Mit der Anmeldung (Konto anlegen) akzeptieren Sie die folgenden Allgemeinen Geschäftsbedingungen.
Dieses Schreiben regelt die Beziehungen zwischen Choco Communications GmbH (nachfolgend Betreiber genannt) und dem Konto-Ersteller (nachfolgend Nutzer genannt) der Mobile-App (nachfolgend auch Choco genannt). Als Nutzer gilt jede natürliche oder juristische Person, welche sich für das oben genannte Angebot registriert hat.
1.2 Anerkennung der AGB
Mit der Registrierung auf Choco und den damit verbundenen Dienstleistungen erklärt sich der Nutzer mit den AGB einverstanden.
Die Betreiber behalten sich vor, diese AGB jederzeit und ohne Nennung von Gründen zu ändern. Änderungen werden 30 Tage vor Inkrafttreten kommuniziert. Durch die Weiterbenutzung von Choco nach Inkrafttreten der geänderten AGB erklärt sich der Nutzer mit diesen einverstanden.
Der Betreiber erbringt für seine Nutzer App Dienstleistungen über das Internet Medium im Bereich betriebswirtschaftlicher Software. Gegenstand des Vertrages ist die Überlassung von Software des Betreibers zur Nutzung über das Internet und die Speicherung von Daten des Nutzers (Data-Hosting).
Nach der Registrierung auf Choco erhält der Nutzer ein persönliches Konto. Diese Zugangsdaten dürfen nicht weitergegeben werden. Der Nutzer ist für deren sichere Aufbewahrung selbst verantwortlich. Die Registrierung unter falschem Namen und Vornamen, falscher Adresse, falschem Geburtsdatum und fiktiven E-Mail-Konten ist nicht gestattet. Im Falle von offensichtlich fiktiven Angaben behält sich der Betreiber vor, das Konto zu löschen.
2.3 Pflichten des Kunden
Der Nutzer verpflichtet sich, Choco nicht missbräuchlich zu nutzen, insbesondere keine Daten in das System einzubringen, die einen Computer-Virus (infizierte Software) enthalten, sie nicht in einer Art und Weise zu benutzen, welche die Verfügbarkeit der Plattformen für andere Nutzer negativ beeinflusst. Der Nutzer verpflichtet sich, die Betreiber für allfällige Schäden einschließlich Ansprüchen Dritter sowie Folgekosten jeder Art freizuhalten, falls er gegen die AGB verstößt.Der Nutzer verpflichtet sich, den unbefugten Zugriff Dritter auf die Software durch geeignete Vorkehrungen zu verhindern. Dazu gehört maßgeblich „User ID“ (E-Mail-Adresse) und Passwort geheim zu halten und Dritten gegenüber nicht zugänglich zu machen.
2.4 Gewerbliche Nutzung
Die Plattform ist für gewerbliche Kunden bestimmt (B2B). Mit Inkrafttreten des Vertrages bestätigt der Benutzer Choco ausschließlich für gewerbliche Zwecke zu nutzen.
2.5.1 Der Betreiber stellt dem Nutzer Choco in der jeweiligen aktuellen Version über das Internet entgeltlich zur Nutzung zur Verfügung. Zu diesem Zweck speichert der Betreiber die Software auf einem Server, der über das Internet für den Kunden erreichbar ist. Updates oder Upgrades sind im Service inklusive.
2.5.2 Der Betreiber überwacht laufend die Funktionstüchtigkeit der Software und beseitigt nach Maßgabe der technischen Möglichkeiten unverzüglich sämtliche Softwarefehler, die die Nutzung der Software einschränken oder unmöglich machen.
Der Betreiber leistet für die Funktions- und die Betriebsbereitschaft des SaaS-Dienstes Gewähr.
Aus technischen, vom Betreiber nicht beeinflussbaren Gründen, kann es zu Ausfällen der App kommen. Der Betreiber garantiert in diesem Fall alles in seinen Möglichkeiten zu tun, die Verfügbarkeit schnellstmöglich wiederherzustellen.
4.1. Unbefugte Kenntniserlangung
Der Betreiber lehnt jede Haftung für Schäden ab, die sich aus der Nutzung der Plattform ergeben. Der Betreiber haftet nicht für die unbefugte Kenntniserlangung von persönlichen Nutzerdaten durch Dritte (z.B. durch einen unbefugten Zugriff von Hackern auf die Datenbank). Der Betreiber kann ebenso nicht dafür haftbar gemacht werden, dass Angaben und Informationen, welche die Nutzer selbst Dritten zugänglich gemacht haben, von diesen missbraucht werden.
4.2. Gespeicherte Inhalte
Der End-Nutzer trägt die alleinige Verantwortung für gespeicherte Inhalte und Dateien, die lizenzpflichtig sind (Beispielsweise Schriften und Bilder).
4.3. Ansprüche Dritter
Der Nutzer verpflichtet sich, den Betreiber von allen Ansprüchen Dritter, die auf den von ihm gespeicherten Daten beruhen, freizustellen und dem Betreiber die Kosten zu ersetzen, die diesem wegen möglicher Rechtsverletzungen entstehen.
4.4. Verdacht auf Rechtswidrigkeit
Der Betreiber ist zur sofortigen Sperrung des Kontos berechtigt, wenn der begründete Verdacht besteht, dass die gespeicherten Daten rechtswidrig sind und/oder Rechte Dritter verletzen. Ein begründeter Verdacht für eine Rechtswidrigkeit und/oder eine Rechtsverletzung liegt insbesondere dann vor, wenn Gerichte, Behörden und/oder sonstige Dritte den Betreiber davon in Kenntnis setzen. Der Betreiber hat den Nutzer von der Entfernung und dem Grund dafür unverzüglich zu verständigen. Die Sperre ist aufzuheben, sobald der Verdacht entkräftet ist.
5.1. Per Web Support oder E-Mail
Der Betreiber wird Anfragen (email@example.com) des Nutzers zur Anwendung der App so rasch wie möglich nach Eingang beantworten.
Sämtliche Mitteilungen sind schriftlich an die angegebenen Adressen zu richten. Die Übersendung via E-Mail genügt jeweils dem Schriftlichkeitserfordernis. Die Vertragspartner sind verpflichtet, dem anderen Vertragspartner Adressänderungen unverzüglich bekannt zu geben, widrigenfalls Mitteilungen an der zuletzt schriftlich bekannt gegebenen Adresse als rechtswirksam zugegangen gelten.
7.1 Salvatorische Klausel
Falls eine zuständige Behörde eine oder mehrere Bestimmungen dieser AGB als nichtig oder unwirksam erachten sollte, bleibt die Verbindlichkeit der übrigen Bestimmungen dadurch unberührt. Die nichtige bzw. unwirksame Bestimmung wird in diesem Falle durch eine wirtschaftlich möglichst gleichwertige, rechtmäßige Bestimmung ersetzt. Gleiches gilt für etwaige Lücken.
Es gilt ausschließlich deutsches Recht.
Diese AGB sind gültig ab dem 28.05.2018.
Choco Communications GmbH
2.1 Legal capacity
The Application and Services are accessible:
To any natural person having the status of a trader with full legal capacity to commit under these Terms and Conditions. The natural person who does not have full legal capacity can only access the Application and Services with the agreement of his/her legal representative;To any legal entity acting through a natural person having legal capacity and the authority or powers necessary to contract in the name and on behalf of the legal entity.
2.2 Application and Services for Professionals only
The Application and Services are designed for professional use and are exclusively intended for professionals, understood as any natural or legal person pursuing a remunerated activity on a non-occasional basis in all sectors of industry and commerce, including in particular the catering and food industry sectors.
3.1 Creation of the Account
The use of the Services requires that the User is registered on the Application and accepts these Terms and Conditions. A registration form is provided for this purpose, in which all the information mentioned as mandatory must be completed. Any incomplete registration will not be approved.CHOCO registers the User on the basis of the information provided to CHOCO by the User.Registration automatically leads to the opening of an account in the name of the User (hereinafter the "Account") which enables the User to manage his/her/its use of the Services in a form and according to the technical means that CHOCO deems the most appropriate for providing the said Services.
The User guarantees that all the information provided in the registration form is accurate, up to date and truthful and is not misleading.The User undertakes to update this information on his/her/its Account in the event of changes, so that it always complies to the above-mentioned criteria.The User is informed and accepts that the information entered for the purpose of creating or updating its Account is proof of his identity. The information relating to the User binds it as soon as the User accepts the Terms and Conditions.
Each time the User wishes to access its Account, it must fill in the following information:
-- the Users’ login: this is the User's telephone number, as given during registration;
-- the Users’ password: this is a 4 (four) digit one-time use code sent by CHOCO via SMS to the User.
Subject to the availability of this functionality, the User which registers has the option to designate the person who will be in charge of the administration of the Account (hereinafter the "Administrator"). The Administrator has the possibility to create several User profiles and must provide to CHOCO, by any useful written means, the names, telephone numbers and possibly email addresses of the Administrator and Users. Account Users wishing to access the Services will receive a password by SMS on the phone number provided to CHOCO.
The Administrator is solely responsible for the creation of these profiles and the Users to whom it attributes them. It is forbidden to use the option of creating a User profile in order to give access to the Application, directly or indirectly, to a third party that is a competitor of CHOCO. The Administrator undertakes to ensure that Users do not allow any third party to use them in their place or on their behalf, unless it takes full responsibility for it.
In any case, the connection login details are strictly personal and confidential. The User undertakes to maintain the security and confidentiality of its Account login details and, where appropriate, to impose the same obligations on Users whose profiles it has created. The User undertakes to take all appropriate measures in this respect.
Any access to the Application or Account made by using the User's login details will be deemed being made by the User. The User must inform CHOCO without delay if they notice that their Account has been used without their knowledge. The User acknowledges CHOCO's right to take all appropriate measures in such a case. In the event of a breach of security due to non-compliance with this article by the User, the User will be solely responsible and CHOCO will not be held liable under any circumstances.
CHOCO grants the User a non-exclusive, personal and non-transferable licence to use the Application, in its version existing on the date hereof and in any future versions, for the sole purpose of providing the Services, for the whole world and throughout the duration of the Services as specified in the article "Term, termination".The User has access to the following messaging and ordering Services, in a form and according to the functionalities and technical means that CHOCO deems most appropriate:
The messaging service allows:
(i) The Restaurant Owner to communicate and place orders directly in a centralized, dematerialized and instantaneous form.
(ii) The Supplier to receive the Restaurant Owner's orders directly in a centralized, dematerialized and instantaneous form.
CHOCO does not carry out any checks on orders and is not a contracting party to the contract between the Restaurant Owner and the Supplier.
Conversations via the messaging service take place between two Users, at least one of which is a Restaurant Owner.
The Restaurant Owner may only initiate a conversation with Suppliers (i) whose contact details have been entered into its Account at the Restaurant Owner's initiative or (ii) which have been invited by the Restaurant Owner to join the Application and which have accepted the said invitation. CHOCO does not allow the Restaurant Owner or the Supplier to access the list of all Suppliers/Restaurant Owners referenced on the Application or to compare their characteristics.
In addition, in order to facilitate the placing of orders, the Restaurant Owner has the option of entering in the Application lists of products that it usually orders from the said Supplier (hereinafter the “Lists”) or of requesting CHOCO to enter them based on the documentation provided by the Restaurant Owner. By selecting a List, the Restaurant Owner only has to indicate the required quantities in order to place an order. CHOCO does not collect any payment relating to orders, prices are not indicated on the website or the Application and CHOCO is not involved in the negotiation of these prices between the Supplier and the Restaurant Owner.
To this end:
- the Restaurant Owner provides CHOCO with the contact details of its Suppliers and the wished Lists; and/or
- CHOCO sets up the Account with the details of the Suppliers and the Lists provided by the Restaurant Owner.
CHOCO reserves the right to offer any other Services that it deems useful, in a form and according to the functionalities and technical means that it deems the most appropriate for providing the said Services. CHOCO also reserves the right to modify the functionalities of the Service or to delete certain information accessible to a User (such as a Supplier's List of products, for exampe), particularly in the event of a legal obligation.
CHOCO is not involved in the payment of the order or in the delivery of products, which are negotiated and carried out directly between Users.
No commission is charged by CHOCO to the Supplier or the Restaurant Owner for the provision of the Services.
The Services are subscribed for an indefinite time period.
The User may unsubscribe from the Services at any time, by sending a request to this effect to CHOCO by email to the contact details mentioned at the top of this document. Termination will then be effective within a maximum period of 7 (seven) days from the date of this request. It will result in the automatic deletion of the User's Account.
CHOCO may also terminate this agreement, close and delete the Account of a User which has breached sections 2, 8, 10, 13 or 15 of these Terms and Conditions, if the User has not remedied said breach within 7 (seven) days following the sending of written notification by email. In the event that the breach cannot be remedied, the termination will take place 7 (seven) days following the sending of an email notification.
CHOCO may also terminate this agreement and close a User's Account for any reason subject to a minimum notice period of 30 (thirty) days.
In any event, CHOCO also reserves the right to close and delete any Account that remains inactive for a continuous period of 6 (six) months.
The User expressly acknowledges and accepts that:
(i) All data collected on the Application and CHOCO's computer equipment, including order transmission confirmations and order summaries, constitute proof of the reality of the order transmissions that have taken place on the Application, as governed by these Terms and Conditions, and that their probative value is recognised by the parties,
(ii)Such data is the main type of evidence admitted between the parties. The User can access this data on its Account.
Without prejudice to the other obligations provided herein, the User undertakes to comply with the following obligations.
8.1 The User guarantees that it has all the rights and authorisations necessary for the conclusion of this agreement, as well as the power to bind the entity on behalf of which it is acting.
8.2 The Restaurant Owner undertakes to send true and sincere orders via the Application.
The Supplier undertakes to take note of the orders placed via the Application under the same conditions as the orders placed outside of the Application.
8.3 The User undertakes, when using the Services, to comply with the laws and regulations in force and not to infringe the rights of third parties or public order.
The User is solely responsible for the proper completion of all formalities, in particular administrative, fiscal and/or social formalities, and for all payments of contributions, taxes or duties of any kind that may be incumbent upon the User in connection with its use of the Services. CHOCO shall under no circumstances bear any liability in this respect.
8.4 The User acknowledges that it is aware of the features and limitations, particularly technical limitations, of all the Services.
The User is solely liable for its use of the Services and in particular for the relations it may establish with other Users and the information it will provide to them as part of the Services. It is up to the User to exercise appropriate care and judgement regarding its relations and communications. The User also undertakes, when interacting with other Users, to observe the usual rules of politeness and courtesy.
8.5 The User undertakes to use the Services for its strictly personal needs. Consequently, the User shall not assign, concede or transfer all or part of its rights or obligations hereunder to a third party in any manner whatsoever.
8.6 The User undertakes to provide CHOCO with all necessary information and, more generally, to cooperate actively with CHOCO to the proper performance of the Services.
8.7 The User is authorised to provide CHOCO with content or information of any kind (commercial, editorial, graphic, audio, audio-visual or other, including if applicable the name and/or image chosen by the User to identify itself on the Application, the names of Restaurant Owners and Suppliers and/or their contact information, or the list of products) that the User provides as part of the Services, and more particularly as part of its exchanges with other Users, or that it provides to CHOCO in order for CHOCO to provide the Services (hereinafter the "Content and/or Information").
The User guarantees CHOCO that it has all the rights and authorisations necessary for the provision and disclosure of these Contents and of this Information.
The User represents that said Content or Information is lawful, does not infringe public order, good morals or the rights of third parties, whether these are intellectual property rights or equivalent rights, personality rights, business secrets or confidential information, does not infringe any legislative or regulatory provision and, more generally, is in no way likely to expose CHOCO to any civil or criminal liability.
The User agrees not to provide and display, without this list being exhaustive:
- pornographic, obscene, indecent, shocking or unsuitable for a family audience, defamatory, insulting, violent, racist, xenophobic or revisionist Content,
- infringing Contents,
- infringing Contents,
- Contents infringing the image or privacy of a third party,Information infringing a trade secret or violating a confidentiality agreement, Content that is false, misleading or that proposes or promotes illegal, fraudulent or deceptive activities,
- Content that is harmful to the computer systems of third parties (such as viruses, worms, Trojan horse, etc.),
- and, more generally, Content likely to infringe the rights of third parties or Content likely to be harmful to third parties in any way and in any form whatsoever.
8.8 The User acknowledges that the Services offer an additional, non-exclusive solution to communicate and place orders between Restaurant Owners and Suppliers and that this solution is not a substitute for any other means that the User may otherwise have to achieve the same objective. Users remain free to use other methods of placing orders and to use or not use the Application.
8.9 The User is informed and accepts that provision of the Services requires that it is connected to the Internet and that the quality of the Services depends directly on such a connexion, for which it is solely responsible. Furthermore, the Application is scalable and the User will be informed of any new feature or any modification of an existing feature.
The User acknowledges and accepts that the implementation of the Services requires the use of updated versions of the Application as provided by CHOCO from time to time.
8.10 Personal data processed by Users in the context of their exchanges with other Users and the placing of orders are the responsibility of the Users.
The User guarantees and holds CHOCO liable against any complaints, claims, actions and/or demands whatsoever that CHOCO may suffer as a result of the breach by the User of any of its obligations or warranties under these Terms and Conditions.
The User undertakes to indemnify CHOCO for any damage it may suffer and to pay to CHOCO all costs, including lawyers' fees, charges and/or sentences it may have to bear as a result.
10.1 It is strictly prohibited to use the Application and Services for the following purposes:
- carrying out activities that are illegal, fraudulent, or that infringe the rights of third parties or jeopardise third parties safety
- breaching public order rules or the laws and regulations in force,
- penetrating into a third party's computer system or carrying out any activity which is likely to impair, control, interfere with, or to intercept all or part of a third party's computer system, or to breach its integrity or security,
- sending unsolicited emails and/or marketing or commercial solicitation,
- carrying out manipulations intended to improve the referencing of a third party website,
- using the Application to provide information or links redirecting to a third party website,
- assisting or encouraging, in any way, one or more of the actions and activities listed above,
- and more generally carrying out any practice that diverts the Services from the purposes for which they were designed.
10.2 It is strictly prohibited for Users to copy, extract and/or misappropriate for their own purposes or those of third parties the concept, technologies, all or part of the data or any other element of the CHOCO Application.
10.3 The following behaviours are also strictly prohibited:
(i) any behaviour likely to interrupt, suspend, slow down or prevent the continuity of the Services,
(ii) any intrusion or attempted intrusion into CHOCO's systems,
(iii) any diversion of the Application's system resources,
(iv) any action likely to impose a disproportionate burden on its infrastructure, (v) any breaches of security and of authentication measures,
(vi) any acts likely to infringe the financial, commercial or moral rights and interests of CHOCO or CHOCO’ users of its Application, and more generally
(vii) any breach of these Terms and Conditions.
10.4 It is strictly prohibited to monetize, sell or concede all or part of the access to the Services or the Application, as well as the information hosted and/or shared therein.
In the event of a non-compliance/breach of any of the provisions of these Terms and Conditions or, more generally, a breach of the laws and regulations in force by a User, CHOCO reserves the right to take all appropriate measures and in particular to:
(i) Suspend or prevent access to the Services of the User who is or has been involved in the breach or infringement, subject to prior notification,
(ii) Delete any content uploaded to the Application,
(iii)Publish on the Application any information message that CHOCO deems useful,
(iv)Notify any concerned authority,
(v)Take any legal action.
12.1 CHOCO undertakes to provide the Services diligently and in accordance with the industry practices, being specified that CHOCO has a “best-efforts” obligation, to the exclusion of any performance obligations, which Users expressly acknowledge and accept.
12.2 CHOCO is not aware of the Content published by Users as part of the Services and in particular of the communications between Restaurant Owners and Suppliers, which it does not moderate, select, monitor or control in any way and in respect of which it only acts as an hosting provider.
Consequently, CHOCO cannot be held responsible for the Contents which the authors are third parties, and any claim should be directed in first instance to the author of said Content.
Any Content that is prejudicial to a third party may be notified to CHOCO in accordance with the procedures provided for in Article 6 I 5 of Act no. 2004-575 of 21 June 2004 for Trust in the Digital Economy ('LCEN'), CHOCO reserves the right to take any measures provided for in the section "Sanctions for non-compliance".
12.3 CHOCO's intervention is limited to establishing contacts between Users. CHOCO acts in its own name and does not enter into any legal act in the name and on behalf of Users, which contract directly with each other.
CHOCO is not a party to the contracts concluded between Users and cannot under any circumstances be held liable for any difficulties that may arise during the conclusion or performance of these contracts, nor be a party to any disputes between Users, including without limitations disputes on the product delivery conditions and times, warranties, payment terms or payment obligations, declarations and any other obligations that Users may have agreed to. CHOCO does not carry out any verification of, without limitation, the quality or characteristics of the products listed in the Application, of their compliance with the laws and regulations in force, of their storage or delivery conditions, or of the financial capacity and solvency of the Restaurant Owners, and it holds no liability in this regard.
However, in the a view of constantly improving the quality of the Services, CHOCO invites Users to send it any comments and feedback they may wish to bring to its attention regarding the quality of transactions carried out through the Services.
12.4 CHOCO undertakes to carry out regular technical controls in order to check the proper operation and accessibility of the Application. In this respect, CHOCO reserves the right to temporarily interrupt access to the Application for maintenance reasons. CHOCO may not be held responsible for temporary difficulties or impossibilities in accessing the Site due to circumstances beyond its control, force majeure, or due to disturbances in the telecommunications networks.
12.5 CHOCO does not guarantee Users (i) that the Services, which are subject to constant research to improve their performance and progress, will be totally free of errors, defects or faults, (ii) that the Services, being standard and in no way offered solely for the benefit of a given User according to its own personal constraints, will specifically meet its needs and expectations.
12.6 In any event, the liability likely to be incurred by CHOCO hereunder is expressly limited solely to proven direct damage suffered by the User. In particular, loss of income or profit, loss of data, image prejudice or customer loss are deemed indirect damages.
The systems, software, structures, infrastructures, databases and content of any kind (text, images, visuals, music, logos, trademarks, databases, etc.) used by CHOCO within the Application are protected by all intellectual property rights or database producer rights in force. Any disassembly, decompilation, decryption, extraction, re-use, copying and more generally, any act of reproduction, representation, distribution and use of any of these elements, in whole or in part, without CHOCO authorisation, is strictly prohibited and may be subject to legal proceedings.
The User expressly authorises CHOCO, throughout the duration of the Services, to mention it and to use, where applicable, the reproduction of its trademark or logo in connection with the Services, on the Application, including in order to designate Supplier List of products for the duration of this contract.
CHOCO and the Restaurant Owner respectively undertake to comply with the regulations applicable to personal data and in particular with the General Data Protection Regulation (EU Regulation 2016/679 of the European Parliament and of the Council of 27 April 2016) (GDPR).
When providing the Services, CHOCO will process personal data. The main characteristics of this processing are as follows: Purpose of processing personal data: Performance of Services
Type of processed data : Email addresses, phone numbers
Categories of data subjects: Suppliers of the Restaurant Owners
Duration of the processing: Duration of the Services
Place of processing: European Union
Processor of the Provider involved in the data processing: AWS
The Restaurant Owner is the data controller of this data and is required to fulfil its obligations under the aforementioned regulations, in particular as regards the obligation to inform the data subjects, the keeping of the register of processing operations carried out and, more generally, compliance with the principles deriving from the regulations.
The data provided by the Restaurant Owner to CHOCO for the purpose of performing the Services remains the sole property and is under the sole responsibility of the Restaurant Owner.
For its part, CHOCO acts exclusively as a data processor.
The Service Provider's obligations to the Restaurant Owner
The data processing carried out by CHOCO for the Restaurant Owner has the following characteristics:Purpose of processing: the provision of the Services as defined in this document,Duration of processing: the duration of the services in accordance with section 6 above, The nature and purpose of the processing: CHOCO collects data from the Restaurant Owner in order to put Restaurant Owners in contact with Suppliers and to centralise orders,Type of personal data: identification and professional data (surname, first name, address, company name, photo, telephone, email etc.),Categories of data subjects: professional restaurant owners and suppliers.
- Data processing:
CHOCO undertakes to process personal data only for the purposes of performing the Services and in accordance with the Restaurant Owner's documented instructions through the Services, including with regard to the transfer of data outside the European Union. The Restaurant Owner undertakes to inform CHOCO if, in its opinion, an instruction constitutes a violation of the applicable regulations.
- Data security and confidentiality:
CHOCO undertakes to implement the appropriate technical and organisational measures to ensure the security and integrity of personal data, their backup and the restoration of their availability in the event of a physical or technical incident. CHOCO also ensures that the persons authorised to process personal data are subject to the obligation to maintain its confidentiality
- Other processors:
The Restaurant Owner hereby consents to the processors referred to in the table at the beginning of this section 14. CHOCO may also use another processor (hereinafter referred to as "the subsequent processor") to carry out specific processing activities. In this case, it shall inform the Restaurant Owner in advance and in writing of any planned changes concerning the addition or replacement of subsequent processors. This information must clearly indicate the processing activities subcontracted, the identity and contact details of the sub-processor and the dates of the subcontract. The Restaurant Owner has a period of 7 (seven) days from the date of receipt of this information to present its objections. This subcontracting can only be carried out if the Restaurant Owner has not raised any reasoned objection within the agreed time limit. In the event of an objection, the Parties agree to meet as soon as possible to consider possible outcomes to the objection. In the event that the objection persists and CHOCO is unable to do without this subsequent processor, CHOCO may terminate these Terms and Conditions with immediate effect, without liability to either of the parties.
The subsequent processor is required to comply with CHOCO's obligations on behalf of and according to the instructions of the Restaurant Owner. It is CHOCO's responsibility to ensure that the subsequent processor provides the same sufficient guarantees as regards the implementation of appropriate technical and organisational measures so that the processing meets the requirements of the GDPR. If the subsequent processor does not fulfil its data protection obligations, CHOCO remains fully liable to the Restaurant Owner for the other processor's performance of its obligations.
- Assistance and Provision of Information:Under its obligations to provide assistance (Articles 28.3 (e) and 28.3 (f) of the GDPR), CHOCO undertakes to respond to any request for information sent by the Restaurant Owner, whether in the context of a request for the exercise of their rights by the data subjects, an impact analysis, or a request made by the data protection authorities or the Restaurant Owner's data protection officers.
- Notification of personal data breaches:
CHOCO undertakes to notify the Restaurant Owner of any breach of personal data within a maximum of 72 hours of becoming aware of it. In the event that the Restaurant Owner itself has to notify the competent control authority of this violation, CHOCO undertakes to provide it with all useful documentation.
- Data Retention:
CHOCO undertakes to delete the personal data at the end of the Contract, whatever the cause, and not to keep a copy of it, unless the applicable law requires the personal data in question to be kept.
- Register and documentation:
CHOCO keeps a written record of the processing carried out on behalf of its clients. This register shall also include information relating to such processing operations.CHOCO provides the Restaurant Owner, at the latter's request, with all the information necessary to demonstrate compliance with its obligations.
In order to demonstrate its compliance with this section, at the request of the Restaurant Owner, CHOCO shall either
(i) make available to the Restaurant Owner the audit reports carried out by independent third party audit organisms and any relevant information provided by these organisms, where applicable, or
(ii) provide any information to the Restaurant Owner in order to demonstrate its compliance.
Should CHOCO fail to provide the Restaurant Owner with evidence of its compliance with the provisions hereof either through the provision of information or the aforementioned reports, and/or if the Restaurant Owner reasonably deems necessary to carry out an additional audit in accordance with the regulations, in order to fully check the compliance of the services provided with the regulations and the contract, CHOCO agrees to submit to an audit carried out by a reputable independent auditor which does not compete with CHOCO's commercial activities, within the limit of one audit per year. This independent auditor is chosen by the Restaurant Owner and accepted by CHOCO. It has the required professional qualifications and is subject to a confidentiality agreement. The parties acknowledge that all reports and information obtained in the course of this audit are confidential information.
The starting date, duration and scope of the audit shall be defined by mutual agreement between the parties with a minimum of a 15 working days' notice. The audit can only be carried out during CHOCO's business hours and in a way that does not interfere with CHOCO's business. The audit does not include access to any systems, information, data not related to the processing carried out under this agreement or physical access to the servers on which the Application is saved.
The Restaurant Owner is responsible for all costs incurred by the audit, including but not limited to the auditor's fees, and reimburses CHOCO for all expenses and costs incurred by the audit, including the time spent on the audit based on the average hourly rate of CHOCO staff who collaborated on the audit.
Each party undertakes to keep strictly confidential the documents, elements, data and information of the other party which it may receive. As far as CHOCO is concerned, the parties expressly agree that this obligation of confidentiality covers the personal data that CHOCO will be required to process for the User as part of the Services. All of this information is referred to hereinafter as "Confidential Information".
The party receiving Confidential Information undertakes not to disclose it without the prior consent of the other party, for a period of 5 (five) years from the termination of the relevant Services. It may only disclose them to employees, collaborators, trainees or consultants if they are bound by the same confidentiality obligation as provided for herein.
This confidentiality obligation does not apply to documents, items, data and information:
(i) of which the receiving party was already aware;
(ii)already made public at the time of their communication or which would become public without breach of these Terms and Conditions;
(iii)which would have been received lawfully from a third party;
(iv) which communication would be required by the judicial authorities, in application of laws and regulations or in order to establish the rights of a party under these Terms and Conditions.
The User expressly authorises CHOCO to mention its name and, where applicable, to use the reproduction of its trademark or logo as a commercial reference, in particular during events, in its commercial or advertising documents, in articles, on its website and on the Application, as well as on professional social networks such as Linkedin, in any form whatsoever. The User may at any time inform CHOCO that it finally opposes to the use its trademark or logo by CHOCO and CHOCO will cease all use of such trademark or logo for the future.
Once accepted by the User, these Terms and Conditions will be applicable retroactively as from the User's acceptance to test or use the Application, whether such an acceptance is express or materializes by the first provision of Information or Content by the User to CHOCO in order for CHOCO to provide the Services.