Terms of Use

Last updated : 17 May 2024

These terms apply to your access to and use of Delivery Service on the Delivery Pal mobile app (the App). This service is provided by  Delivery Pal or us (Xpo-Online Ltd company number 8870473). Xpo-Online Ltd’s registered address is Unit D, Herons Way, Balby Carr Bank, Doncaster, DN4 8WA.  By clicking “Accept” or by placing a Delivery booking on the App you confirm that:

  • You have authority to do so and to bind the person or company you are booking for.
  • You accept our offer to provide the Delivery Service on these terms.
  • You agree to and will comply in full with these terms. 

This forms a contract between you and Delivery Pal, which commences on the later of the date of your acceptance and the date on which you have completed Delivery Pal’s onboarding checks from time to time to Delivery Pal’s satisfaction. You should save a copy of these terms for your records.  We may make changes to these terms, so check back here from time to time. We’ll notify you of material changes before they happen. If you access or use the Delivery Service after being notified of a change, you’re deemed to have accepted that change.

If you have questions about these terms or our Delivery Service please contact us via email at support@deliverypal.app.

If we need to contact you, we’ll do so via the email address you have provided to us.

WHAT IS DELIVERY SERVICE

Through its Delivery Service, Delivery Pal will provide you with a real-time ordering process that enables you to book drivers to deliver your Delivery Orders to your customers on your behalf.

DELIVERY SERVICE FEES 

Your use of Delivery Service is subject to our applicable service fee. Our service fee is calculated based on the distance between the pickup address and the delivery address, plus VAT at the prevailing rate (Delivery Service Fee). 

WHAT WE WILL DO 
  • If you are new to Delivery Pal, when you accept these terms we will onboard you onto our App.
  • We will facilitate and implement a real-time booking process which will enable you to book drivers on the App.
  • We will procure the delivery of Delivery Orders from you to your customer (Delivery Services) using delivery drivers authorised by Delivery Pal to carry out the Delivery Services (Drivers) .
WHAT YOU MUST DO

You must:

USE OF DELIVERY SERVICE 
  • Ensure that Delivery Orders are prepared using all due skill, care and diligence in line with best practice in your industry.
  • Ensure that all Delivery Orders are packaged in a way that avoids tampering, minimises spillages, and maintains the order at an appropriate temperature.
  • Ensure Delivery Orders are safely, securely and appropriately packaged, as reasonably required to withstand delivery.
  • Prepare Delivery Orders promptly, accurately and in accordance with the timescales communicated via the App.
  • Use reasonable endeavours to ensure that Delivery Orders are available for collection by Delivery Pal Drivers at the time communicated on the App and to keep Drivers waiting for Delivery Orders for no longer than five minutes.
  • Ensure that the order number on the Delivery Order packaging corresponds with the order number provided to Delivery Pal before the Delivery Order is handed over to the relevant Driver.
  • Provide each customer with an official receipt for their Delivery Order (and a VAT receipt, if applicable) if requested. 
GENERAL REQUIREMENTS
  • Maintain the security and confidentiality of any access credentials we provide to you at all times. You are responsible for the actions of any person using your access credentials.
  • Comply with all applicable laws and licensing, registration and approvals requirements at all times, and any and all Delivery Pal policies made available to you from time to time.
  • Without prejudice to your general obligation above, you warrant that you have not and will not do anything that breaches any applicable code and/or sanction relating to the prevention or prohibition of bribery, money laundering and similar activities. You must immediately notify Delivery Pal if you become aware of any breach of this clause.
  • Without prejudice to your general obligation above, you shall comply, and procure that all of your employees, contractors, agents and representatives comply, with applicable anti-slavery laws, as relevant to your use of Delivery Service and your fulfilment of Delivery Orders. You must use reasonable endeavours on a continuing basis to ensure that no form of slavery takes place in your supply chains.
  • Cooperate with Delivery Pal and provide, in a timely manner, such assistance and information as Delivery Pal may reasonably require. 
INTELLECTUAL PROPERTY

All rights, title and interest in and to Delivery Pal, any software we provide for your use and any other materials we provide to you under or in connection with these terms are and shall at all times remain Delivery Pal’s intellectual property (Delivery Pal IP). We grant you a limited, non-exclusive, non-transferrable, non-sublicensable, revocable licence to use the Delivery Pal IP in the country you operate in during the Term for the sole purpose of using Delivery Service. 

You must not (and shall not permit any third party to):  

  • copy, adapt, reverse engineer, decompile, modify or make error corrections to any Delivery Pal IP other than with our express prior written consent;
  • breach, disable, tamper with, or develop or use any workaround for any security measure in any Delivery Pal IP or otherwise do anything that disrupts any Delivery Pal IP, Delivery Pal or any person.

Delivery Pal grants you a non-exclusive, royalty-free, non-sublicensable, non-transferable licence to use Delivery Pal branding, which includes the “Delivery Pal” logo, name and/or website address for the Term in the country you operate in to allow you to advertise Delivery Service at your sites. You must comply with any Delivery Pal policy issued from time to time.

You grant us and our affiliates a non-exclusive, royalty-free licence to use your branding which includes your logos, name and website address(es) for the Term in the country you operate in. You warrant and undertake that your branding does not and will not infringe any third party intellectual property rights.  We can use your branding on the App, for marketing purposes and as reasonably necessary to provide Delivery Service.

Except for these limited licences:

  • Delivery Pal retains ownership of and all rights in and to Delivery Pal branding; and
  • You retain ownership of and all rights in and to your branding. 

We may collect data about your use of Delivery Service. By using Delivery Service you agree to us collecting and using this information. We may use this information for various purposes, including to improve, maintain, protect and develop our products, and to provide Services to you.

SUSPENSION AND TERMINATION

We may suspend your use of the App on giving you notice if we know or suspect you have breached these terms, or if we otherwise consider suspension reasonably necessary taking account of all relevant circumstances. 

We will give you the reasons for the suspension where permitted by law. We will maintain the suspension until you have remedied the breach to our reasonable satisfaction or we no longer consider the suspension necessary in the circumstances.

These terms take effect on acceptance (see above) and continue until terminated by either party giving 30 days’ written notice to the other. If permitted by law and where we consider immediate termination necessary in the circumstances, we may give you written notice to terminate these terms with immediate effect. 

LEGAL TERMS

SAVE AS SET OUT BELOW, WE EXCLUDE ALL LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY LAW. WE HAVE NO LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT OR SPECIAL DAMAGES OF ANY KIND OR FOR LOSS OF PROFITS, REVENUE OR BUSINESS ARISING OUT OF OR RELATING TO DELIVERY SERVICE, USING DELIVERY SERVICE OR THESE TERMS.

DELIVERY SERVICE IS OTHERWISE PROVIDED AS-IS. WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO DELIVERY SERVICE INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON INFRINGEMENT OF THIRD-PARTY RIGHTS.

Each party shall not at any time during this agreement and for a period of two years after termination of this agreement, use or disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as necessary to perform its obligations or exercise its rights under these terms. A party may disclose the other’s confidential information if required by law, provided it notifies the other in advance where permitted. 

These terms are the entire agreement between us in relation to Delivery Service. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation based on any statement in these terms.

A delay in enforcing these terms is not a waiver. If part of these terms is found to be illegal or unenforceable, the rest of the terms remain in force. These terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999. Neither of us will be in breach of these terms or liable for delay in performing, or failure to perform, any of its obligations under these terms if the delay or failure results from events, circumstances or causes beyond our reasonable control.

These terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction in respect of any dispute or claim arising out of or in connection with these terms. If you wish to raise a dispute in connection with these terms you may do so in connection with our Support Policy. 

DATA PROTECTION

We will each comply with the following with respect to data protection.

1Defined terms

Controller, Data Subject, Personal Data and  processing all have the meanings given to them in DP Laws (and related terms like process have corresponding meanings). Complaint a notice, complaint or request relating to the obligations of either party under DP Laws that is relevant to the Protected Data.
Data Subject Request a Data Subject’s request to exercise their rights under DP Laws.
DP Laws any law, enactment, regulation, regulatory policy, by law, ordinance or subordinate legislation relating to the processing, privacy, and use of Personal Data, that applies to the Partner, Delivery Pal and/or the Delivery Service, including (a) any laws or regulations implementing EU Directives 95/46/EC (Data Protection Directive) or 2002/58/EC (ePrivacy Directive); and (b) the General Data Protection Regulation (GDPR) (Regulation (EU) 2016/679) and all relevant Member State laws giving effect to or corresponding with the GDPR, in each case, as in force and applicable.
Protected Data Personal Data received from or on behalf of the Customer for the purposes of placing a Delivery Service order.
Supervisory Authority any local, national or multinational agency, department, official, parliament, public or statutory person or any government or professional body, regulatory or supervisory authority, board or other body responsible for administering DP Laws. 

2Use of protected data

We will give you the details of the customer’s Delivery Service order to allow you to process and fulfil it (Order Info).  You must not access or use any Order Info for any purpose other than the fulfilment of the Delivery Service order to which it relates in accordance with these terms.

We will also provide access to Protected Data at your request if you reasonably require access to deal with a customer Complaint or respond to a Data Subject Request.

3Protected data obligations

The parties acknowledge and agree that, in respect of the Protected Data, each party is an independent controller. Each party shall comply with DP Laws and its obligations under these terms in connection with the access to and use of Protected Data. 

Each party may deal at its discretion with all Data Subject Requests and Complaints that it receives directly from a Data Subject or the person making the Complaint.

Each party agrees to provide reasonable and prompt assistance to the other party as necessary to assist the other party to ensure compliance with its obligations under DP Laws and enable the other party to comply with Data Subject Requests and/or respond to other queries or Complaints received from Data Subjects or Supervisory Authorities, in each case related to the Protected Data.

To the extent permitted by law, you must not issue any public statement or notification about Protected Data without first obtaining Delivery Pal’s consent.