The Spanish version is the legally binding text; this translation is provided for convenience.
Items in brackets must be completed before publishing. This document must be reviewed by a licensed Mexican attorney before use. Specific commercial conditions (commission, payment schedule) are set in the schedule signed with each business.
1. Parties and purpose
These terms govern the relationship between [LEGAL ENTITY NAME], RFC [RFC], address [ADDRESS] (the "Platform") and the restaurants, stores, supermarkets, tour operators and transport fleets (the "Businesses") that offer their products or services through the Platform's apps and web portal.
The Business accepts these terms when activating its account in the portal. Each person the Business authorises to use the portal (the "Staff") also accepts the Privacy notice.
2. Onboarding and consent to be listed
- Only Businesses that have accepted these terms and whose organisation is active are published. The Platform does not publish menus, prices or brands of businesses without their consent.
- The Business warrants that it holds the applicable licences, permits and registrations (operating licence, COFEPRIS operating notice for food, tourism registration and navigation permits for tours, transport concessions for fleets) and will keep them current.
- The Business designates the Staff with portal access and is responsible for actions taken with those accesses. It must remove access for staff who leave.
3. Catalogue, prices and availability
- The Business manages its catalogue (products, descriptions, photos, modifiers, units, stock, hours) and warrants that the information is accurate, that photos match the product and that it holds rights to them.
- Prices on the Platform must not exceed in-store prices for the same product, unless expressly agreed in the commercial schedule.
- Prices are published tax-inclusive, in Mexican pesos.
- The Business must keep availability current: mark sold-out products and, when using stock control, keep quantities accurate. Products with zero stock are not offered to customers.
- For supermarkets and stores, the Business may mark items unavailable or substitute them according to the customer's preference. A substitute may never be charged above the original item's price; the difference is refunded to the customer.
4. Orders and bookings
- Orders must be accepted or rejected within [3] minutes. The portal sounds an alarm while orders are unattended; after 10 minutes without response the order is cancelled automatically, the customer is refunded and it is recorded as a rejection by the Business.
- On acceptance the Business sets the preparation time. The courier is assigned based on that time.
- Once accepted, the Business must prepare the full order and hand it to the courier identified in the portal. Repeated rejections or cancellations after acceptance may lead to temporary suspension under section 10.
- For tours, the operator confirms or rejects the booking within the time shown in the portal and must honour the cancellation policy it published.
5. Food safety, quality and compliance
- Food Businesses will comply with NOM-251-SSA1-2009 and other applicable health rules, including suitable packaging for delivery and sealed orders.
- The Business is liable to the customer for the quality, quantity and conformity of products with what is published. When the Platform refunds a customer for causes attributable to the Business (missing, wrong or spoiled product), the amount may be deducted from the Business's settlement, after notice with case details and an opportunity to respond within 5 business days.
- Tour operators will comply with the rules of the Ministry of Tourism, the Ministry of the Navy and the provisions of the Yum Balam Flora and Fauna Protection Area.
6. Commercial conditions
- Commission: [X] % of product value (excluding delivery cost and tips), plus VAT, as per the commercial schedule. The delivery cost is charged to the customer and goes to the courier and the Platform as published; tips belong entirely to the courier.
- Settlement: the Platform pays the Business the value of card-paid orders, less commission and applicable adjustments, [weekly] by SPEI transfer to the registered CLABE, with an itemised statement per order.
- Cash: when the customer pays the courier in cash, the order value is credited to the Business and included in the same settlement.
- Transport fleets and cooperatives (passenger rides): each ride fare belongs 100 % to the driver and the Platform charges no commission on it. The Platform charges the rider, separately and visibly, a flat booking fee per ride, which is Platform revenue. The cooperative receives the share of the booking fee agreed in the cooperative agreement ([25] % unless otherwise agreed), which the Platform settles [monthly] with a per-ride statement available in the portal ("Cooperative share"). That share is never deducted from the driver's fare or tip, and the rules for assigning rides to the cooperative's drivers are set in that agreement.
- Invoicing: the Platform issues a CFDI for its commission. The Business is responsible for issuing tax receipts to customers who request them.
- Changes to the commission will be notified at least 30 days in advance.
7. Customer data
The Business receives only the data needed to prepare the order or booking (name, items, notes, delivery zone). It does not receive phone numbers or full addresses. The Business may not use that data for other purposes or contact customers outside the Platform, and acts as a data processor under the Federal Law on the Protection of Personal Data Held by Private Parties.
8. Trademarks and content
The Business authorises the Platform to display its name, logo, photos and catalogue within the apps and in Platform promotional material related to the Services while the relationship is in force. Each party keeps ownership of its trademarks.
9. Reviews
Customers may rate and review orders. Ratings are published from three reviews onward. The Business may report offensive or false reviews, which will be reviewed by a person.
10. Suspension and termination
- Either party may end the relationship with 15 days' written notice, without penalty. Orders in progress are completed and pending settlements are paid on the ordinary date.
- The Platform may suspend the account immediately in case of health risks, fraud, repeated failure to meet acceptance times or serious complaints, notifying the reason and allowing the Business to respond within 5 business days.
11. Liability
Each party is responsible for meeting its own obligations. The Platform is not liable for product quality or the performance of tourism services, except to the extent the law assigns liability to it as intermediary. Neither party is liable for lost profits except in cases of wilful misconduct or gross negligence.
12. Confidentiality
Commercial conditions, sales data and customer information are confidential and may not be disclosed to third parties except as required by law.
13. Governing law and jurisdiction
These terms are governed by the laws of the United Mexican States. For their interpretation and performance the parties submit to the competent courts of [Cancún or Chetumal], Quintana Roo, waiving any other jurisdiction.
14. Contact
[LEGAL ENTITY NAME] · [ADDRESS] · [PHONE] · [BUSINESS EMAIL].