1. Introduction

1.1 These Terms of Use ("Terms") govern your use of TAKMOON FOOD SUPPLIES LIMITED ("Takmoon", "we", "us" or "our")'s services offered under the "OMAKASE" brand or any rebranded name in Hong Kong (the "Service"). By using the Service, you agree to these Terms, our Personal Information Collection Statement ("PICS") and our Privacy Policy Statement ("PPS").

1.2 Additional policies, rules and notices we publish form part of these Terms.

1.3 This Service is offered in Hong Kong as a short-term trial. Please see Clause 5 (Term) and Clause 23 (Service Term and Termination) for details.

2. Definitions

In these Terms, the following terms have the meanings set out below.

2.1 Account: Credentials used to access the Service.

2.2 Applicant: An individual or entity that applies to us for the Service.

2.3 User: An individual or entity that has entered into a contract with Takmoon for the Service.

2.4 Products: Food and related items supplied under the Service.

3. Changes to Terms

3.1 We may amend these Terms from time to time. We will provide notice of material changes at least 14 days in advance by posting on the Service or notifying you. Continued use after the effective date constitutes acceptance. If you do not agree, you may terminate as set out in Clause 24, in which case Clause 24.2 (pro-rata refund) applies.

4. Account Registration

4.1 You must provide accurate and complete information and keep it updated.

4.2 We may decline or suspend registration at our discretion, including where:

-  (a) the Applicant does not exist;

-  (b) the information provided is inaccurate, false or incomplete;

-  (c) the purpose of use is improper (e.g., evaluation or analysis beyond the permitted scope);

-  (d) the Applicant has previously breached these Terms or a related agreement with us;

-  (e) suspected unlawful activity or other reasonable grounds for concern exist;

-  (f) the Applicant, or any of its representatives or officers, appears on any applicable government sanctions or designated-parties list, or we otherwise reasonably believe the Applicant to be involved in unlawful activity; or

-  (g) the Applicant has previously been subject to a measure under Clause 18.3.

4.3 Where we decline to accept, or hold in abeyance, an application under Clause 4.2, we will notify the Applicant accordingly. We are not liable for any loss arising from our declining to accept, or holding in abeyance, an application.

4.4 You must promptly update your registered information through our designated method upon any change. Transactions and procedures conducted prior to such update may be based on the information as it stood before the update.

4.5 You must be at least 18 years of age to register for or use the Service in your own right. If you are under 18 years of age, you may only use the Service with the consent of, and under the supervision of, a parent or legal guardian, who must accept these Terms on your behalf and shall be responsible for your use of the Service and any charges incurred in connection with it. If such consent has not been obtained, you must stop using the Service immediately.

5. Term and Renewal

5.1 This Service is offered in Hong Kong as a short-term pilot/trial for a period of three (3) months from 24/8/2026 to 12/12/2026 (the "Trial Period"). We may extend, shorten, or discontinue the Trial Period, or transition the Service to a longer-term offering, at our discretion, and will notify Users in advance where reasonably practicable.

5.2 Subject to Clause 5.1, the contract term depends on your selected plan. Unless you cancel at least 7 days before expiry via our designated method, the contract renews on the same terms.

6. Use of the Service

6.1 You must use the Service in accordance with these Terms and applicable laws at your own responsibility, including securing your devices and network.

6.2 Third-party app stores or distribution services are not guaranteed and may change or cease without liability on our part.

7. Delivery (Hong Kong)

7.1 Delivery addresses are limited to areas we designate within Hong Kong.

7.2 Delivery dates and time windows depend on plan, inventory and logistics. We do not guarantee exact delivery times. If delivery fails due to an incorrect address, your absence, or your refusal to accept, we may treat the Products as abandoned after the designated period and dispose of them without liability.

7.3 Deliveries under the Service shall be made by hand-to-hand delivery directly to the User or an authorised recipient, through a delivery company we engage (the "Delivery Company"), which shall be responsible for the delivery to the User in accordance with the Delivery Company's terms.

7.4 The delivery address must be accessible by elevator (an exception is granted for a single flight of stairs at the ground level entrance of the building consisting of fewer than 20 steps). Any other delivery locations that cannot be accessed by elevator shall be limited to ground floor delivery only. If stairs are required for delivery, a surcharge of HK$40 per floor will apply (for the purpose of calculating this fee, a maximum of 20 steps shall be deemed as one floor).

7.5 Scheduled delivery dates and times may not be met due to public holidays of our distribution center (Hong Kong), adverse weather conditions, or operational closures of third-party delivery providers. In such events, we reserve the right to reschedule the estimated delivery date in advance and shall not be held liable for any delays arising from these circumstances.

8. Inability to Deliver

Due to unforeseen weather, accidents, stock-outs or courier issues, we may offer substitutes or suspend delivery at our discretion. We are not liable for resulting losses, except as required by law.

9. Order Changes, Returns and Refunds

9.1 Order changes/cancellations must be made by the cut-off date/time specified on the Service.

9.2 Perishable Products are generally non-returnable and non-refundable unless required by law. Quality deterioration due to late collection, long storage (including parcel lockers), or improper handling after delivery is not our responsibility.

9.3 If Products are returned due to your long absence or refusal to accept, fees may still apply unless we are at fault.

10. Company-Initiated Cancellations for Safety and Quality Reasons

10.1 We may, acting reasonably and in good faith, cancel any order (in whole or in part) where unexpected surges in demand, staffing constraints, production limitations, or other operational factors make it impracticable to prepare the Products to our required safety and quality standards.

10.2 Where such cancellation occurs, we will notify the User as soon as reasonably practicable and refund the fees paid for the affected, undelivered Products, unless the User agrees to an alternative arrangement.

10.3 Except as required by law, we are not liable for further losses arising from such cancellations, provided that we have taken reasonable steps to manage capacity and fulfil orders.

11. Service Changes

We may add, modify or remove features. We do not guarantee that all prior features or performance levels will remain.

12. Accounts and Passwords

You are responsible for safeguarding your Account and credentials and all activities under your Account. We are not liable for unauthorised use, except as required by law.

13. Personal Data

We handle personal data in accordance with our Personal Information Collection Statement (PICS), our Privacy Policy Statement (PPS) and the Personal Data (Privacy) Ordinance (Cap. 486) ("PDPO"). Where we share User information with our business partners for the purposes of operating, improving or supporting the Service, we will do so in accordance with the PDPO, our PICS and our PPS. We may use User personal data to send direct marketing communications about our (and, where applicabl’e, our business partner’s) products and services, where the User has given consent in the manner set out in our PICS. We do not provide User personal data to our business partners or any other third party for that party’s own use in direct marketing, unless we have first obtained the User’s written consent as required under the PDPO. A User may withdraw consent to direct marketing at any time, free of charge, as set out in our PICS.

14. Fees

Fees are as set out on the Service and payable in Hong Kong dollars unless stated otherwise.

15. Payment

15.1 You must pay fees and applicable taxes by the due dates via our designated methods. Fees remain payable during the contract period even if you do not use the Service, except as required by law.

15.2 Paid fees are non-refundable unless required by law.

15.3 Any remittance or transfer fees and other costs necessary for payment are your responsibility.

16. Late Payment

Late amounts may accrue interest at the rate of 14.6% per annum, or the maximum rate permitted under Hong Kong law, whichever is lower.

17. Subcontracting

We may subcontract all or part of our operations. We remain responsible for managing subcontractors.

18. Prohibited Conduct

18.1 You must not:

-  violate laws, regulations or these Terms;

-  infringe the intellectual property, portrait or privacy rights of us or any third party;

-  engage in criminal, fraudulent, abusive or otherwise harmful activities, or acts contrary to public order and morals;

-  transmit malware, viruses or other harmful computer programs;

-  alter information relating to the use of the Service, or transmit data exceeding volumes we designate;

-  damage our credit, reputation or that of the Service, or interfere with other Users' use of the Service;

-  gain unauthorised access to, or interfere with the provision of, the Service, or engage in cracking or similar conduct;

-  reverse engineer, decompile or attempt to obtain the source code of software comprising the Service;

-  use another User's account, or view, alter or falsify another User's data; or

-  engage in any other conduct we reasonably consider inappropriate.

18.2 A User who falls under any of the foregoing immediately loses the benefit of time on all outstanding obligations owed to us and must pay them in full without delay.

18.3 We may suspend or terminate a User's access without prior notice for any breach of this Clause, and are not liable for any resulting loss.

19. No Warranties; Allergens

19.1 The Service and Products are provided "as is" and "as available." We do not warrant uninterrupted or error-free operation or fitness for a particular purpose. Nothing in these Terms excludes or restricts our liability for death or personal injury caused by our negligence, which cannot be excluded under the Control of Exemption Clauses Ordinance (Cap. 71).

19.2 Products may be produced in facilities that handle allergens and are not guaranteed to be free from allergens. If you have allergies, please consult a medical professional before using the Service. Users who have previously experienced a food allergy reaction must obtain the advice of, and consent from, a medical professional before agreeing to these Terms. We are not liable for allergic reactions, except as required by law.

20. Intellectual Property

All intellectual property rights (including copyright) in the tangible and intangible components of the Service (including software, databases, icons, images, text, manuals and related documentation) belong to us or to third parties who have licensed such rights to us. No rights are granted to any User except as expressly set out in these Terms.

21. User Responsibility

21.1 You are responsible for your use of the Service and all consequences thereof, including the registration, viewing, deletion and transmission of information.

21.2 Products are freshly prepared and intended to be consumed promptly. Please store and consume the Products in accordance with the instructions provided on the packaging or with the Order (for example, refrigeration and recommended consumption period). We are not liable for any loss arising from consumption of a Product after its recommended consumption period, except where this is due to our fault.

21.3 Where you cause damage to a third party in connection with your use of the Service due to reasons attributable to you, you must resolve the matter at your own responsibility and expense.

22. Service Suspension

We may suspend or interrupt the Service without notice for maintenance, security, system failure, legal compliance, or other reasonable grounds. We are not liable for resulting losses, except as required by law.

23. Service Term and Termination

23.1 As set out in Clause 5, this Service is provided as a short-term trial and is scheduled to end upon expiry of the Trial Period.

23.2 Where we discontinue all or part of the Service before the Trial Period ends, or decide not to continue the Service after the Trial Period, we will use reasonable efforts to notify Users in advance, except where circumstances beyond our control require shorter notice.

23.3 We are not liable for any loss resulting from the expiry, discontinuation or non-continuation of the Service under this Clause, except as required by law.

24. User Termination

24.1 You may terminate during your contract period by notifying us as specified. Except as set out in Clause 24.2, or as otherwise required by law, fees for the contract period remain payable and are non-refundable.

24.2 Where you terminate under Clause 3.1 because you do not agree to a change to these Terms, we will refund the fees you have paid for the then-unused portion of your current contract period, calculated on a pro-rata basis. This Clause 24.2 applies only to a termination under Clause 3.1 and not to any other termination under Clause 24.1.

25. Termination by Us

We may terminate immediately where: you materially interfere with our business; you become insolvent, enter liquidation, or a similar event occurs; your operations are suspended by a regulator or a required licence is revoked; you default on payment; or you otherwise materially breach these Terms and fail to remedy such breach within 14 days after written notice. We are not liable for any resulting loss, except as required by law.

26. Confidentiality

26.1 "Confidential Information" means all information relating to our technology, business, operations, finances, organisation and other matters that a User comes to know, or that is disclosed or provided to a User in writing, orally, by electromagnetic recording medium or by other means, in connection with these Terms or the Service, except information that:

-  (a) was already public knowledge, or already known to the User, at the time of disclosure;

-  (b) becomes public knowledge after disclosure through no fault attributable to the User;

-  (c) was lawfully obtained from a third party without an obligation of confidentiality; or

-  (d) was independently developed by the User without reference to the Confidential Information.

26.2 The User must not disclose, provide or leak Confidential Information to any third party, and must use it solely for the purpose for which it was disclosed or provided, without our prior written consent, except where disclosure is required by law, a court order or a government authority (in which case the User must, where legally permitted, notify us promptly).

26.3 We may disclose a User's information, including Confidential Information, to our business partners for the purpose of operating, improving or supporting the Service, subject to the PDPO and our Privacy Policy.

26.4 Upon our request, the User must return or destroy Confidential Information and any copies thereof.

27. Notices

We may notify you via email, our website, in-product notices or messaging tools. Notices are deemed given when sent or posted.

28. Indemnity and Limitation of Liability

28.1 If a User breaches these Terms, or causes us damage (including reasonable legal fees) in connection with the use of the Service, the User must indemnify us for such damage.

28.2 Except where we have acted with wilful misconduct or gross negligence, we are not liable for any loss suffered by a User arising out of or in connection with the Service.

28.3 Where we are liable under Clause 28.2, our aggregate liability for any claim shall not exceed the total fees paid by the User for the Service during the six (6) months preceding the event giving rise to liability, and we shall not be liable for indirect, incidental, special or consequential losses.

28.4 Nothing in these Terms excludes or limits liability for: (a) death or personal injury caused by negligence, which cannot be excluded under the Control of Exemption Clauses Ordinance (Cap. 71); (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited under the laws of Hong Kong.

29. Assignment

29.1 You may not assign or transfer your rights or obligations under these Terms without our prior written consent.

29.2 We may assign our rights and obligations in connection with a corporate reorganisation, merger, acquisition or business transfer, and the User is deemed to consent to such assignment in advance.

30. Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid or unenforceable provision shall be deemed modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

31. Force Majeure

We are not liable for any failure or delay in performance due to events beyond our reasonable control, including natural disasters, war, strikes, governmental actions, or failures of telecommunications or logistics.

32. No Third Party Beneficiary

This Agreement is solely for the benefit of the parties and their successors and permitted assigns, subject to the restrictions on assignment in Clause 29. A person who is not a party to this Agreement has no right to enforce any of its terms, and the Contracts (Rights of Third Parties) Ordinance (Cap. 623) shall not apply to these Terms.

33. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Hong Kong Special Administrative Region. Any dispute arising out of or in connection with this contract, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre ("HKIAC") in accordance with the HKIAC Administered Arbitration Rules in force at the time of the arbitration, which rules are deemed to be incorporated by reference into this clause. The seat of arbitration shall be Hong Kong. The tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English.