Vendor agreement

You are an independent business. Nothing in this Agreement makes you our employee, agent, partner, franchisee or joint venturer, and neither of us may hold the other out as such.

You are the seller of every item you list. The contract for those items is formed between you and the customer. ìlúEats provides the ordering technology, takes payment on your behalf, and arranges collection and delivery.

You remain solely responsible for your premises, equipment, staff, suppliers, licences, taxes and insurance. You are free to sell through other channels; this Agreement is not exclusive unless separately agreed in writing.

This is the most important clause in this Agreement. By listing on ìlúEats you warrant, on a continuing basis, that:

• you hold and will maintain every registration, permit and licence your business requires under Nigerian law — including any state or local government premises and food handler permits, and NAFDAC registration for any packaged or processed product that requires it;
• your premises, equipment and storage meet applicable food hygiene requirements, and are cleaned and maintained accordingly;
• everyone who handles food for you is trained in safe food handling, is fit to do so, and does not handle food while suffering from a condition that could contaminate it;
• ingredients are sourced from legitimate suppliers, are within date, and are stored, thawed, cooked, held and cooled at safe temperatures;
• every item is fit for human consumption, safe, of satisfactory quality, and matches its description on the Platform — including its ingredients, portion, weight and photograph; and
• orders are sealed and tamper-evident before handover to a rider, and hot and cold items are packed so they arrive in the condition described.

You must keep records of your suppliers and batches sufficient to trace an ingredient back if a complaint is made, and produce them to us or a regulator on request.

You are responsible for the accuracy of every allergen and dietary statement on your listings. You must:

• declare the presence of common allergens — milk, eggs, fish, shellfish, peanuts, tree nuts, soya, wheat and sesame among them — in each item;
• answer allergen questions from us or a customer promptly and accurately, before the item is prepared;
• honour any allergy or dietary requirement recorded in an order note, or decline the order if you cannot safely meet it; and
• not describe an item as vegetarian, vegan, halal, gluten-free or free of any allergen unless that is true of the item as actually prepared in your kitchen, including cross-contact.

Tell us immediately, and update your listing, if a recipe or supplier changes in a way that affects an allergen statement.

You must tell ìlúEats immediately — and in any event within 24 hours — if you become aware of:

• an actual or suspected case of foodborne illness linked to your food, however it comes to your attention;
• contamination, a foreign object, or a batch or ingredient you have reason to believe is unsafe;
• a product recall or withdrawal affecting anything you sell; or
• any inspection, enforcement notice, prosecution, closure or licence suspension affecting your premises.

When we notify you of a customer food safety report, you must acknowledge it within 24 hours, investigate, and give us a written account of your findings — including relevant batch, supplier, temperature and staff records — within 5 business days.

We may suspend your store immediately and without notice where we reasonably believe there is a risk to customer safety, including while a report is being investigated or where reports cluster around your store. Suspension is a precaution, not a finding against you.

Where the law requires it, we will report an incident to NAFDAC, the FCCPC, or the relevant state or local health authority, and will cooperate fully with any investigation. You agree to do the same.

You agree to indemnify, defend and hold ìlúEats, its officers, employees, riders and contractors harmless against any claim, demand, loss, damage, fine, penalty, cost or expense (including reasonable legal costs and the cost of a recall) arising out of or in connection with:

• illness, injury, allergic reaction or death caused or alleged to be caused by an item you supplied;
• any item being unsafe, contaminated, unfit for consumption, or not as described;
• a breach of any warranty in clauses 3 or 4, or of any food safety, licensing, labelling or consumer protection law;
• your infringement of a third party's intellectual property or other rights, including through an image or menu you uploaded; and
• any act or omission of your staff, suppliers or contractors.

This indemnity survives the end of this Agreement. It does not apply to loss caused by our own negligence or breach — for example, damage caused by a rider after collection.

You must notify us promptly of any claim covered by this clause, and you may not settle or admit liability in a way that binds us without our written consent.