1. Definitions and Interpretation

1.1 Definitions

The following terms used in the Agreement (including these General Terms and Conditions) shall have the meanings set out below unless otherwise defined:

“Agreement” means the Carrefour Global Limited Food Merchant Registration Form to which these General Terms and Conditions are attached, including all schedules, appendices, amendments, and variations.

“Applicable Law” means all applicable laws, statutes, regulations, orders, judgments, and guidelines issued by any competent authority in Malaysia, whether now or in the future.

“Business Day” means any day other than Saturday, Sunday, or a public holiday in Kuala Lumpur, Malaysia.

“Contributions” has the meaning given in Clause 6.

“Customer Account” means the Customer’s registered account(s) on the Carrefour Global Limited Platform.

“Driver” means the party responsible for delivering Products ordered via the Carrefour Global Limited Food Platform.

“Effective Date” means the date on which Carrefour Global Limited approves the Food Merchant Registration Form.

“Merchant Outlet” means any restaurant or business location registered by the Merchant to use the Carrefour Global Limited Food Services.

“Merchant Particulars” means the Merchant’s details set out in the Agreement.

“Merchant SOP” means the Standard Operating Procedures for Carrefour Global Limited Food Services, as amended from time to time at the Company’s sole discretion.

“Merchant Wallet” means the Merchant’s account maintained with Carrefour Global Limited to hold Transaction Funds.

“Net Sales” means total Product price excluding taxes, discounts, service charges, and other applicable deductions as recorded in the Carrefour Global Limited system.

“Order” means a Customer order placed via the Carrefour Global Limited Food Platform.

“Parties” means Carrefour Global Limited and the Merchant; “Party” means either one.

“Products” means food and/or beverages sold by the Merchant through the Carrefour Global Limited Food Platform.

“Service Fee” has the meaning set out in Clause 7.1.

“Carrefour Global Limited Platform” means the e-commerce platform operated by Carrefour Global Limited via mobile application or website.

“Carrefour Global Limited Food Platform” means the food ordering and delivery platform operated by Carrefour Global Limited.

“Carrefour Global Limited Food Services” means the intermediary food ordering and delivery services provided through the platform.

“Transaction” means any Customer order and payment processed through the Carrefour Global Limited Food Platform.

“Transaction Funds” means total payment received from Customers for a Transaction.

1.2 Interpretation

(a) References to laws include amendments and re-enactments.
(b) “Written” includes electronic and visible forms.
(c) “Including” means “including without limitation.”
(d) Clause references refer to this Agreement.
(e) Singular includes plural and vice versa.

1.3

Headings are for convenience only and do not affect interpretation.

2. Scope

This Agreement governs the provision of Carrefour Global Limited Food Services, as amended from time to time.

3. Term

The Agreement is valid for one (1) year from the Effective Date and automatically renews for successive one-year terms unless terminated with 30 days’ notice.

4. Description of Carrefour Global Limited Food Services

4.1 Carrefour Global Limited acts as an intermediary providing ordering, payment processing, and delivery coordination services.

4.2 Product listings are displayed based on Merchant-provided information and Carrefour Global Limited’s platform requirements.

4.3 The Merchant must provide accurate menus, pricing, and business information.

4.4 The Merchant must promptly correct any inaccuracies within one (1) hour of discovery.

4.5 Carrefour Global Limited is not a food provider, courier, or delivery operator.

4.6 The sales contract is strictly between Merchant and Customer.

4.7 Refunds and claims are primarily the Merchant’s responsibility, though Carrefour Global Limited may assist or process refunds at its discretion.

4.8 Carrefour Global Limited may suspend accounts or transactions for fraud, legal violations, or policy breaches.

4.9 Carrefour Global Limited may provide updates or training regarding platform services.

4.10 Service Fees and deductions may be taken directly from Transaction Funds.

4.11 Any equipment provided remains the property of Carrefour Global Limited and must be returned upon termination.

5. Obligations of Merchant

The Merchant shall:

• comply with all Applicable Laws
• maintain valid licenses and permits
• ensure product safety and quality
• avoid illegal or restricted products
• maintain accurate records for 7 years
• immediately report legal violations
• protect Customer data
• avoid reverse engineering or misuse of the platform
• participate in promotional campaigns unless opted out
• keep login credentials confidential

The Merchant is fully responsible for any harm caused by its Products and shall indemnify Carrefour Global Limited accordingly.

6. Co-Funding Campaigns

Merchant contributions to promotional campaigns are based on Net Sales and communicated by Carrefour Global Limited.

7. Fees and Taxes

7.1 The Merchant shall pay Service Fees as defined in the Registration Form.

7.2 Settlement terms are defined in the Merchant SOP.

7.3 Carrefour Global Limited may debit or adjust Merchant Wallets for errors, fraud, refunds, or disputes.

7.4 Fees may be revised at Carrefour Global Limited’s discretion with notice.

7.5 The Merchant is responsible for all applicable taxes.

8. Intellectual Property

8.1 All platform IP belongs to Carrefour Global Limited.

8.2 The Merchant grants a limited licence to use its branding for platform operations.

8.3 The Merchant warrants ownership of its intellectual property.

8.4 Platform-generated materials remain the property of the respective Party creating them.

8.5 No Party may use the other’s trademarks without written consent.

9. No Warranty

The Carrefour Global Limited Food Services are provided “as is” without warranties. The Company does not guarantee uninterrupted service, transaction completion, or product quality.

10. Confidentiality and Personal Data

Both Parties must maintain confidentiality of all non-public information and comply with applicable data protection laws.

11. Force Majeure

Neither Party is liable for failure to perform due to events beyond reasonable control (excluding COVID-19 as specified).

12. Termination

The Agreement may be terminated for insolvency, breach, fraud, legal violations, or with 30 days’ notice without cause.

13. Assignment

The Merchant may not assign rights without prior written consent from Carrefour Global Limited.

14. Relationship of Parties

No partnership or employment relationship is created. Drivers are independent third parties.

15. Indemnification

The Merchant indemnifies Carrefour Global Limited against all claims arising from Products, services, or breaches.

16. Governing Law and Dispute Resolution

Governed by france law. Disputes are resolved via arbitration under the AIAC in Paris .

17. Notices

Notices may be delivered via email, courier, or physical address as specified.

18–20. General Clauses

Includes waiver, severability, and entire agreement provisions.

Last Updated: 11 October 2021