Australia Self-Delivery Product Addendum
DoorDash Merchants
Self-Delivery Addendum Effective Date: February 1, 2024
This DoorDash Self-Delivery Product Addendum (this “Self-Delivery Addendum”) is incorporated into the Agreement. All capitalised terms used and not defined herein shall have the meanings ascribed to them in the Sign-Up Sheet in this Self-Delivery Addendum, or in the Terms of Service between the parties.
1.BACKGROUND
1.1. DoorDash owns and operates the DoorDash Platform that connects Merchants and Customers for Customers to place Orders for delivery fulfillment by Merchant.
1.2.The “Merchant” desires to market the availability of Merchant Locations through the DoorDash Platform.
1.3.Merchant’s use of the DoorDash Platform shall be referred to herein as the “Program”. For clarity, the Program will include each product, service, promotion, or program elected by Merchant in this Self-Delivery Addendum, as may be amended by the parties.
1.4.DoorDash is not a merchant, food preparation business, reseller, or delivery service; it is an online connection platform.
1.5.All dollar amounts (including any fees, charges, prices or amounts payable or receivable) listed or referred to in this Self-Delivery Addendum are (a) in Australian dollars, and (b) stated on a GST-inclusive (if any) basis, except where noted. GST will be payable at the same time as any amounts payable under this Self-Delivery Addendum.
2.DEFINITIONS
2.1.“Minimum Order Subtotal” means the minimum amount the Order must be (excluding fees, and tips) for the Small Order Fee not to be charged.
2.2.“Self-Delivery Fee” means, as set out in the Rate Card, the delivery fee set by the Merchant that the Customer is charged for a Self-Delivery Order. The Self-Delivery Fee will not be charged to Customers that place Self-Delivery Orders through DashPass.
2.3.“Self-Delivery Order” means an Order placed through the DoorDash Platform for delivery by Merchant’s or any Merchant Location’s delivery personnel.
2.4.“Small Order” means any Order that does not meet the Minimum Order Subtotal.
2.5.“Small Order Fee” means the fee Customer is charged for Small Orders.
3.RESPONSIBILITIES
3.1.DoorDash Responsibilities
(a)DoorDash will:
(i)promote Merchant, Merchant Locations, and the menu of Merchant Products at each Merchant Location through the DoorDash Platform;
(ii)accept Orders for Merchant Products through the DoorDash Platform from Customers;
(iii)forward each Order to the relevant Merchant Location;
(iv)if applicable, for Pickup Orders, notify the Customer to pick up the Order; and
(v)pay the Merchant as set out in Section 4 below, deduct the agreed applicable Commission, marketing fees for each applicable Order, subscription fees (if any), activation fees (if any), and any other fees (and, in each case, as may be adjusted by DoorDash as required by any applicable statute, regulation, executive order, or other legal requirement that is either temporary or permanent in nature).
(b)DoorDash reserves the right to take into account the impact of a Merchant’s conduct on both the customer experience and the DoorDash brand when determining the Merchant’s prominence, participation in programs such as DashPass, and/or availability on the DoorDash Platform. That conduct includes but is not limited to timeliness and accuracy of orders fulfilled, customer ratings and reviews, customer concerns regarding food quality or food safety, detrimental price inflation and/or customer complaints about price inflation, and any conduct that may violate our Partner Code of Conduct (accessible here).
(c)DoorDash acknowledges that Merchant is solely responsible for the prices of its menu items, which may vary based on factors such as location, time of the year, or competition from other restaurants. Merchant agrees that it will not charge the Self-Delivery Fee for Self-Delivery Orders through DashPass.
3.2.Merchant Responsibilities
Merchant will:
(a)provide DoorDash with Merchant’s menu, including the price of each item;
(b)monitor Merchant’s menu and store information on the DoorDash Platform, promptly make updates via the Merchant Portal to reflect the most up-to-date products, pricing and other information or immediately notify DoorDash of any errors or changes in writing (email is sufficient);
(c)accept and confirm Self-Delivery Orders from DoorDash in a prompt and timely manner;
(d)prepare Merchant Products for each Self-Delivery Order for delivery by Merchant’s delivery personnel or pickup by the Customer, as applicable, at the designated time;
(e)process Self-Delivery Orders in the order in which they are received;
(f)notify DoorDash of its days and hours of operation, including on holidays, and remain open for business on the DoorDash Platform the same days and hours of operation as Merchant’s in-store business; notify DoorDash of any changes to Merchant’s hours of operations on holidays; and notify DoorDash if Merchant closes earlier than Merchant’s standard hours of operation or plans to close earlier than Merchant’s standard hours of operation;
(g)notify all Merchant Location staff members of the relationship with DoorDash, and train staff members on receiving and fulfilling Self-Delivery Orders as soon as practicable upon execution of this Self-Delivery Addendum and on an ongoing basis;
(h)use its standard business practices to prepare Merchant Products that are the subject of each Self-Delivery Order and provide the same utensils, napkins, bags, and other materials that Merchant typically would provide in a standard take-out or delivery order;
(i)on an ongoing basis, review and confirm the transactions, fees and charges on orders via the Merchant Portal, and promptly communicate to DoorDash any inaccuracies; and
(j)if DoorDash collects and passes tips from Customers to Merchant, Merchant will distribute such tips in accordance with applicable law.
3.3.Additional Responsibilities for the Pickup Program
(a)During the Term, once DoorDash or Merchant’s point of sale provider enables the ability for Merchant to set different prices for Merchant Products under the PickUp Program than the prices for such Merchant Products for delivery, Merchant must ensure that pricing of Merchant Products under the PickUp Program is not greater than the pricing of the same Merchant Products for pickup:
(i)in-store; and
(ii)on Merchant’s own digital delivery channel, if any.
(b)In the event that Merchant increases the pricing of Merchant Products for pick-up above the in-store prices of the same Merchant Products, DoorDash may enforce the terms of this Agreement, including any combination of and not limited to:
(i)applying a higher Commission Rate to affected Self-Delivery Orders;
(ii)requiring Merchant to reimburse affected Customers for the difference between the price of the Merchant Product listed for pick up and the lower in-store price;
(iii)charging Merchant an additional fee; and/or
(iv)adjusting the pricing of Merchant Products available for pick up,
in addition to any other right or remedy available at law or in equity.
3.4. Additional Responsibilities for Merchant Products that are alcoholic
(a)Merchant agrees that its delivery personnel will deliver an Order from Merchant’s licensed premises only to the delivery address provided by the applicable DoorDash Customer.
(b)Upon delivering an Order, Merchant will procure that its delivery personnel will only deliver the Order if the DoorDash Customer:
(i)is at least the legal drinking age in the Applicable Jurisdiction; and
(ii)is not visibly intoxicated.
“Applicable Jurisdiction” means any jurisdiction that permits sales of Merchant Products that are alcoholic for pick-up or delivery from time to time during the Term.
4.FEES
4.1.DoorDash is entitled to the Commission in exchange for DoorDash promoting Merchant through the DoorDash Platform. The Commission for Self-Delivery Orders placed under the applicable DoorDash program is set out on the Rate Card.
4.2.DoorDash will remit the cost of Self-Delivery Orders fulfilled by Merchant each week, on a consistent day in the week following the week in which the Orders were fulfilled. The exact day in the week is subject to change with no less than 10 days’ notice by DoorDash to Merchant by email or service notification. The amounts remitted will include:
(a)the pre-tax total of all Self-Delivery Orders for the prior week (Monday-Sunday); plus
(b)Collected Taxes (as defined below) unless (i) the parties agree to an alternative arrangement in writing or (ii) DoorDash is required to collect GST or any other taxes from the Customer and remit such taxes directly to the tax authority; plus
(c)the Self-Delivery Fee charged for all Orders for the prior week; plus
(d)the agreed Small Order Fee charged for all Orders that do not meet the Minimum Order Subtotal the prior week; plus
(e)any tips provided by the Customer; less
(f)the aggregate Commission, agreed fees for marketing and promotional deals (if any), error fees associated with Merchant’s incorrect preparation of Orders, Order Equipment fees, any other fees charged by DoorDash to Merchant, and any applicable taxes on fees charged by DoorDash to Merchant (if any) for the relevant week.
4.3.Merchant agrees DoorDash may charge the Customer fees, including but not limited to delivery fees, service fees, surcharge fees, and small order fees where applicable in DoorDash’s sole discretion.
5.TAXES
5.1.DoorDash will charge and collect from Customers the applicable GST or similar taxes for the Merchant Products sold on the DoorDash Platform and applicable customer fees charged by the Merchant to the Customer (“Collected Taxes”).
5.2.Merchant is responsible for all taxes (including GST), duties, and other governmental charges on the sale of Merchant Products under the Agreement, and remitting such taxes, duties, and other governmental charges to the appropriate authorities. To the extent that DoorDash may be required to collect GST or any other taxes from the Customer and remit such taxes directly to the tax authority, DoorDash will inform Merchant that DoorDash will remit any applicable taxes to the tax authority and DoorDash will be relieved of any responsibility to remit such applicable taxes to Merchant.
5.3.Merchant is the “retailer” or “supplier” of Merchant Products for purposes of GST.
5.4.Merchant is responsible for setting the price (including GST) for each Merchant Product to be made available on the DoorDash Platform and providing such price (including GST) to DoorDash. The prices communicated to DoorDash will be the end prices (including GST) payable by the Customer.
5.5.For clarity, DoorDash will be responsible for the remittance of GST or similar tax related to Customer fees for services supplied by DoorDash, including but not limited to a Service Fee. Merchant will be responsible for the remittance of any GST or similar tax related to Customer fees for services supplied by Merchant, including but not limited to a Self-Delivery Fee and Small Order Fee.
5.6.Merchant is responsible for paying all taxes, duties, and other governmental charges imposed on any amounts charged by DoorDash under this Self-Delivery Addendum including, for example, value-added, goods and services, sales, use, transaction, transfer, excise, or withholding taxes.
6.PAYMENT PROCESSING
6.1.Merchant acknowledges that DoorDash uses a payment processor to collect Order amounts from Customers and remit payment to Merchant. In order to receive payment, Merchant is required to have an account with this payment processor during the Term.
6.2.DoorDash reserves the right to change its payment processor at any time during the Term and Merchant will provide DoorDash with any information required to set up a payment account with any such alternate payment processor.
7.ORDER EQUIPMENT
7.1.With respect to the DoorDash Platform, if Merchant does not integrate its POS system with the DoorDash Platform, Merchant will install the equipment agreed by the parties for Merchant to receive and process Orders, which may include: a tablet, fax machine, or other automated, electronic means of receiving Orders.
7.2.If the parties agree that any Order Equipment is provided by DoorDash, Merchant will pay DoorDash an Order Equipment Fee if set out in the Rate Card, in exchange for the right to use the Order Equipment to access the DoorDash Platform in order to receive, process, and accept Marketplace and PickUp Orders.
7.3.Any Order Equipment provided by DoorDash will remain DoorDash’s sole property and may be used solely in connection with the provision or receipt of services under the Agreement and for purposes related to fulfilling Merchant’s responsibilities under this Self-Delivery Addendum.
7.4.Merchant will inspect all Order Equipment, and must notify DoorDash in writing (email sufficient) if any Order Equipment is missing or was damaged as soon as practicable after discovering such damage.
7.5.Merchant is responsible for any damage to or loss of any Order Equipment provided by DoorDash (excluding ordinary wear and tear), which must be promptly reimbursed by Merchant (at the replacement cost). DoorDash may recover the replacement cost of damaged or lost Order Equipment by deducting such amount from weekly payments payable to Merchant.
7.6.Merchant agrees to pay all agreed subscription fees and deposits charged by DoorDash for Order Equipment, and agrees DoorDash may deduct such fees and deposits from amounts payable by DoorDash to Merchant.
8.REFUNDS AND SUPPORT
8.1.In the event a Customer submits a complaint about his or her Order via DoorDash’s support channels, DoorDash may, in its sole and reasonable discretion, issue a re-order, credit, partial refund, or full refund to such Customer.
8.2. Merchant must prepare the food to the same specifications as the original Order (in the case of a re-order) and bear the full cost of that re-order, credit or refund, as applicable, if the complaint was caused by Merchant or Merchant Products, including missing and incorrect Self-Delivery Orders or the delivery of Self-Delivery Orders by Merchant. For clarity, DoorDash shall not be responsible for any refund, credit or re-order that is caused by the delivery of Self-Delivery Orders.
9.TERM AND TERMINATION
This Self-Delivery Addendum begins on the Self-Delivery Addendum Effective Date and may be terminated pursuant to the terms of the Terms of Service.