Terms and Condition

Please carefully read the terms and conditions ("Terms and Conditions") beneath before ordering for any of the Goods or Services from http://www.mealtime.ng. By placing a meal order from this Website, whether it is by mobile phone, through our mobile applications or by some other accessible channel, you consent to these Terms and Conditions. We reserve the right to change, alter or update the terms and conditions of this Agreement at any time without prior notice. Modifications shall become effective immediately upon being posted at http://www.mealtime.ng website. The continued use of the Service after updates are posted is an acknowledgment and approval of the Agreement and its amendments.

Section 1:

Mealtime Food Introduction

We are Mealtime a food delivery service company, a brand of http://www.mealtime.ng, unless stated otherwise.

Section 2:

Definitions

2.1. "Agreement" refers to these Terms and Conditions (T&Cs), the Privacy Policy, any payment instructions that you have provided and any other form that we may provide you with;

2.2. By "Privacy Policy" we refer to the policy accessible on our Website and mobile application that details how personal data are collected and stored;

2.3. "you", "your" and "yours" are refers to you, the individual who accesses this Website and places orders for the Mealtime Goods or Services we showcase on it. Entry through any other channel provided by Mealtime will also bound you to these Terms and Conditions;

2.4. "we", "us", "our", and "Mealtime" are references to the Company;

2.5. "Goods" refers to any goods that we may sell on our website for purchase from time to time;

2.6. "Service" or "Services" means any service that we can provide and that you may request via our Website and Mobile platform;

2.7. "Partner Restaurant" is a third party that has agreed to collaborate and partner with Mealtime in the preparation and/or delivery of the Goods or services.

2.8. 'Food Delivery' refers to perishable goods and any form of delivery service provided by both our Partner Restaurants and for which our Partner Restaurants are completely responsible;

2.9. "Website" is a reference to www.mealtime.ng website, our mobile apps or any other forum we choose to provide our products or services.

Section 3:

Ordering

3.1. By placing the order via our Website, you enter into a contract with Mealtime regarding the processing and delivery of that order to the Participating Restaurant. If you pay online via our website and mobile platform, Mealtime will be liable for any returns or refunds. The Restaurant is however also responsible for the preparation, quality and delivery of your order. You consent to give us your information with particular care, and guarantee that these details are correct and full at the time of ordering. You must warrant that you have the credit or debit card information with your own credit or debit card and that you have sufficient funds to make the payment.

3.2 Any food that you can purchase from this website is only intended for use. Resale of Food or work as a third party agent is forbidden under this Agreement. You can only contract the Services while you are working as a principal.

3.3. You may be required to provide an e-mail address and password when ordering from this Website. You must ensure that you keep the combination of these details secure and do not provide this information to a third party.

3.4. Any request you place on our website will be subject to availability, capacity of delivery and acceptance by us. If you put an online order we will call you to confirm receipt of the order. The fact that you are getting a call from us doesn't automatically mean we can fulfill your request. After we've called you, we'll verify your meal availability and delivery capacity.

3.5. The confirmation call will specify delivery details including the approximate delivery time specified by the restaurant and confirm the price of the Food ordered.

3.6. If the Food ordered is/are not available or if there is no delivery capacity, we will also let you know by phone call.

Other Terms and Conditions

● All liability with respect to the goods purchased lies with the respective sellers and Mealtime shall be in any way responsible for the same.

● These Terms and Conditions shall be governed by and construed in all respects in accordance with the laws of the Federal Republic of Nigeria.

● In the event of any dispute, or disagreement between the parties in relation to this Agreement, the Parties shall at first, meet to negotiate in good faith to settle the matter amicably. Where Parties fail to resolve any matter within 21 days, it shall be referred to a sole Arbitrator to be appointed by the parties herein, or in the absence of such agreement, to an Arbitrator appointed by the High Court of Lagos State.

● The provisions of the Arbitration and Conciliation Act (Cap A18) Laws of the Federation of Nigeria 2004 shall apply to the arbitral proceedings. The decision of an Arbitrator appointed under this clause shall be final except where there is a manifest error in law or fact or miscarriage of justice.

Section 4

Vendor Agreement:

Recitals

WHEREAS, the company is engaged in the business of online Vendor ordering services whereby the general public may order food and other items from a variety of Vendors for pickup or delivery. WHEREAS, the vendor desires to enrol with the company and sell their products or services on the company’s platform; NOW, THEREFORE, in consideration of the foregoing recitals and mutual agreements herein contained, and for other good and valuable consideration, adequacy of which is hereby

1. Term

This Agreement shall be binding for a period of 3 Months from the effective date. The contract should be renewed every 3 months.

2. Services to be Performed by Company

The following services would be provided by the company: The company will receive and record orders from customers Mondays to Saturdays between the hours of 9am to 5pm through their web-based ordering system. Pickup and Delivering orders will be available during those hours.

The company would be responsible for delivering products to the customers.

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3. Services to be Performed by the Vendor

Upon receipt of an order from a customer, MealTime will send the order to the email address and send an sms alert. The Vendor is expected to the following:

a) Accept and confirm availability of product

b) Package the order

c) Deliver service to the customer at the agreed date and time (for services)

d) Deliver products within 24 hours after receiving the order

4. Pricing

The company will charge 5% of each order placed as their service charge. This also includes promotions offered by the vendor.

5. Returns and Refunds

Returns and refunds will be made under the following conditions:

Returns will be made to the vendor if the customer gets a damaged product. The vendor would be prompted to refund the money to mealtime, if they have already been paid for a returned item.

6. Statement and Payments

a. Once payment is made the company will accept payment on behalf of the vendor and payout 48 hours after delivery.

b. A breakdown of all the sales done would be available and sent to the vendor weekly.

c. Further, as the products are to be treated as ‘taxable’. Company shall pay the Vendor the taxable amount for the orders. This allows the Vendor to pay sales taxes.

7. Modification of Prices

Any changes to the prices of the products or services shall be approved by the company before it goes live on the website. Company is expressly prohibited from modifying, revising or otherwise amending the prices without prior written consent from the Vendor.

8. Valid License and Liability Insurance

a. The company requires that all certificates and permits from AMAC (Abuja Municipal Area Council) should be valid and updated upon renewal by the Vendor.

b. CAC certificate should be sent to the company

9. Independent Contractor

The Relationship of Company to the Vendor shall be an independent contractor and is solely for the purpose and to the extent set forth in this Agreement. Company is not a partner, a joint venture, nor a member of a joint enterprise with the Vendor.

10. Indemnification

Company agrees to indemnify and hold the Vendor harmless from and against all losses, damages liabilities, and claims arising or resulting from the use by the public of the Company’s services, any injury to person or damage to property caused by the negligence or misconduct of Company, its employees, agents, or independent contractors, arising or resulting from the handling the orders. Vendor agrees to indemnify and hold the Company harmless against any losses, claims, damages, liabilities or expenses, joint or several, suffered or incurred by Company by reason of any injury to person or damage to property caused by the negligence or misconduct of the Vendor arising or resulting from the preparation or delivery of the product by the Vendor.

11. Duties And Obligations

i. Company shall be responsible for handling and responding to any and all customer requests and complaints. Company shall further be responsible for making restitution to customers for any errors in orders, problems with the product, incorrect orders, arising from the company's failure to properly transmit an order, or problems in the delivery of a customer order. The Vendor shall Reimburse Company for all restitution paid to customers, provided that such restitution was reasonably necessary due to the negligence of the Vendor in the preparation or delivery of a customer order. At the Vendor’s request, the Company shall provide a summary of any such matters. If the order is for pickup, at the Company’s request, the Vendor shall provide a summary of such matters.

ii. During the term of this Agreement, the Company shall advertise and promote its services by distributing and delivering products advertised on the website which includes the products of other participating Vendors. During the terms of this Agreement, any literature or documentation distributed by Company to prospective customers shall only use the Vendor trademarks and the price list. Furthermore, all advertising and promotional material containing any of the Vendor trademarks or price list shall disclose the fact that Company is not a partner or joint venture of the Vendor.

iii. As this Agreement relates to the posting of a website that advertises business and lists the Vendor(s) as a service provider on such website the Company agrees to the following guidelines: (i) to avoid distorting the trademark; (ii) to not alter the graphics design or the colour, and (iii) to always use the proper registration symbol. The permission granted herein is limited solely for use by Company in connection with services provided pursuant to this Agreement. The Vendor may at any time in its sole discretion revoke this authorisation.

12. Rights of the Company

The Company reserves the right to sell its contracts with the Vendors to other service providers. In the event, the Company decides to transfer its websites to another provider, the current contracts will also be transferred. Upon such transfer, the contracts shall continue to be valid and enforceable between the new service provider and Vendor unless otherwise provided in a subsequent contract or Agreement.

The Company shall have the right to post removable marketing materials on all the Vendor tables. The Vendor shall be obliged to supply the marketing material along with the order every time they deliver any order received either from the Company or from any other provider. The marketing materials referred to in this clause and clause 3 shall be provided by the Company.

13. Terms & Termination

This Agreement shall be effective from the effective date and shall continue to be in full force and effect unless terminated (a) by mutual consent of both parties; (b) upon the insolvency, cessation of business operations, or bankruptcy of either party. The Vendor shall terminate the contract only after the completion of the above minimum contract period.

Notwithstanding anything in this clause to the contrary, this Agreement may be terminated upon 7 days’ written notice by either party to the other, with cause having been shown.

14. Breach and Termination

a. A breach of this Agreement shall be deemed to arise where either party commits a breach or default of any of the fundamental or material terms or covenants of this Agreement.

b. In the event of a breach or default occurring hereof the defaulting party shall not later than ten (10) working days from the date of receipt of a Notice of Complaint in writing from the innocent party drawing attention to the breach or default take necessary and reasonable steps to remedy the breach or default.

c. Where the breach or default is not remedied, the innocent party shall give to the defaulting party seven (7) working days’ notice in writing of its intention to terminate this Agreement. Such termination shall not affect the accrued or subsisting rights, obligations and or interests of the parties.

d. In the event parties hereto are both at fault, then they shall bear the respective liabilities for the breach in accordance with the actual faults committed by the parties.

15. Survival of Causes of Action

The termination of this Agreement however occurring shall not affect the rights of the parties already accrued at such time nor affect the continuance in force of such of its provisions as are expressed as or capable of having effect after such termination.

16. Force Majeure

Any delay in or failure of performance of this agreement by either party hereto shall not constitute default by such party or give rise to any claim for damages against it if such delay or failure of performance is caused by force majeure such as but not limited to acts of God, acts of war or revolution, civil commotion, strikes, flood, earthquakes, destructive lightning, epidemic or other circumstances which are beyond the reasonable control of the parties affected and which they could not reasonably foresee and guard against and which by exercise of reasonable care and diligence they are unable to prevent.

17. Dispute Resolution

In the event of misunderstanding that may lead to the termination of the Agreement due to infringement of the terms and conditions herein, the two parties are to provide two representatives and a neutral and mutually agreed fourth party to mediate on the matter before coming to a conclusion.

18. Entire Agreement

The Agreement contains the entire agreement between the parties relating to the rights herein granted and the Obligations herein assumed. Any oral representations or modifications concerning this Agreement shall be of no force and effect except a subsequent modification in writing signed by all parties hereto.

19. Notice

Each party agrees to provide to the other party written notice in the event of a change of address or change in ownership within Two weeks of such change. All notices given pursuant to this Agreement shall be in writing and shall be given In person, by overnight courier, or by mail (registration or certified mail, postage, prepaid, return receipt requested) to their respective address.

20. Time is of the Essence

Time is of the essence with respect to each provision of this Agreement. Failure on the part of any party hereto to complain of any act or failure to act, of the other party, or to declare the other party in default hereunder, regardless of how such failure continues, shall not constitute a waiver of the rights of such party hereunder.

21. Attorney’s Fees

If any legal action is necessary or if a lawyer is retained to reinforce this Agreement, the prevailing Party shall be entitled to reasonable attorney’s fees in addition to any other relief to which that Party may be entitled.

22. Amendments

Any Agreement shall be amended by the Parties only by a written agreement duly signed and executed by both parties.

23. Prior Agreements Superseded

This Agreement shall supersede and replace any and all prior agreements entered into or otherwise agreed to between the parties.

24. Applicable Law

This Agreement shall be governed by the laws of the Federal Republic of Nigeria

25. General

a. The provisions of this Agreement are severable. Any determination that any provision of this Agreement is illegal, void or unenforceable shall not affect the validity of any other provision of this Agreement.

b. This Agreement shall be binding on all the parties, their assigns and successors-in title. This Agreement shall not confer any rights upon any person other than the parties named herein. The parties hereto shall have no obligation or duty hereunder to anyone other than a party named herein.

c. Nothing in this Agreement shall constitute or be deemed to constitute a partnership between the parties or render a party an agent of the other for any purpose whatsoever. Neither party shall have the power and authority to bind the other to contract or to create any liability whatsoever.

d. This Agreement or any right, duty or obligation undertaken is not assignable or transferable partially or entirely, by any party without the prior written consent of the other party. Any attempt to assign any of the rights, duties or obligations of this Agreement without such consent is void.