Welcome to FoodRazor. FoodRazor offers an e-procurement software for F&B industry.
What we refer to collectively as the “FoodRazor Products” incorporates:
FoodRazor Products are provided on and in accordance with the terms and conditions outlined below (the “Terms and Conditions”) by FoodRazor Pte Ltd, a company registered in Singapore (Business Registration number 201525535E) with its registered office at 37A Hong Kong Street Singapore 059676 (“FoodRazor”, “we” or “us”).
These Terms and Conditions are drafted with reference to Singapore law and FoodRazor believes that Singapore law provides a robust but business-friendly legal framework for both itself, its Users and its Partners.
FoodRazor provides certain of the FoodRazor Products in two main ways:
These Terms and Conditions apply to any use of the FoodRazor Products and are binding on you from the time that we provide you with access to the FoodRazor Products. These Terms and Conditions are the legal agreement between you and FoodRazor and govern your use of the FoodRazor Products.
By registering to use the FoodRazor Products you acknowledge that you have read and understood these Terms and Conditions and have the authority to act on behalf of any person for whom you are using the FoodRazor Products. If you do act on behalf of any other person when using the FoodRazor Products, you are deemed to have agreed to these Terms and Conditions on their behalf.
These Terms and Conditions will continue in effect until either you or FoodRazor terminates them in the manner described below.
Account means the User or Partner (as applicable) account registered in your name or the business on whose behalf you sign up and to which we provide the FoodRazor Products.
Confidential Information means any information of a confidential nature (regardless of whether or not such information is recorded in any physical, electronic or other media) concerning either you or us which is confidential, commercially sensitive and not in the public domain (whether or not marked confidential).
Intellectual Property Rights means any patent, trade mark, service mark, database right, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
Data means any and all data or information that is uploaded to the FoodRazor Products or otherwise provided to FoodRazor, including receipts, bills, invoices or other purchase cost related documents (together “Items”), together with any data or information extracted from such Items.
Fees means the fees that you are required to pay to access the FoodRazor Products in accordance with the Plan you are on from time to time. FoodRazor may vary the Fees from time to time, in accordance with these Terms and Conditions.
Partner means accountancy firms, bookkeepers and other professional and business services providers who have signed up to a Partner Plan that allows them to make the FoodRazor Products available to their clients. References to a Partner in the context of a particular Partner User means the particular Partner who runs the Partner Account to which that Partner User’s Account is linked. For the avoidance of doubt, no partnership shall be created by these Terms and Conditions between a Partner and FoodRazor, and it is not the intention of the parties that these Terms and Conditions shall do so.
Partner Plan means a Plan which allows Partners to make available access to the FoodRazor Products to Partner Users, subject to the limitations and usage thresholds contained therein.
Partner User means a client or other individual to whom a Partner makes available the FoodRazor Products pursuant to the terms of their Partner Plan. Where the context permits, references to Users shall be read to include Partner Users.
Plans means the payment plans for the FoodRazor Products which outline:
As applicable, references to your “Plan” will mean the Plan to which you initially sign-up and any other Plan that you are migrated to, based on your usage of the FoodRazor Products, in accordance with these Terms and Conditions.
FoodRazor Technology means the proprietary technology and software (in both object code and source code form) that enable FoodRazor to provide the FoodRazor Products, the Tools and any other services that FoodRazor may from time to time make available, together with the Intellectual Property Rights in and to inventions, designs, information, know-how, specifications, formulae, data, processes, methods, techniques and other technology related thereto.
Supported File Types means .PDF, .jpeg, .tiff, .doc, .docx, or any other file types that may be supported by the FoodRazor Products in the future.
Tools means collectively, the FoodRazor website, any FoodRazor mobile and tablet applications, FoodRazor’s email submission technology and any add-ons or software integrations that FoodRazor may support or make available from time to time.
FoodRazor grants you the right to use the FoodRazor Products via the Tools (the “Licence”). The type and extent of the rights and access you will get pursuant to the Licence will depend on the particular terms of the Plan that you are subscribed to.
The Licence is a non-exclusive, non-sublicensable, non-transferable, limited right to use the FoodRazor Products only to the extent necessary to get the benefit of the Plan to which you are subscribed, for business purposes only.
FoodRazor reserves all rights in and to the FoodRazor Products that are not expressly granted in these Terms and Conditions. Nothing in these Terms and Conditions is intended to transfer any Intellectual Property Rights from FoodRazor to Users, Partners or Partner Users. Title to any and all Intellectual Property Rights in or to the FoodRazor Products and any documentation that relates to it or the FoodRazor Products shall remain the property of FoodRazor or the third party from whom it licenses such Intellectual Property Rights.
You agree that you shall not:
We will not be responsible, or liable, to any third party for the content or accuracy of any Data you upload to the FoodRazor Products.
The FoodRazor Products are designed for use by businesses, not consumers. You warrant and represent that you are acquiring the right to access and use the FoodRazor Products for the purposes of a business and are not dealing with FoodRazor as a consumer.
Dealing with your Data transparently is of core importance to FoodRazor. FoodRazor’s position on Data ownership is that, as between the parties to these Terms and Conditions, the person who is ultimately responsible to pay the Fees in respect of an Account has ownership of the Data which is or has been submitted to that Account (including ownership of any Intellectual Property Rights in that Data).
In practice – as between the parties – this means that the Data ownership position will be as outlined below:
If the User or Partner User (as applicable) created the Account:
Who owns the Data? User.
Who owns the Items? User.
Who can delete the Data? User and FoodRazor’s team.
Who can access and use the Data? Users and, if applicable, Partners.
If applicable, can Partners create a copy of Partner Users’ Data? Yes.
Can FoodRazor use the Data? Yes. FoodRazor needs to be able to use and process the Data to provide the FoodRazor Products.
In order to provide the FoodRazor Products to Users and Partners, we need to use and store the Data. In addition, we may share or make available the Data to third parties that provide services to us; we will only allow such sharing of or access to Data to enable us to provide you with the FoodRazor Products.
Partner Users acknowledge that any Data that they submit may be accessed, edited, extracted, modified, shared by the relevant Partner. This is necessary to allow Partners to provide the advisory, accounting, or bookkeeping services that they provide to Partner Users.
No. FoodRazor does not sell Data to any third parties.
FoodRazor acknowledges and agrees that it will only use the Data to provide the FoodRazor Products in the fashion described in these Terms and Conditions.
If you have integrated any FoodRazor Products with any third-party applications (e.g., your banking services), you acknowledge that FoodRazor can allow the providers of those third-party applications to access your Data. Allowing third parties access to your Data in this fashion is necessary to allow third‑party applications to integrate with the FoodRazor Products.
You acknowledge that FoodRazor shall not be responsible for any corruption, unauthorised disclosure, modification, loss or deletion of your Data that results from any such access by third‑party application providers.
To enable the integration of third-party applications with the FoodRazor Products, we may have to use certain pieces of software provided by the applicable third-party service provider. In some circumstances, FoodRazor will be required to pay a fee to use such software integrations. If you choose to integrate any FoodRazor Products with any third-party applications, we may require you to pay any charges for which FoodRazor may become liable to enable the required integration, these charges will be in addition to the Fees.
After cancellation or termination of these Terms and Conditions your access to your Account and the FoodRazor Products will also terminate. This means you may no longer have access to any Data stored in your Account.
Following termination, unless you instruct us to delete them, FoodRazor will aim to retain one (1) copy of each Item that you have submitted for a period of ten (10) years following the relevant submission date. We take this step to assist you in complying with your recordkeeping obligations to local tax authorities.
Notwithstanding the above, we provide no guarantees that your submitted Items or any extracted Data will be retained by FoodRazor following cancellation or termination of these Terms and Conditions, nor that you will comply with any of your obligations to local tax authorities. For this reason, we suggest you maintain your own copies of any Items submitted and any Data extracted to the fullest extent necessary to allow you to comply with all applicable recordkeeping obligations.
Although we take reasonable steps to ensure that your Data is kept secure (see the Security and Back Up section below), FoodRazor shall not be liable for any deletion of, corruption of, or failure to store any Data or other content used in or maintained by the FoodRazor Products. Accordingly, you should create back up copies of all Data that your provide to the FoodRazor Products.
Subject to any restrictions in their Partner Plan, Partners are able to use the FoodRazor Products to make available certain user-focused FoodRazor Products directly to Partner Users.
If you are a Partner, you acknowledge and agree that:
The services (other than FoodRazor Products made available pursuant to these Terms and Conditions) Partners provide to Partner Users are not vetted, endorsed or approved by FoodRazor. Partner Users acknowledge and agree that FoodRazor is not responsible for the quality of such services they receive from Partners. Partners Users are solely responsible for vetting and reviewing the services Partners provide to them.
Subject to these Terms and Conditions, in particular your payment of the Fees, FoodRazor shall provide the FoodRazor Products to you in accordance with the terms of your current Plan. In order to make sure that you have the best experience using the FoodRazor Products, FoodRazor may sub‑contract or assign the provision of any and all of the FoodRazor Products.
FoodRazor may amend these Terms and Conditions (including changing the nature or scope of the FoodRazor Products) at any time. When we do change these Terms and Conditions, any additional or different terms shall be effective upon being posted on this page of FoodRazor’s website located at https://foodrazor.com/ or any successor website we notify to you. Your continued use and receipt of the FoodRazor Products following the posting of variations to these Terms and Conditions constitutes your irrevocable acceptance of those additional or different terms.
If FoodRazor deems it necessary to discontinue the FoodRazor Products it provides due to the highly unlikely event of our closure, you will receive at least 7 days’ notice before your Account is closed.
Users and Partners shall pay the Fees to FoodRazor in advance on a quarterly or yearly basis.
The Fees vary depending on the Plan to which you are currently subscribed, which may vary from time to time in accordance with these Terms and Conditions.
Unless otherwise expressly stated or agreed between you and FoodRazor in writing, all prices are exclusive of value added tax.
In addition to the Plan migration described above, you agree that FoodRazor may change the Fees for each particular Plan. In the event that the Fees for Plans are to be changed, FoodRazor will give you advance notice of any such changes – we will do this by sending an email to the address registered on your Account.
The FoodRazor Products allow Users to submit Items to FoodRazor in a variety of fashions via the Tools.
Except in respect of Partners and their Partner Users, you may not send in Items for another User. If FoodRazor determines that you have sent in Items for another User, they will not be scanned or uploaded, and may not be returned unless the original User gives FoodRazor permission to do so.
Usage of an Account by more than one person without consent of the original User may result in termination of that Account without any refund of the Fees paid.
If you continue to submit Items to FoodRazor after terminating your Plan, they will not be scanned or uploaded into your Account, and may not, in the case of physical submission, be returned to you.
You acknowledge that FoodRazor makes no guarantee whatsoever regarding scanning time or processing time. FoodRazor accepts no liability for loss, damage, or inconvenience resulting from delays in shipping or processing, or loss of or damage to Items during shipping or processing.
You acknowledge that FoodRazor cannot guarantee the accurate extraction of Data from submitted Items which is not in these formats.
Where you submit any Item to FoodRazor using any electronic submission Tools, that Item must be in a Supported File Type. You acknowledge that FoodRazor cannot process any Items which are not submitted in a Supported File Type.
If you send in illegible Items they may not be processed correctly into your Account. You recognise that all Items may not be entered correctly into your Account, and that FoodRazor does not guarantee proper tagging or data entry on submitted Items.
FoodRazor does not guarantee the accuracy of automatically processed information.
If you submit Items with notes or other information on the back, those back sides may not be scanned or uploaded into your Account.
As long as you keep your password safe, FoodRazor protects your Data so it can only be viewed and accessed by you and those who have been authorised to access it (including if applicable, Partners and Partner Users). FoodRazor uses 256-bit secure socket layer encryption.
You agree to be responsible for keeping your passwords associated with your Account secret and secure. FoodRazor may be able to help you retrieve lost passwords, but cannot guarantee to do so, and will not be held responsible or liable if it cannot locate or reset a lost password.
For your security, do not submit any Items to FoodRazor that have full credit card information printed on them. If any such Items are received, FoodRazor reserves the right, but shall not have the obligation, to not scan and upload such Items to your Account. It is your responsibility to ensure that you review the content and form of any Items you upload to the FoodRazor Products or otherwise provide to FoodRazor.
To ensure that your Data remains accessible and secure throughout your use of the FoodRazor Products in accordance with these Terms and Conditions, FoodRazor periodically creates backup copies of your Data in accordance with standard industry practices.
FoodRazor does not and cannot control what information is submitted to it via the Tools. We do not expect our Partners or Users to upload any objectionable, offensive or indecent content via the Tools. You acknowledge and agree that you are solely responsible any information that is submitted to the FoodRazor and are responsible for any consequences of such actions.
You also understand that when using the FoodRazor Products, you may come across material that you find objectionable, offensive or indecent and that you are using the FoodRazor Products at your own risk.
You indemnify FoodRazor from and against all claims, costs, damage and loss arising from your breach of these Terms and Conditions. This indemnity covers any costs relating to the recovery of any Fees that you have failed to pay in accordance with these Terms and Conditions.
You shall be deemed to have terminated these Terms and Conditions if:
These Terms and Conditions will continue for the period covered by the Fees paid for your Plan (a “Billing Period”). At the end of each Billing Period these Terms and Conditions will automatically renew for another period (if you pay the relevant Fees when due and payable) unless either party terminates these Terms and Conditions before the end of the relevant Billing Period.
No refund will be given of any Fees you have already paid in advance in respect of a Billing Period upon termination of these Terms and Conditions prior to the expiry of that Billing Period. If these Terms and Conditions are terminated for any reason and any Fees that were payable prior to such termination are unpaid, you will be liable to pay all outstanding Fees to FoodRazor.
Without prejudice to its other rights and remedies, FoodRazor may, on notice to you, terminate these Terms and Conditions with immediate effect if you:
You or your business become insolvent or your business goes into liquidation or has a receiver or manager appointed of any of its assets or if you become bankrupt, or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction.
Failure by you to pay any Fees due to us by the date on which such payment is due shall constitute a material breach of these Terms and Conditions.
Without prejudice to its other rights and remedies, FoodRazor may terminate these Terms and Conditions and close your Account at the end of any Billing Period.
You acknowledge that the FoodRazor Products are provided on an “as is” and “as available” basis. FoodRazor makes no representations, warranties or conditions of any kind, express or implied, with respect to the FoodRazor Products, including, without limitation, any warranty that FoodRazor Products will:
You acknowledge and agree that, FoodRazor shall not be liable for any losses or claims whatsoever relating to:
Nothing in these Terms and Conditions limits or excludes FoodRazor’s liability for:
Subject to the above, FoodRazor’s total liability to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these Terms and Conditions shall be limited, in respect of all claims (connected or unconnected) to the lower of:
You acknowledge that we are not your advisor nor your accountant. The FoodRazor Products do not constitute financial advice. You remain wholly responsible for your compliance with all filings and reporting requirements in relation to taxation and all other similar requirements or duties imposed on you under applicable law.
We assume no responsibility for the content of websites linked on our site. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them.
In the event that any dispute arises between the parties, you and FoodRazor each agree to enter into good faith discussions to resolve that dispute within a period of 14 days from one party’s notification to the other that such dispute has arisen (the “Dispute Resolution Period”). In the event that no resolution to the dispute can be mutually agreed by the parties (each acting reasonably) during the Dispute Resolution Period, both you and FoodRazor will have the right, but not the obligation, to terminate these Terms and Conditions with immediate effect on written notice to the other, provided always that such notice must be served within a further 7-day period starting on the day immediately following the final day of the Dispute Resolution Period.
Nothing in this section shall prejudice either party’s other rights to terminate outlined elsewhere in these Terms and Conditions – including the right to terminate these Terms and Conditions to prevent their automatic renewal on expiry of a Billing Period. In addition, nothing in this section will at any time while a dispute is being discussed by you and FoodRazor restrict either party’s freedom to obtain emergency injunctive relief, commence legal proceedings to preserve any legal right or remedy or to protect confidentiality or any intellectual property or trade secret right or to prevent or limit breaches of law governing its business.
Each party undertakes to the other that it shall not at any time disclose to any person any Confidential Information except as is permitted by these Terms and Conditions, including the remainder of this this Confidentiality section.
Each party may disclose the other’s Confidential Information:
Neither party shall use the other party’s Confidential Information for any purpose other than to perform its obligations under these Terms and Conditions.
FoodRazor shall not have any liability for any failure or delay resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, riot, act of terrorism, war, explosion, embargo, strike, labour or material shortage, transportation interruption of any kind, work slowdown or any other event or condition beyond its control.
These Terms and Conditions and all matters arising from them (including, without limitation, any dispute relating to the existence, validity or termination of these Terms and Conditions or any contractual or non-contractual obligation) shall be governed by, and construed in accordance with Singapore law. In relation to any legal action or proceedings to enforce these Terms and Conditions or arising out of or in connection with these Terms and Conditions (including, without limitation, any dispute relating to the existence, validity or termination of these Terms and Conditions or any contractual or non-contractual obligation) (“Proceedings”) each of the Parties irrevocably submits to the exclusive jurisdiction of the courts of Singapore and waives any objection to Proceedings in such courts on the grounds of venue or on the grounds that the Proceedings have been brought in an inappropriate forum provided that a judgment or order of any court may be enforced in any court of competent jurisdiction.
These Terms and Conditions, together with any webpages, documents or policies incorporated by reference hereinto, constitute the entire agreement and understanding between you and FoodRazor relating to the matters contemplated by these Terms and Conditions and supersedes all previous agreements (if any and whether in writing or not) between you and us in relation to such matters. The parties acknowledge and agree that, except as otherwise expressly provided for in these Terms and Conditions, they are not entering into these Terms and Conditions on the basis of, and are not relying on and have not relied on, any statement, representation, warranty or other provision (in any case whether oral, written, expressed or implied) made, given, or agreed to by any person (whether a party to these Terms and Conditions or not) in relation to the subject matter of these Terms and Conditions, provided that nothing in these Terms and Conditions shall exclude any party from liability for fraud or fraudulent misrepresentation.
You shall not assign any rights or obligations under these Terms and Conditions without FoodRazor’s prior written consent (such consent not to be unreasonably withheld) and any unauthorised assignment shall be null and void.
Notices to FoodRazor must be sent to firstname.lastname@example.org or to any other email address notified to you by us. We will send notices to you to the then current email address on your Account.
Except as otherwise provided in these Terms and Conditions, a waiver of any right or remedy under these Terms and Conditions or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. A failure or delay by a party to exercise any right or remedy provided under these Terms and Conditions or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under these Terms and Conditions or by law shall prevent or restrict the further exercise of that or any other right or remedy.
If any provision or part-provision of these Terms and Conditions shall be held to be invalid, illegal, void or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms and Conditions.
The parties agree that they are each independent contractors and nothing in these Terms and Conditions will be deemed to establish a joint venture, partnership, agency or employment relationship between the parties. Neither party shall have any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other party or to bind the other party to any other contract, agreement or undertaking with any third party.
Other than Partners, in respect of Partner Users, a person who is not a party to these Terms and Conditions has no right to benefit under or to enforce any term of these Terms and Conditions.
“FoodRazor Pte Ltd” and the FoodRazor logo are trademarks of FoodRazor.
To contact us, please email: email@example.com
Thank you for using FoodRazor.