Agreement Summary

Here are the main points of the FoodPapa agreement and the accompanying Standard Operating Procedures (SOPs) for Vendors (restaurants/homechefs), summarized for clarity:

1. The Relationship and Roles

Provider (FoodPapa) is an Agent: FoodPapa acts as an independent contractor and agent for the Vendor, not a partner.
Vendor Accepts/Rejects Orders: FoodPapa transmits customer orders, and the Vendor decides whether to accept or reject the order.
Provider Handles Payment and Delivery: If the Vendor accepts an order, FoodPapa handles food delivery (in the "Territory" of Pakistan) and accepts the payment.
Provider Deducts Fees: Payment is collected on the Vendor's behalf, and FoodPapa transmits the funds after deducting service and delivery fees.
Authority to Negotiate: The Vendor grants FoodPapa full authority to conclude and negotiate contracts with customers and to promote the Vendor's offers on the platform.

2. Fees, Payments, and Financials

Payment Process (Provider Delivery): FoodPapa collects all order payments, and the Vendor is reimbursed monthly (or weekly) after FoodPapa deducts commissions, service fees, delivery fees, and applicable taxes/bank fees.
No Commission Period: FoodPapa will not charge commission for 45 days after the official launch (scheduled for June 20, 2025).
Service Fees:
- Bank Service Charge: 1.6% will be charged to the Vendor for all online payment orders.
- Listing Fee: Vendor must pay a PKR 400 monthly listing fee.
- Equipment/Platform Usage Fee: Vendor pays a monthly rental fee of Rs. 4,999 for equipment/hardware.
Vendor Delivery Payment: If the Vendor delivers, they must remit FoodPapa's fees to FoodPapa via bank transfer or check within seven (7) days of receiving the invoice.
o Failure to pay within 25 days can lead to suspension and requires a PKR 25,000 reactivation fee.

3. Vendor Responsibilities (Agreement & SOPs)

A. Order Processing and Timelines

Step	Vendor Responsibility	Time Limit / Rule
Confirmation	Immediately confirm the order on the application. If an item is unavailable, immediately call/chat the customer to offer a replacement.	5-Minute Rule: Must accept or reject the order no later than five (5) minutes from the time it was made available.
Preparation	Enter the estimated preparation time on the application. Prepare and fulfill the order without delay.	Preparation time should not exceed 30 minutes (per company policy).
Handoff	Immediately update the status on the application to "Handover" once fully prepared.	Order must be transferred to the rider along with the required cutlery.

B. Food Quality, Hygiene, and Packaging

Quality and Portions: Food must be of the same size and quality as portions provided to direct customers.
Food Safety/Hygiene: Staff preparing food must wear hair nets and gloves. All mandated temperature standards must be followed. Vendor promises to comply with a high-level of hygiene care (e.g., short nails, trimmed hair, clean garments).
Packaging: Orders must be packaged in leak-proof and tamper-evident food-grade packaging. Hot and cold items must be separated. The invoice/bill must be included in the package.
Liability: Vendor is solely responsible and liable for all customer queries/complaints regarding food contents, quality, missing/wrong items, and any consequential effects. Vendor must indemnify FoodPapa from any claims related to food quality deficiencies (e.g., food poisoning).

C. Pricing and Exclusivity

Identical Pricing: Prices on FoodPapa must be identical to real-time prices on other ordering channels (phone, website, etc.), including delivery fees and promotions.
Menu Changes: Menu Information (in "Appendix C") can only be changed after informing FoodPapa in writing at least two (2) business days in advance. Changes should not occur more than once per month.
Delivery Prohibition: Vendor is strictly prohibited from using any third party or FoodPapa competitor to deliver orders processed through the platform. Breach is a material breach leading to immediate termination

4. Penalties and Reputation Protection (SOPs)

A strict penalty system is in place for non-compliance with the SOPs.

Mistake Code	Description	First Offense	Second Offense	Third Offense
A, B, E	Excessive delay in order process (confirmation, preparation, or handoff)	Warning and Performance Review	Fine of RS. 1000	Temporary Suspension
C	Violation of Food Safety/Hygiene rules	Strict Warning, Audit, and Fine	Fine of RS. 3000	Permanent Termination
D	Incorrect/Poor Packaging	Warning and Packaging Training	Fine of RS. 2000	Order Cancellation Fee (Rs. 500)

Zero Tolerance: FoodPapa has a zero tolerance policy for issues related to food safety and severe customer misconduct.
Audits and Training: Regular audits of vendor hygiene will be conducted. All new Vendors must undergo mandatory, comprehensive training on SOPs and food safety standards.

5. Agreement Term and Termination

Term: The agreement is for one year and automatically renews unless the Vendor provides written notice of termination 30 days prior.
Termination Rights: Termination can occur: o By either party for convenience with five (5) days' prior written notice.
- Immediately in the event of a material breach.
- If a breach is not remedied within two (2) business days of notification.
- Immediately if damages arise from the negligence, recklessness, or malicious conduct of either party.
- Permanent Termination from the platform for a third offense of food safety/hygiene violations (SOPs).
Jurisdiction: Any dispute is governed by the laws of Pakistan and subject to the exclusive jurisdiction of the courts of Karachi. Parties must first endeavor to amicably resolve the dispute within thirty (30) days

The Parties to this Agreement have fully read and understood the above Agreement in full and all sections and provisions of the Agreement. Furthermore, the Parties agree to the aforementioned terms and conditions and assure that the information provided in the information sheet is accurate. Both Parties will receive a signed and dated copy and Vendor will provide Provider with a hardcopy menu.