Terms of Service

1. Acceptance of Terms

By accessing or using the Takeover Software platform, including our mobile applications (SELLERS, VOID, and RIDERS) and website at takeover.software (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our Services.

The Services are operated by David Ewins, trading as Takeover Software ("we," "us," or "our"), a sole trader based in Galway, Ireland.

2. Description of Services

Takeover Software is a unified commerce platform with three user-facing apps — SELLERS (for businesses), VOID (for customers), and RIDERS (for delivery partners) — that connect:

• Sellers: Businesses and individuals who sell products and services through storefronts
• Customers: Users who browse, order, and purchase from sellers
• Riders: Independent delivery partners who fulfill orders (coming soon)

We provide the technology platform to facilitate these transactions. We are not a party to the transactions between sellers and customers, nor an employer of riders.

3. User Accounts

3.1 Account Creation

To use our Services, you must create an account and provide accurate, complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account.

3.2 Eligibility

• You must be at least 18 years old to create an account
• Sellers must comply with all applicable laws and regulations for their business type
• Riders must be at least 18 and have the legal right to work in their location

3.3 Account Verification

Sellers and riders must complete identity verification through Stripe Connect. This may include providing government-issued ID, proof of address, and business documentation. Failure to complete verification may result in account limitations or termination.

4. For Sellers

4.1 Storefront Requirements

• All product listings must be accurate and not misleading
• Prices must be displayed accurately and include any applicable taxes
• You are responsible for compliance with all food safety, health, and business regulations
• You must only sell items that are legal to sell in your jurisdiction

4.2 Commission Structure

Commissions are automatically deducted from payouts. Stripe processing fees are additional and charged by Stripe directly.

4.3 Payments and Payouts

Payments are processed through Stripe Connect. Payouts are transferred to your connected bank account according to Stripe's payout schedule. Instant payouts may be available for an additional fee set by Stripe.

4.4 Order Fulfillment

You are responsible for fulfilling orders accurately and in a timely manner. Failure to fulfill orders or repeated quality issues may result in account suspension.

5. For Customers

5.1 Ordering

When you place an order, you are entering into a direct transaction with the seller. We facilitate this transaction but are not responsible for the quality, safety, or legality of products sold.

5.2 Payments

All payments are processed securely through Stripe. By placing an order, you authorize us to charge your payment method for the order total, including product prices, delivery fees (if applicable), and any applicable taxes.

5.3 Refunds and Disputes

Refund policies are set by individual sellers. If you have a dispute with an order, first contact the seller through in-app chat. If unresolved, contact us at support@takeover.software and we will assist in resolution.

5.4 Right of Withdrawal (EU Consumer Rights)

Under the EU Consumer Rights Directive (transposed in Ireland by S.I. No. 484/2013), consumers normally have 14 days to withdraw from a distance contract. This right does not apply to the categories listed in Regulation 13(b) of those Regulations, including: food and beverages prepared to your specification or clearly personalised; perishable goods; and goods that are liable to deteriorate or expire rapidly. The vast majority of orders placed through the Services fall into these categories, and you acknowledge that the right of withdrawal does not apply once the seller begins preparing your order.

6. For Riders

6.1 Independent Contractor Status

Riders are independent contractors, not our employees. You are free to choose when and whether to accept delivery requests. You are responsible for your own taxes, insurance, and equipment.

6.2 Rider Earnings

6.3 Rider Requirements

• Must be at least 18 years old
• Must have valid ID and right to work
• Must have appropriate insurance for your vehicle
• Must maintain professional conduct during deliveries

7. Prohibited Activities

You agree not to:

• Violate any applicable laws or regulations
• Use the Services for any illegal or unauthorized purpose
• Sell illegal, counterfeit, or prohibited items
• Harass, abuse, or harm other users
• Attempt to circumvent platform fees or manipulate the system
• Create fake accounts or misrepresent your identity
• Interfere with the proper operation of the Services
• Scrape, data mine, or collect data from our Services
• Transmit viruses or malicious code

8. Intellectual Property

The Services, including all content, features, and functionality, are owned by us and protected by intellectual property laws. You may not copy, modify, distribute, or create derivative works without our express written permission.

By uploading content to our platform (such as product images, storefront logos), you grant us a non-exclusive, worldwide, royalty-free license to use, display, and distribute that content in connection with the Services.

9. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not guarantee that the Services will be uninterrupted, secure, or error-free. We are not responsible for the quality, safety, or legality of products or services provided by sellers.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TAKEOVER SOFTWARE AND ITS OPERATOR, EMPLOYEES, CONTRACTORS, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR GOODWILL, ARISING FROM YOUR USE OF THE SERVICES.

Our total liability for any claims arising from these Terms or your use of the Services shall not exceed the amount you paid to us in the 12 months preceding the claim.

11. Indemnification

You agree to indemnify and hold harmless Takeover Software and its operator, employees, contractors, and agents from any claims, damages, losses, or expenses (including legal fees) arising from your use of the Services, your violation of these Terms, or your violation of any rights of a third party.

12. Termination

We may suspend or terminate your account at any time for:

• Violation of these Terms
• Fraudulent or illegal activity
• Non-payment of fees owed
• Extended inactivity
• At our discretion with reasonable notice

You may terminate your account at any time by contacting us. Upon termination, any pending payouts will be processed according to our standard schedule.

13. Dispute Resolution

Any disputes arising from these Terms or your use of the Services shall be governed by the laws of Ireland and subject to the exclusive jurisdiction of the courts of Ireland.

Before initiating legal proceedings, you agree to first attempt to resolve any dispute by contacting us at legal@takeover.software.

14. Changes to Terms

We may modify these Terms at any time. We will notify you of material changes by email or through the app. Your continued use of the Services after changes take effect constitutes acceptance of the new Terms.

15. Data Processing (Sellers Only)

This section applies only where you use the Services as a seller. Where we process personal data of your customers (including names, contact details, delivery addresses, and order history) on your behalf in order to operate your storefront, you are the controller of that personal data and we act as your processor for the purposes of Article 28 of the GDPR. By accepting these Terms as a seller, you instruct us to process that data, and we agree to the following:

• Subject matter, nature, and purpose: operation of the Services on your behalf — taking orders, processing payments, dispatching deliveries, providing customer communications, and producing your business reporting.
• Duration: for the lifetime of your account, plus the retention periods set out in our Privacy Policy.
• Types of data and categories of data subjects: contact details, location data, order content, and payment metadata relating to your customers and, where applicable, your staff and riders.
• Instructions: we will process this data only on your documented instructions (including these Terms and the configuration choices you make in the Services), except where required by Irish or EU law.
• Confidentiality: our personnel and contractors with access to this data are subject to confidentiality obligations.
• Security: we maintain technical and organisational measures appropriate to the risk, as summarised in the Privacy Policy.
• Sub-processors: you authorise us to engage the sub-processors listed in our Privacy Policy. We will give reasonable prior notice of any new sub-processor and ensure each is bound by data protection obligations no less protective than these.
• Data subject requests: we will provide reasonable assistance with requests from your customers exercising their rights under GDPR, taking into account the nature of the processing and the tools available to you in the Services.
• Breach notification: we will notify you without undue delay after becoming aware of a personal data breach affecting your customers' data.
• Return or deletion: on termination of your account, we will (at your choice) return or delete your customers' personal data within a reasonable period, except where retention is required by law.
• Audit: we will make available the information reasonably necessary to demonstrate compliance with this section and, on reasonable notice and at your cost, allow for and contribute to audits conducted by you or a mandated auditor.
• International transfers: where personal data is transferred outside the EEA, the safeguards described in our Privacy Policy apply.

16. General Provisions

• Entire Agreement: These Terms (together with our Privacy Policy) constitute the entire agreement between you and us
• Severability: If any provision is found invalid, the remaining provisions remain in effect
• Waiver: Our failure to enforce any right does not constitute a waiver
• Assignment: You may not assign these Terms without our written consent

17. Contact Us

If you have questions about these Terms, please contact us: