disclosure of Personal Information to Third Parties:

9.7.1. As a general rule, We treat all Personal Information as strictly confidential and do not routinely disclose, share, sell, trade or otherwise misuse such information to third parties unless:

• 9.7.2. such use or disclosure is permitted by this Policy and/or the applicable legislation in the respective market;
• 9.7.3. We believe it necessary in order to provide Our Customer with a product or service which they have requested or contracted to;
• 9.7.4. It is to protect the rights, property or personal safety of a Customer, in the public interest, and/or Our interest;
• 9.7.5. some or all of Our assets or operations are transferred to another party as part of a sale or business transaction;
• 9.7.6. The customer has given their consent; and/or
• 9.7.7. The information is non-personal, de-identified and aggregated information for research or promotional purposes.

9.8. As We use a range of service providers to assist Us in maximizing the quality and efficiency of Our services and business operations (including internal business requirements, such as recruitment and human capital requirements). This means that individuals and/organisations (such as independent contractors, travel service providers, mail houses, off-site security storage providers, website hosts, electronic database managers, event managers, credit managers and debt collecting agencies) outside of Us may have access to personal information held by Us and/or may collect and/or use such data on Our behalf. In such instances, We shall take all reasonable steps to prevent unauthorised access to, or misuse of such Personal Information, ensure that these service providers adhere to this Policy and do not use such data for any unauthorised purposes.

9.9. We may obtain products or services offered by a third party pursuant to an agreement between Us and that third party. In such cases We may provide the customer’s data to that third party, including information around the customer’s use of such services.

9.10. To use the Service, You must be of legal majority age and above as specified in your market. Should We discover that You are below the legal age of majority or that you have inadvertently been given access despite not being of legal age of majority, We will delete all of Your personal information that was supplied and stored.

9.11. You may be permitted to post comments, feedback, or other content through the Platforms. By submitting such content, you grant Us a non-exclusive, royalty-free, worldwide licence to use, reproduce, and display such content for operational and promotional purposes. We reserve the right to remove any content at Our sole discretion and disclaim any liability for infringement resulting from user-submitted material.

9.12. Your consent for the collection and processing of your personal data is obtained through explicit opt-in mechanisms, including checkboxes, cookie banners, and acceptance of these Terms. You may withdraw your consent at any time by contacting the designated Data Protection Officer in your market.

9.13. Transfer of information outside countries

9.13.1. Transfer between Simbisa Brands entities:

• 9.13.1.1. As a transnational organisation, We may exchange customer data between countries whose data protection laws may differ. Where there is a difference between the Policy and local laws, We will adhere to local laws.

9.13.2. Transfer and/or backing-up of information outside of the market:

• 9.13.2.1. We may also use facilities or contractors outside a market to process or back-up Our information or to obtain certain services. As a result, personal information may be transferred to overseas facilities or contractors for these purposes. The application of this will be done in accordance with local legislation.

9.14. Privacy on Our web sites and/or Mobile Applications:

9.14.1. This policy also applies to any personal information collected through our Platforms, where the customer provides such information:

• 9.14.2. directly, such as where the Customer makes a request or completes a registration form; and/or
• 9.14.3. Indirectly through cookies which may be used on some areas of Our websites.

9.15. Where We provide links to websites operated by third parties, We will not be responsible for the privacy practices or policies of those sites where the Customer may disclose their information.

9.16. Security of personal information:

9.16.1. We shall ensure that personal information is accurate, up- to-date and securely stored, in electronic format or hard copy. The related confidentiality and security obligations will be cascaded down to the relevant data processors and Our employees with access.

9.16.2. In line with industry best practice, where there is no longer a legal or business need for Us to retain the personal data, it will be destroyed or archived as non-identifiable data.

9.17. Access to information:

9.17.1. We shall provide You with access to Your information upon request and provision of adequate identification in the form of a driver’s license, current passport and/or national identification card.

9.17.2. This may require an administration fee to cover the cost of accessing and/or providing the data.

9.18. Data Protection Officers

9.18.1. We shall appoint a Data Protection Officer in each market who shall be responsible for the compliance of that market to this Policy and local legislation.

9.18.2. Where no formal appointment is made of a market Data Protection Officer, the role shall default to the market’s Country Finance Director / Finance Manager.

9.19. Amendments to the Policy

9.19.1. We operate in a dynamic business environment, over time, aspects of Our business may be changed as we respond to changing market conditions. This may require that Our policies, such as this one, be reviewed and revised, which We reserve the right to do. In such an event, the market will be advised of the change(s) through the appointed Data Protection Officer.

9.19.2. Such changes will become effective upon Us posting them on Our Platforms Apps and/or website and they will become part of these Terms as referred to in clause 11.8. Your continued use of such service after such change will constitute consent on Your part.

10. COMPLAINTS

10.1. If You have any complaints regarding any services offered under these Terms and through the Platforms , You may contact the designated Simbisa Brands representative as indicated in 2.3. above.

11. GENERAL TERMS

11.1. Assignment of rights. We may transfer Our rights and obligations under these Terms to another entity, which will not affect Your rights. You may not transfer your rights or obligations under these terms to another person.

11.2. No Partnership. You agree that your compliance with these terms does not constitute a partnership or other commercial arrangement between You and Us.

11.3. Waiver. Any failure or delay by Us in exercising Our rights in relation to Your breach of these terms and conditions is not a waiver of those rights.

11.4. Severability. If any of these terms are invalid, illegal or unenforceable, they will be struck out and We replaced with a compliant provision, if need be, while the other terms capable of separate enforcement remain valid.

11.5. Force majeure. We shall not have any responsibility for our failure to perform any of our obligations under these terms caused by or related to any event beyond our reasonable control including but not limited to acts of God or public enemy, war, terrorism, strikes, fire, flood, pandemics, lockdowns, natural disasters, governmental restrictions, demands, regulations or orders, or any other cause which is not reasonably foreseeable or within our reasonable control in any of our markets (a “Force Majeure Event”). If such an event occurs, We shall take reasonable steps to ensure that we carry out our obligations under these Terms. If We are unable to perform any of our obligations, You will be informed by telephone and the order will be cancelled. Upon such cancellation, any funds paid in relation to such order will be refunded as soon as is reasonably possible.

11.6. Law. These Terms and Conditions shall be governed in accordance with the laws of the country in which the transaction is for as outlined below:

11.7. Dispute resolution. In case of a dispute, conflict or claim arising out of or in connection with these Terms and Conditions, the Parties agree to negotiate in good faith to resolve them within seven (7) calendar days of the dispute having been raised. If the dispute remains unresolved, either You or Us may refer the matter to a court of competent jurisdiction for determination in accordance with the laws of that particular market as indicated in Clause 10.6 above.

11.8. Entire Agreement. These Terms and Conditions represent the entire agreement between You and Us, which we may update from time to time. Further, where versions of these Terms and Conditions exist in any other language, the English language shall prevail.