PARTIES AND STATUS

1. These Terms are between Nep Meals Technologies Private Limited (trading as "NepMeals") and the registered Delivery Partner.
2. Delivery Partners operate as independent contractors unless a different written arrangement is executed.
3. Nothing in these Terms creates employer-employee, agency, or partnership status unless mandated by law.

ONBOARDING AND CONTINUED ELIGIBILITY

1. Delivery Partner must provide accurate identity, vehicle, licensing, bank, and compliance documents.
2. Delivery Partner must maintain valid legal authorization and promptly update expired or changed records.
3. NepMeals may verify records and may suspend access for missing, invalid, or suspicious documentation.

SERVICE STANDARDS

1. Pickup and delivery must be completed in timely, professional, and safe manner.
2. Delivery Partner must follow app workflow, pickup protocol, handoff protocol, and proof-of-delivery requirements.
3. Order tampering, unauthorized opening, consumption, substitution, or false completion events are prohibited.

SAFETY AND LEGAL COMPLIANCE

1. Delivery Partner must comply with traffic laws, vehicle laws, and safety regulations.
2. Required safety gear and lawful driving behavior must be maintained.
3. Delivery Partner is responsible for fines, penalties, and liabilities arising from personal legal violations.
4. The Delivery Partner shall report serious incidents, including but not limited to accidents, injuries, assaults, theft, police intervention, tampering allegations, or major safety events, to NepMeals as soon as practicable and, in any case, within one (1) hour of becoming aware, followed by a written incident summary within twenty-four (24) hours.
5. The Delivery Partner is responsible for maintaining any insurance or statutory coverage required by applicable law for delivery operations and shall provide valid proof of such coverage upon reasonable request by NepMeals.

ACCOUNT SECURITY AND NON-TRANSFER

1. Account credentials are personal and must not be shared.
2. Unauthorized account transfer, rental, or proxy use is prohibited.
3. Compromised account events must be reported immediately.

EARNINGS, PAYOUTS, AND DEDUCTIONS

1. Earnings may include base delivery amounts, distance/time components, incentives, and authorized adjustments.
2. Payouts follow platform settlement cycles and may be affected by holidays, bank processing, and verification holds.
3. NepMeals may withhold or adjust payouts for fraud review, chargeback-related checks, unresolved disputes, policy breaches, or legal/regulatory requirements.
4. Earnings model components (including rates, incentives, payout cycles, and deduction categories) may be specified in a rider payout schedule, policy addendum, or approved in-platform acceptance record associated with the Delivery Partner account.
5. NepMeals may update general payout policy frameworks from time to time with prior notice through the Platform or registered communication channels.
6. Except where shorter notice is required by applicable law, regulator direction, tax mandate, or payment-network rule, NepMeals shall provide at least seven (7) calendar days' prior notice for general payout policy changes.
7. Any Delivery Partner-specific earning-rate or account-level payout-term change requires express acceptance by the Delivery Partner and NepMeals through a verifiable method (including in-app acceptance, verified email confirmation, or signed addendum), unless a change is required by applicable law, tax requirement, regulator direction, or payment-network rule.
8. Where payout is withheld for fraud, risk, or compliance review, NepMeals shall conduct and document reasonable periodic review of such hold and release any undisputed amounts as soon as reasonably practicable, subject to applicable law or regulatory constraints.
9. For these Terms, "Gross Rider Earnings" means rider-credited earning amounts for completed eligible deliveries as recorded by NepMeals before deductions and adjustments, and as further defined (if applicable) in the applicable payout schedule.
10. Net payable amount shall be calculated from Gross Rider Earnings less applicable deductions, adjustments, chargebacks, taxes/statutory deductions, penalties validly imposed under policy, and other lawful offsets.
11. Delivery Partner must raise settlement disputes with supporting evidence within 7 calendar days from the timestamp when the payout/settlement statement is made available on the Platform.
12. If no dispute is raised within this period, the statement is deemed accepted and final, except for corrections arising from fraud, legal or regulatory obligations, or clear computational or system error.

REFUNDS, CHARGEBACKS, CASH-HANDLING, AND ADJUSTMENTS

1. Delivery Partner must comply with cash-on-delivery (COD) handling, remittance, and proof requirements where applicable.
2. NepMeals may recover rider-attributable losses resulting from verified misconduct, non-remittance, false completion, or policy breach, subject to applicable law.
3. If refunds, chargebacks, reversals, penalties, or other lawful deductions exceed the Delivery Partner's payable balance, NepMeals may carry forward such deficit, set off the amount against future settlements, or issue an invoice payable by the Delivery Partner within seven (7) calendar days or such longer period stated in the invoice, unless otherwise agreed in writing.
4. Failure to pay such invoiced amount within the specified period may result in suspension of the Delivery Partner account after notice and/or recovery through lawful means.
5. Allocation of refund or chargeback liability shall be determined based on reasonable evidence, including but not limited to platform records, timestamps, order logs, communication records, proof of delivery, images, and other transaction data available to NepMeals.
6. Platform records and system logs maintained by NepMeals shall constitute prima facie evidence in dispute review, unless proven otherwise through clear and verifiable evidence.

PROHIBITED CONDUCT

1. Harassment, discrimination, threats, unsafe behavior, intoxicated service, and criminal activity.
2. False status updates, fraudulent claims, collusive activity, and support abuse.
3. Any conduct that endangers users, merchants, public safety, or platform integrity.
4. Delivery Partner shall not directly or indirectly solicit, redirect, or transact off-platform with users or merchants acquired through NepMeals for the purpose of avoiding platform controls, policies, fees, or monitoring.
5. To the extent permitted by applicable law, this non-circumvention obligation may continue for a limited period after deactivation or termination.

EQUIPMENT, COSTS, AND TAX

1. Delivery Partner is responsible for own vehicle, fuel, device, telecom, maintenance, and tax obligations unless otherwise agreed in writing.
2. Delivery Partner is responsible for personal insurance or statutory coverage obligations required by law.

DATA, CONFIDENTIALITY, AND PRIVACY

1. Customer and order data may be used only for assigned delivery and lawful operational purposes.
2. Unauthorized copying, disclosure, retention, or misuse of user data is prohibited.
3. Delivery Partner shall notify NepMeals without undue delay, and in any event no later than twenty-four (24) hours after becoming aware, of any actual or suspected unauthorized access, disclosure, loss, or compromise of customer or order data, and shall cooperate fully in investigation, mitigation, and remediation.
4. Upon suspension or termination, Delivery Partner shall immediately cease processing Platform-derived customer data and shall securely delete or return such data, except where retention is required by applicable law.

TRACKING AND PLATFORM INTEGRITY

1. The Delivery Partner consents to the collection and use of operational telemetry, including but not limited to GPS location data, timestamps, route events, app or device session signals, and delivery event logs, for purposes of dispatch, safety, customer support, fraud prevention, dispute resolution, performance monitoring, and legal compliance.
2. Use of GPS spoofing tools, automation scripts, emulator abuse, rooted or jailbroken bypass methods, credential sharing tools, or any method intended to falsify delivery status, location, timing, or account activity is strictly prohibited.

AUDIT, MONITORING, AND RECORD-KEEPING

1. NepMeals may conduct quality/risk/fraud reviews and request records reasonably necessary for compliance, dispute resolution, or customer protection.
2. Delivery Partner shall maintain complete and accurate records relating to assigned deliveries, payout disputes, COD handling/remittance (where applicable), and safety/compliance incidents for a minimum period of three (3) years, or such longer duration as required under applicable law.
3. Delivery Partner shall provide such records upon reasonable request by NepMeals or competent authorities.

SUSPENSION, DEACTIVATION, AND REVIEW

1. NepMeals may issue warning, temporary suspension, or permanent deactivation based on risk, evidence, severity, or repeated violation.
2. Where feasible, appeal or review channels may be made available for contested deactivation decisions.
3. NepMeals may immediately restrict or suspend access to the Platform where reasonably necessary to address safety risks, fraud, legal or regulatory non-compliance, data security incidents, or imminent harm to users, merchants, or the Platform.
4. For breaches that do not pose immediate risk, NepMeals may provide the Delivery Partner with a period of seven (7) calendar days to remedy the breach. Failure to cure within such period may result in suspension or deactivation.
5. The following obligations survive suspension, deactivation, or termination of the Delivery Partner account to the extent applicable: payment and recovery obligations, indemnity, confidentiality, data protection duties, dispute resolution, audit and cooperation obligations, and compliance with applicable law.

ASSIGNMENT AND CHANGE OF CONTROL

1. Delivery Partner shall not assign, transfer, sublicense, rent, or otherwise dispose of account rights or obligations under these Terms without prior written consent of NepMeals.
2. Delivery Partner shall promptly notify NepMeals of any material change affecting legal identity, legal authorization to operate, or key licensing status relevant to delivery operations.

LIABILITY AND INDEMNITY

1. Delivery Partner is responsible for personal acts/omissions during service.
2. Except to the extent liability cannot be excluded under applicable law, NepMeals is not responsible for Delivery Partner personal injury, vehicle damage, third-party accident losses, or related property loss arising during partner service activity.
3. Delivery Partner indemnifies NepMeals for claims arising from partner misconduct, legal violations, or policy breaches.
4. Nothing excludes liability where exclusion is prohibited by applicable law.

GOVERNING LAW AND DISPUTE RESOLUTION

1. These Terms are governed by laws of Nepal.
2. Parties should seek good-faith resolution first; unresolved disputes are subject to competent Nepal courts/authorities unless law requires otherwise.
3. NepMeals may make operational determinations based on available evidence, acting reasonably and in good faith, subject to applicable law and any formal dispute process under these Terms.

CHANGES TO TERMS

1. NepMeals may revise these Terms for legal, safety, operational, or product reasons.
2. Updated versions become effective from published effective date.

FORCE MAJEURE

1. Neither party shall be liable for delay or failure in performance under these Terms to the extent such delay or failure is caused by events beyond reasonable control, including but not limited to natural disasters, fire, flood, war, civil unrest, strikes, epidemics, utility or network outages, or government actions.
2. The affected party shall use reasonable efforts to mitigate the impact of such event and resume performance as soon as reasonably practicable.
3. Force majeure shall not excuse payment or settlement obligations that accrued prior to the occurrence of such event.

ORDER OF PRECEDENCE

1. These Terms establish the general rules governing use of the Platform by Delivery Partners.
2. Any payout schedule, addendum, or separately executed agreement between NepMeals and a Delivery Partner governs specific commercial terms for that Delivery Partner (including earning rates, incentives, deductions, and payout structures).
3. In case of conflict, the payout schedule/addendum prevails only for the specific commercial terms it expressly covers, while these Terms continue to govern operational, safety, legal, and compliance obligations.
4. Where applicable law, regulator direction, or mandatory payment-network rules impose stricter requirements, such mandatory requirements prevail over both these Terms and any payout schedule/addendum to the extent of conflict.

GRIEVANCE AND RESPONSE TIMING

1. NepMeals aims to acknowledge partner complaints within 2 business days.
2. Routine service or payout grievances are generally targeted for resolution within 7 business days.
3. Complex cases involving accident evidence, legal process, fraud review, or external authorities may require up to 15 business days or longer where required by law.

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