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IP AND CONFIDENTIALITY POLICY

Last updated on 4th April, 2025

  1. AIM AND OBJECTIVE

    1. The aim of this IP and Confidentiality Policy is to set a binding set of rules in relation to the protection of Pikky’s intellectual property and laying down the obligations of Pikky, and its service providers (including the restaurants that it enters into agreements with for providing services) (each a Service Provider), in maintaining confidentiality and protecting all confidential information which belongs to such parties as well as end customers.
    2. Each Service Provider agrees to adhere to and be bound by all provisions herein by virtue of entering into a agreement for providing services with Us (Services Agreement). Further, the Service Provider also agrees to comply with our privacy policy and the terms and conditions.
    3. Any term not defined in this IP and Confidentiality Policy, shall have such meaning as assigned to the term in the individual Services Agreement. In terms of any conflict between the IP and Confidentiality Policy and the Services Agreement, the IP and Confidentiality Policy shall prevail.

  2. CONFIDENTIALITY

    1. The Parties agrees and undertake that they shall not, during the course of the Services Agreement or any time thereafter, divulge to any third party directly or indirectly, or modify or make use of for its own purpose or for any other purpose other than for the purpose of the Services Agreement, any trade secret or Confidential Information concerning the business of the Parties or any of its operations, organization, property, processes, finances, dealings, transactions and affairs or any information concerning any of their suppliers, agents, distributors or customers which it possesses or comes to possess during the performance of the Services Agreement or which it may make or discover during the engagement. The confidentiality obligations hereunder shall continue with full legal effect notwithstanding the termination of the Services Agreement for whatsoever reason.
    2. Confidential Information shall mean and include, but is not limited to, any information and data regarding the Services and the business of either Party, including its affiliates, subsidiaries, customers and their respective employees, discoveries, patents, trade secrets, ideas, concepts not reduced to any material form, know-how, software and hardware design, development, and customization Services, techniques, cooking methodologies, recipes, secret ingredients, analysis reports, products and services, any technical designs or drawings and functional documentation including those relating to the Services, methods, system, business or marketing methods and strategies, arrangement with third parties, customer information, formulae, price list, pricing policies, financial information, costs, computer source and object code and computer programs or programming techniques, all record bearing media containing or disclosing such information and techniques which are disclosed pursuant to the Services Agreement or otherwise, and any other information which is disclosed by the disclosing Party to the receiving Party or which the receiving Party obtains or gathers during the course of the Engagement or otherwise, whether or not marked specifically as “Confidential”, and whether in writing or verbal (Confidential Information). All the information disclosed by disclosing Party and obtained by the receiving Party shall be considered valuable trade secrets, owned by such disclosing Party. The disclosing Party retains all right, title and interest in such information, which is the property of the disclosing Party.
    3. Confidential Information, however, does not include information:
      1. which is or becomes part of the public domain otherwise than as a breach of the Services Agreement by the receiving Party;
      2. which is required to be disclosed by law, regulation or any governmental or competent regulatory authority (including any securities exchange), provided that, to the extent reasonably practicable,
        1. The receiving Party shall consult in advance with (and take into account the reasonable requests of) the disclosing Party on the proposed form, timing, content and purpose of the disclosure.
        2. Cooperate fully with the disclosing Party in protecting against any such disclosure and / or obtaining a protective order narrowing the scope of such disclosure and/or use of the Confidential Information. In the event that such protection against disclosure is not obtained, the receiving Party will be entitled to disclose the Confidential Information, but only as and to the extent necessary to legally comply with such compelled disclosure;
      3. such information the Restaurant has consented to be published on the Platform.
    4. The receiving Party shall not use the disclosing Party’s Confidential Information for any purpose other than for the purposes under the Services Agreement.
    5. The Parties agrees and understands that all information added in the Platform including but not limited to customer information shall be at the sole ownership of Pikky and Pikky shall have the right to retain such information.
    6. The Parties agree and undertakes that, in the event any customer requests to delete their customer information, the Parties shall comply with the provisions of Digital Personal Data Protection Act, 2023 or such other applicable law, and shall delete such information within 30 (thirty) days from receiving such request from the customer.
    7. Each Party agrees to limit disclosures of Confidential Information of the other Party to those employees of the receiving Party who are required to have the information in order to evaluate or engage in discussions regarding the authorized purposes. Each Party agrees that it will not disclose any of the Confidential Information to any third party without the written consent of the disclosing Party.
    8. All information by Pikky is provided "as is". Except as explicitly provided in this IP and Confidentiality Policy and the Agreement and in relation to the Services, Pikky makes no warranties, express, implied or otherwise, regarding its accuracy, completeness or performance, non-infringement of third party rights, or its merchantability or fitness for a particular purpose.
    9. It is further clarified that in the event of any conflict between the provisions of this paragraph and the Privacy Policy of Pikky available upon request, the Privacy Policy shall prevail.

  3. INTELLECTUAL PROPERTY

    1. The Parties hereby agree that except as explicitly provided in this IP and Confidentiality Policy and the Agreement, there shall be no transfer of intellectual property under the Services Agreement. All Intellectual Property rights shall vest with the respective Parties. Intellectual Property shall mean all the patents, patent applications, copyrights, moral rights, trademarks, trade names, service marks, service names, brand names, internet domain names and sub-domains, inventions, processes, formulae, business and product names, logos, slogans, trade secrets, industrial models, processes, designs, database rights, methodologies, software, computer programs (including all source codes), technical information, manufacturing, engineering and technical drawings, know-how, all pending application for registration of patents, entity models, trademarks, service marks, copyrights, designs and internet domain names and sub-domains and all other intellectual property or similar proprietary rights of whatever nature (whether registered or not and including applications to register or rights to apply for registration), in each case anywhere in the world (Intellectual Property Rights).
    2. The Restaurant grants to Pikky a non-exclusive, non-transferable, revocable license to use the restaurant logo, dish and restaurant images in the Platform of Pikky for the purpose of the Services Agreement.
    3. The Restaurant is granted a non-exclusive, non-transferable, revocable license to use the software and Platform of Pikky solely for the purpose of the Services Agreement and the Restaurant shall not, without the prior written consent of Pikky, copy, modify, distribute, sell, or lease any part of the intellectual property provided by Pikky.
    4. The Restaurant shall not reverse engineer, disassemble or decompile any of the Confidential Information or intellectual property of the Pikky or any of the prototypes, software or other tangible objects which embody the Confidential Information or Intellectual Property Rights of Pikky and which are provided to the Restaurant.

  4. BUSINESS PROTECTION

    1. No Solicitation:Each Party agrees that it shall not divert or attempt to divert from the other Party any personnel engaged by the other Party, including without limitation, employ, solicit for employment, or recommend for employment any person employed by the other Party, during the Term and for a period of 2 (two) years thereafter.

  5. INDEMNIFICATION

    1. Either Party (Indemnifying Party) shall indemnify the other Party (Indemnified Party) for any and all actual and monetary claims, losses, liabilities, obligations, damages, expenses and costs brought against or suffered by the Indemnified Party or any of its affiliates or representatives relating directly to:
      1. A material breach or non-performance of any of the Indemnifying Party’s representations, warranties, covenants and/or assurances contained in this IP and Confidentiality Policy and the Services Agreement; or
      2. Material breach of any law, rule, regulation, notification or other statutory or legal provision or requirements; or
      3. Any wilful misconduct or grossly negligent acts/omissions by the Indemnifying Party.
    2. In no event will either Party be liable for any incidental, punitive, special, consequential or other indirect damages, whether foreseeable or not, occasioned by any failure to perform or the breach or default of any obligation under the Services Agreement for any reason whatsoever, whether based on negligence or otherwise. Provided that, in no event will the foregoing exclude or otherwise limit Indemnified Party’s right to seek statutory or special damages under any law or regulation.
    3. Notwithstanding anything else in the Agreement, the Restaurant understands and agrees that it shall be solely responsible for any misrepresentation and non-disclosure of the ingredients in each dish in its menu and shalltesse shall fully indemnify, defend and hold harmless Pikky from any monetary claims, losses, liabilities, obligations, damages, expenses and costs arising out of such misrepresentation or non-disclosure.
    4. In no event shall the monetary liability of Pikky exceed the total Transaction Fee paid by the Restaurant under the Services Agreement during the preceding 1 (one) month of such indemnity event.
    5. This section shall survive the expiry or termination of the Services Agreement.

  6. MISCELLANEOUS

    1. This IP and Confidentiality Policy shall hereafter be read and construed in conjunction and as one document with the Services Agreement and references in the Agreement to "Agreement" and references in all other instruments and documents executed there under or pursuant thereto to the Services Agreement, shall for all purposes refer to the Services Agreement incorporating and as supplemented by this IP and Confidentiality Policy. If any reference is made to a clause number that does not exist in the Services Agreement, the clause having the closest meaning and intent shall apply, ensuring the continuity and enforceability of this IP and Confidentiality Policy.
    2. All provisions of the Services Agreement, except to the extent modified by this IP and Confidentiality Policy, shall remain unchanged.