Terms and Conditions
1. INTRODUCTION
ZADNA SUSTAINABLE SOLUTIONS FZE L.L.C ("ZADNA", "we", "us" or "our") operates a digital technology platform accessible via website and mobile application (collectively, the "Platform"). The Platform enables registered food and beverage establishments ("Partners", "you" or "your") to list and offer surplus food items for reservation and purchase by end users ("Users").
These Terms and Conditions ("Partner Terms") govern your access to and use of the Platform as a Partner. By registering as a Partner, creating an account, listing products, or otherwise accessing or using the Platform, you agree to be legally bound by these Partner Terms.
BY ACCESSING OR USING THE PLATFORM OR ANY PART OF THE SERVICES, YOU AGREE TO BE BOUND BY THESE PARTNER TERMS WITHOUT LIMITATION OR QUALIFICATION. IF YOU DO NOT AGREE TO THESE PARTNER TERMS, YOU MUST NOT ACCESS OR USE THE PLATFORM OR SERVICES. THESE PARTNER TERMS INCLUDE PROVISIONS REGARDING DISPUTE RESOLUTION AND LIMITATION OF LIABILITY. PLEASE READ THEM CAREFULLY AS THEY AFFECT YOUR LEGAL RIGHTS.
2. PARTNER ELIGIBILITY AND REGISTRATION
2.1 Eligibility
In order to register and operate as a Partner on the Platform, you represent, warrant, and undertake that:
• You are a duly incorporated and legally licensed food and beverage establishment under the laws of the United Arab Emirates;
• You possess and shall maintain in full force and effect all required trade licenses, food safety permits, approvals, and regulatory authorizations necessary to conduct your business;
• You have the full legal authority and capacity to enter into and perform obligations under these Partner Terms on behalf of your establishment; and
• You comply, and shall continue to comply, with all applicable food safety, hygiene, health, consumer protection, and other relevant laws and regulations.
ZADNA reserves the right, at any time and at its sole discretion, to request copies of licenses, permits, certifications, or any other documentation necessary to verify your eligibility and ongoing compliance.
2.2 Account Registration
By registering as a Partner, you agree to:
• Provide true, accurate, complete, and current business and operational information;
• Provide valid and accurate bank account details for settlement and payment processing purposes;
• Ensure that all contact details and operational information remain up to date at all times; and
• Promptly notify ZADNA of any change, suspension, expiry, or revocation of licenses, permits, or regulatory approvals.
ZADNA reserves the right, at its sole discretion and without liability, to refuse, suspend, or reject any Partner registration where the information provided is incomplete, inaccurate, misleading, or fails to satisfy eligibility requirements.
3. PLATFORM ROLE
3.1 Technology Marketplace
ZADNA operates the Platform as a digital technology marketplace that enables Users to discover, reserve, and purchase surplus food items offered by independent food and beverage establishments registered as Partners. The Platform facilitates the connection between Users and Partners but does not itself sell or supply any food products.
3.2 No Operational Involvement
ZADNA acts solely as an intermediary technology service provider and does not participate in or control the operational activities of Partners. In particular, ZADNA:
• Does not prepare, cook, store, package, handle, transport, or deliver any food products;
• Does not manage, supervise, or control the day-to-day operations of any Partner;
• Does not monitor or enforce food safety, hygiene, or regulatory compliance obligations of Partners; and
• Does not purchase, own, or resell any products listed on the Platform.
All reservations and purchases made through the Platform constitute a direct transaction between the Partner and the User, and the Partner remains solely responsible for fulfilling such orders and for the quality, safety, and compliance of the products provided.
4. PRODUCT LISTINGS AND PARTNER OBLIGATIONS
4.1 Surplus Food Concept
Partners acknowledge that the Platform is designed to support the reduction of food waste by enabling the sale of surplus food items. Accordingly, all Products listed on the Platform should consist of surplus food items that are offered to Users at a minimum discount of fifty percent (50%) from the original retail price, unless otherwise agreed in writing with ZADNA.
4.2 Accuracy of Listings
Partners are solely responsible for ensuring that all information provided on the Platform in relation to their Products is accurate, complete, lawful, and kept up to date. This includes, but is not limited to:
• Product descriptions;
• Images or photographs;
• Ingredients and allergen information;
• Pricing details;
• Pickup windows or collection times; and
• Product availability.
ZADNA does not independently verify or guarantee the accuracy, completeness, or reliability of any Product listings provided by Partners.
4.3 Surprise Bags
Partners may offer "Surprise Bags" or similar offerings that contain a selection of surplus items whose exact contents may vary. In such cases, Partners acknowledge that while the specific items may differ from time to time, they remain fully responsible for ensuring compliance with all applicable food safety, hygiene, and allergen disclosure requirements.
5. FOOD SAFETY AND REGULATORY COMPLIANCE
Partners represent and warrant that all Products listed and supplied through the Platform comply with all applicable food safety, hygiene, and regulatory requirements under the laws and regulations of the United Arab Emirates.
In particular, Partners undertake that:
• All Products are prepared, handled, stored, and offered in accordance with applicable food safety and hygiene standards;
• Appropriate storage, packaging, and handling procedures are maintained to ensure food quality and safety;
• Expiry dates and product freshness are properly monitored and controlled; and
• All mandatory labeling, ingredient disclosure, and allergen information required under applicable laws and regulations are properly provided.
Partners acknowledge and agree that they remain solely responsible and liable for the safety, quality, and compliance of all Products supplied through the Platform. This includes any claims, damages, or liabilities arising from foodborne illness, allergic reactions, contamination, or regulatory violations associated with such Products. Additionally, partners shall comply with all applicable anti-bribery and anti-corruption laws. Any violation may result in immediate termination and legal action.
ZADNA acts solely as a technology platform provider and does not assume any responsibility or liability for food safety compliance or the condition of Products offered by Partners.
6. ORDERS, COLLECTION AND FULFILMENT
Orders placed by Users through the Platform shall be communicated to the Partner via the Platform and shall constitute confirmed reservations once acknowledged through the system.
Partners agree to honor all confirmed reservations and ensure that the ordered Products are available for collection by the User during the designated pickup window specified on the Platform.
Partners are responsible for managing the collection process at their premises and for verifying the User's pickup confirmation through the Platform or any verification mechanism provided by ZADNA.
Failure to provide a confirmed Product, repeated order cancellations, or non-availability of listed Products may result in corrective actions by ZADNA, including processing refunds to Users, applying applicable penalties, temporary suspension of the Partner account, or termination of access to the Platform, at ZADNA's sole discretion.
7. PAYMENTS AND COMMISSION
7.1 Payment Facilitation
ZADNA may facilitate the collection of payments from Users for Products listed on the Platform and may receive such payments on behalf of the Partner in its capacity as a disclosed payment facilitation agent.
7.2 Commission
In consideration for providing access to and use of the Platform, ZADNA shall be entitled to charge a commission or service fee as agreed separately between the Parties under the applicable commercial agreement or arrangement.
7.3 Settlement
Payments received from Users for confirmed orders, after deduction of the applicable commission, service fees, refunds, chargebacks, or other applicable adjustments, shall be remitted to the Partner's registered bank account in accordance with the settlement schedule agreed between the Parties.
ZADNA reserves the right to delay, suspend, or withhold settlement payments where reasonably necessary, including but not limited to circumstances involving:
• suspected fraudulent or unlawful activity;
• excessive or repeated customer complaints;
• ongoing regulatory or compliance investigations; or
• a breach of these Partner Terms by the Partner.
8. CANCELLATIONS AND REFUNDS
8.1 No Cancellations
Due to the perishable nature of surplus food products, all orders placed on the Platform are final. Users shall not be entitled to cancel any order once it has been confirmed and no refund shall be applicable.
8.2 No Refunds
All payments made on the Platform are non-refundable. No refunds shall be issued under any circumstances, including where the User fails to collect the reserved Product at the agreed pickup time.
9. PARTNER CONDUCT
Partners agree to use the Platform in a responsible, lawful, and professional manner. In particular, Partners shall not:
• Misrepresent the nature, quality, or availability of any Products listed on the Platform;
• Offer or supply food that is unsafe, expired, or otherwise unsuitable for consumption;
• Discriminate against Users on the basis of nationality, race, religion, gender, or any other protected characteristic under applicable law;
• Engage in fraudulent, deceptive, or unlawful activities;
• Attempt to bypass or circumvent the Platform in order to avoid applicable commissions or fees; or
• Engage in any conduct that may harm the reputation, credibility, or operation of ZADNA or the Platform.
ZADNA reserves the right, at its sole discretion, to investigate any suspected misconduct and to suspend, restrict, or permanently terminate a Partner's access to the Platform where a breach of this clause or any other provision of these Partner Terms is identified.
10. INTELLECTUAL PROPERTY AND MARKETING
Partners grant ZADNA a non-exclusive, royalty-free, worldwide license to use the Partner's trade name, trademarks, logos, product images, and related content solely for the purpose of operating, displaying, and promoting the Partner's listings on the Platform and in connection with marketing, promotional, and communication activities relating to the Platform.
This license permits ZADNA to display the Partner's business name, branding, and product information on the Platform, mobile application, website, social media channels, and other marketing materials intended to promote the Platform and its participating Partners.
All intellectual property rights in the Platform, including but not limited to its software, design, trademarks, logos, content, and technology, shall remain the exclusive property of ZADNA or its licensors. Nothing in these Partner Terms shall grant the Partner any ownership rights in or to the Platform or ZADNA's intellectual property.
11. DATA PROTECTION
Partners acknowledge and agree that any personal data of Users obtained through the Platform shall be processed solely for the purpose of fulfilling orders and providing services under these Partner Terms. Partners shall:
• Handle User data in strict compliance with all applicable UAE data protection and privacy laws and regulations;
• Not store, sell, share, or use User personal data for any purpose other than as necessary to fulfill obligations under these Partner Terms; and
• Implement appropriate technical and organizational measures to protect User data against unauthorized access, disclosure, alteration, or loss.
These data protection obligations shall survive the termination or expiration of the Partner's access to the Platform.
12. INDEMNITY
The Partner agrees to indemnify, defend, and hold harmless ZADNA, its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, losses, damages, costs, or expenses (including reasonable legal fees) arising out of or in connection with:
• Any violation of food safety, hygiene, or health regulations;
• Breaches of any applicable laws, regulations, or licensing requirements;
• Injuries, allergic reactions, or other harm caused by Products supplied by the Partner;
• Misrepresentation, inaccurate description, or misleading information regarding Products; or
• Any breach or non-performance of these Partner Terms.
This indemnity obligation applies regardless of whether ZADNA was directly or indirectly involved and survives the termination or expiration of the Partner's account or these Partner Terms.
13. DISCLAIMER AND LIMITATION OF LIABILITY
The Platform is provided on an "as is" and "as available" basis. ZADNA makes no representations or warranties, express or implied, regarding the performance, availability, or suitability of the Platform, the volume of sales, or the profitability of the Partner's participation.
To the fullest extent permitted by applicable law:
• ZADNA shall not be liable for any indirect, incidental, special, punitive, or consequential damages, including lost profits, lost business opportunities, or loss of goodwill, arising out of or in connection with the Partner's use of the Platform;
• ZADNA makes no guarantee as to User demand, order volume, or the financial results of listing Products on the Platform; and
• ZADNA's total aggregate liability to the Partner for any claim, loss, or damage arising under or in connection with these Partner Terms shall not exceed the total commission fees actually earned by ZADNA from the Partner during the three (3) months immediately preceding the event giving rise to the claim.
This limitation of liability applies regardless of the form of action, whether in contract, tort, negligence, or otherwise, and even if ZADNA has been advised of the possibility of such damages.
14. SUSPENSION AND TERMINATION
ZADNA reserves the right, at its sole discretion, to suspend, restrict, or terminate a Partner's access to the Platform immediately, without prior notice, in circumstances including but not limited to:
• Expiry, suspension, or revocation of any trade licenses, permits, or regulatory approvals;
• Breaches of food safety, hygiene, or regulatory compliance obligations;
• Suspected fraudulent, deceptive, or unlawful activity; or
• Conduct or events that may pose a reputational or operational risk to the Platform.
Termination or suspension of access does not relieve the Partner of any accrued obligations, liabilities, or indemnity responsibilities under these Partner Terms. Any rights or obligations that, by their nature, survive termination, including data protection, indemnity, and liability clauses, shall continue in full force.
15. GOVERNING LAW AND JURISDICTION
These Partner Terms, and any dispute or claim arising out of or in connection with them, shall be governed by and construed in accordance with the laws of the United Arab Emirates.
Any dispute, claim, or matter arising out of or relating to these Terms & Conditions shall first be resolved amicably through mutual discussions between the parties. If the parties are unable to resolve the dispute amicably within 30 days, the dispute shall be referred to the competent courts of Ajman, United Arab Emirates, which shall have exclusive jurisdiction to resolve the matter.
16. CHANGES TO THIS TERMS AND CONDITIONS
ZADNA may update this Terms & Condition from time to time. Updates will be posted on the website with a new “Effective Date.” Continued use of the App after such updates constitutes your acceptance of the revised Terms & Condition.
17. CONTACT US
For any questions, concerns, or requests regarding your personal information or this Privacy Policy, please contact us at:
ZADNA SUSTAINABLE SOLUTIONS FZE L.L.C
Email: admin@zadna.net