Business Terms of Sale
Services supplied by DROPEAT LTD to business customers. · Last updated: 3 November 2026.
1. Supplier and scope
These terms of sale govern the purchase of DropEat Originals services by customers acting for their trade, business or profession from DROPEAT LTD (company number 17557731), registered in England and Wales, with registered office at 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom, contact@dropeat.co.uk. They do not govern the separate sale of food, prizes or other products by partner merchants to individual consumers.
2. Contract formation and order of precedence
A service contract is formed when an identifiable business customer expressly accepts a clearly presented plan, quote, order or subscription, including through an appropriate electronic checkout. Simply browsing the website does not constitute a purchase. Where provisions conflict, a signed specific agreement prevails, followed by the accepted order or plan, then these Terms. Amendments do not retrospectively alter an existing contract without a valid contractual basis or agreement.
3. Services and deliverables
B2B filming, editing, subtitling, adaptation, publishing and audiovisual promotion of restaurant businesses. The precise service scope, enabled modules, territories and deliverables are recorded in the accepted Order. Unpurchased features are not included.
4. Fees, discounts and pricing basis
Fees and currency are those actually shown to the business before it accepts an order or quote. Any commission must identify its calculation basis, triggering event and settlement frequency in that agreement. These Terms create no undisclosed price or commitment. Discounts and partner benefits apply only if expressly included in the selected offer; no early-payment discount applies without written agreement. Where French mandatory professional sales rules apply, the relevant unit-price schedule, pricing method or sufficiently detailed quote will be provided as required by Article L441-1 of the French Commercial Code.
5. Tax and invoices
DROPEAT LTD reports that it is not currently UK VAT registered and therefore does not add UK VAT to its invoices while unregistered and not required to collect it. Cross-border supplies may involve different tax obligations, including recipient reverse-charge arrangements where applicable. Each invoice must reflect the applicable tax treatment, which can change when lawfully required, with notice to the customer.
6. Payment dates and methods
Accepted orders and invoices identify the applicable payment method and due date. If no due date has been agreed, applicable statutory rules determine when payment is late. These Terms do not introduce unaccepted recurring charges, advance billing or automatic card debits. A customer may promptly dispute an invoice at contact@dropeat.co.uk with supporting details; undisputed sums remain due under the agreement.
7. Late commercial payment
Where UK late-payment law governs and no valid alternative contractual rate applies, statutory interest and recovery compensation may be claimed under the Late Payment of Commercial Debts (Interest) Act 1998. Where mandatory French Commercial Code Article L441-10 applies to the transaction, late-payment penalties run from the day after the due date at the ECB refinancing rate plus 10 percentage points unless a lawful alternative rate is agreed (not below three times the statutory legal interest rate), together with the statutory €40 fixed debt-recovery compensation for professional debtors and any further provable recovery costs permitted by law.
8. Access and customer duties
The customer must provide accurate business details, protect team credentials, comply with relevant integrated-platform rules and use the service lawfully. It must have appropriate rights over material, trademarks, content and data it uploads. It will promptly notify DROPEAT LTD of known unauthorised access and reasonably assist with incident response. Access may be restricted for serious fraud, security or illegality risks, with proportionate notice where feasible.
9. Free filming and paid work
Participation in a promotional filming service advertised as free does not create production charges without acceptance of a separate quote. Extra editing, travel, licensing, technical services or bespoke content are payable only where their scope and price have been agreed.
10. Filming permissions and image rights
The venue facilitates location access and appropriate permissions from people filmed. Before distribution, the parties agree in writing the rights to record, edit, publish and use trademarks, music and photographs, including the media, territories and period. Silence does not transfer worldwide perpetual copyright or personal image rights.
11. Deliverables and revisions
Format, deliverables, handover, requested revisions and filming sessions are defined in the accepted Order or participation agreement. Publication is subject to required rights and agreed approvals.
12. Confidentiality and personal data
Each party protects non-public confidential business information obtained under the agreement, except where disclosure is legally required. Data controller and processor roles follow the actual purposes and means of processing. Where DROPEAT LTD processes personal data on the customer's behalf, the parties must enter into the applicable UK/EU GDPR Article 28 terms covering instructions, security, sub-processors, assistance, international transfers and end-of-processing arrangements. These Terms do not replace such an agreement or individual privacy notices.
13. Intellectual property
The customer keeps its rights in its own data and materials. The supplier and third-party rights holders retain their respective rights in software, brands, designs, creations and media. The customer receives only the access and use rights necessary for the subscribed services for the agreed period. Any trademark licence or copyright assignment must be specified in the applicable separate instrument; the founder's ownership of brands or domains is not presumed transferred to DROPEAT LTD by these Terms.
14. Performance, maintenance and third parties
DROPEAT LTD will use reasonable care and skill in delivering the contracted services and will notify customers of material interruptions known to it where practicable. Hosting, software, payment, delivery and other integrated third-party services may have their own terms. No particular uptime, binding delivery deadline or commercial outcome is guaranteed unless expressly stated in the Order or an agreed service-level commitment.
15. Term, renewal and termination
Start date, duration, renewal and cancellation rights are those expressly accepted in the selected plan or separate agreement. A service marketed as no-commitment does not become a fixed-term subscription through these general Terms. For a material breach, the non-defaulting party may request cure within a reasonable period where appropriate and then terminate in accordance with law and contract. Amounts properly due for services supplied before termination remain payable; credits and refunds follow the agreed plan and mandatory law.
16. Liability and remedies
Each party remains responsible for its contractual and statutory duties. Nothing excludes or restricts liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, or any liability which law does not permit to be limited. Any further limits agreed in a separate contract operate only insofar as legally enforceable, including the Unfair Contract Terms Act 1977 reasonableness requirements. Available legal remedies for service breaches are not generally waived.
17. Events beyond reasonable control
A party prevented from performing by an event beyond its reasonable control will notify the other party where practicable and take proportionate steps to mitigate consequences. Already-due payment obligations and mandatory rights are not automatically extinguished. The parties will address prolonged impossibility under the applicable contract and law.
18. Governing law, disputes and mandatory provisions
Unless a valid specific agreement provides otherwise, these Terms are governed by the law of England and Wales. The parties will first attempt to resolve disputes in writing via contact@dropeat.co.uk. The courts of England and Wales have jurisdiction subject to mandatory jurisdiction rules, the other party's legal rights and overriding foreign mandatory provisions. Nothing in these B2B Terms excludes statutory protections applicable to the partners' individual end users.
19. Availability of terms and contact
These Terms can be accessed, saved and printed from the relevant website before a purchase. A revised version applies to an accepted order only where contractually valid or subsequently agreed. For commercial enquiries or complaints: contact@dropeat.co.uk.