Merchant Agreement

Version 2026-07-24. Effective 24 July 2026.

Operator: Paaci Pte Ltd (UEN 202601574M), a company incorporated in Singapore, registered office 111 North Bridge Road, #21-01, Peninsula Plaza, Singapore 179098 ("Makan Rescue", "we", "us", "our"). By ticking the acceptance box when you apply on our website or sign up in the Makan Rescue Merchant app, you confirm that the person accepting has authority to bind the Merchant, and that the Merchant agrees to this Agreement.

1. About this agreement

1.1 This Merchant Agreement (the "Agreement") governs the relationship between Makan Rescue and the food business that registers to sell surplus food through the Makan Rescue platform (the "Merchant", "you", "your").

1.2 We record the version accepted, the date and time, and the originating IP address as evidence of acceptance. The version of this Agreement in force at the time an order is placed applies to that order.

1.3 "Platform" means the Makan Rescue website, consumer app, Merchant app, and related services. "Customer" means an end user who reserves and pays for food through the Platform. "Surprise Bag" means a listing of surplus food offered at a discount, the exact contents of which are not specified in advance. "Reservation" means a Customer's paid order for one or more Surprise Bags for collection during the pickup window you set.

2. What Makan Rescue is, and what it is not

2.1 Makan Rescue operates a marketplace. We provide discovery, ordering, and payment facilitation that connects your surplus food with Customers. We are solely an intermediary arranging the sale of your food on your behalf.

2.2 The contract for the sale of food is directly between you (the Merchant) and the Customer. There is no contractual relationship between Makan Rescue and the Customer with regard to the food itself. Makan Rescue is not the seller, manufacturer, importer, or supplier of any food, and does not in any way manufacture, purchase, store, prepare, produce, process, mark, pack, deliver, or handle the food. We have no responsibility for the fulfilment of your contract with the Customer.

2.3 Nothing in this Agreement creates a partnership, joint venture, agency (except the limited payment-collection role in clause 7), employment, or franchise relationship between the parties.

3. Merchant eligibility and registration

3.1 You warrant that you are a business lawfully operating in Singapore, that you hold all licences, registrations, and approvals required to prepare and sell the food you list (including, where applicable, a Singapore Food Agency (SFA) licence or registration), and that all information you give us is true and kept up to date.

3.2 We may approve, decline, suspend, or remove any Merchant or listing at our discretion, including where we reasonably believe there is a food-safety, legal, reputational, or non-payment concern.

4. Food safety, quality, and the Merchant's responsibilities

4.1 You are solely responsible for the safety, quality, and legal compliance of every item you list and sell. This includes, without limitation, compliance with the Sale of Food Act, the Food Regulations, SFA requirements, and all applicable hygiene, labelling, and food-handling laws.

4.2 You will only list surplus food that is fit for human consumption at the time of collection, that you would otherwise be willing to sell to a walk-in customer, and that is within any applicable use-by or best-before requirements for safe consumption.

4.3 Allergens and dietary information. You are responsible for the accuracy of any allergen, dietary, halal, or descriptive information you provide, and for informing Customers of allergens and ingredients on request at collection. Because Surprise Bag contents vary and are not itemised in advance, you will not misrepresent contents and will handle allergen enquiries honestly at pickup.

4.4 At handover you will, where relevant, tell the Customer (or label the food with) any storage or consume-by instructions the food reasonably requires. You will store, handle, and hold surplus food in accordance with good food-safety practice up to the point of collection.

4.5 You are responsible for your own staff, premises, equipment, and food-safety management. Makan Rescue does not inspect, certify, or supervise your food operations and gives no assurance about them to Customers beyond passing on the information you provide.

4.6 You will handle any Customer complaint or query that concerns the content of your listings or the food itself, and will cooperate promptly (within 5 business days) with Makan Rescue in resolving any complaint we handle on your behalf.

5. Listings, content, and our licence

5.1 You are responsible for the accuracy of your store profile and listings. You acknowledge that content you submit may be made available to Customers in real time. We may, but are not obliged to, review content, and we reserve the right to remove, edit, or require amendment of any content where we reasonably consider it inaccurate, unlawful, infringing, or harmful to the Platform.

5.2 Value representation. The original price you state for a Surprise Bag must be a fair minimum representation of the retail value the contents would have had if not sold as surplus. You will not overstate original value to inflate the apparent discount.

5.3 You grant Makan Rescue a non-exclusive, royalty-free licence to use your business name, logo, store photographs, and listing information for the purpose of operating and promoting the Platform and your listings, including in marketing materials for the Platform.

5.4 You warrant that you own or are licensed to use everything you upload and that it does not infringe any third party's rights or any law.

5.5 Customer reviews. Customers may rate and review their experience. Reviews reflect the opinions of the Customers who wrote them; we do not endorse them and, to the maximum extent permitted by law, accept no liability for their content. We may (but need not) remove reviews that are unlawful, offensive, or fraudulent.

6. Reservations, fulfilment, cancellations, and no-shows

6.1 When a Customer places a Reservation, you commit to hold the reserved number of Surprise Bags for collection during the pickup window. You will prepare each bag with contents consistent with your listing and clause 5.2.

6.2 Merchant cancellation. Reflecting the nature of surplus food, if you genuinely have no surplus available for a given day you may cancel outstanding Reservations for that day through the Platform, and must do so as early as possible and in any event before the pickup window starts. The Customer is then refunded in accordance with the consumer terms. Repeated or late cancellations may lead to suspension under clause 3.2.

6.3 Customer cancellation. Customers may cancel and receive a refund only within the windows published in the consumer terms. Where a refund is due because of your cancellation or your failure to make an order available, clause 7.5 applies.

6.4 No-shows. If a Customer does not collect a Reservation within the pickup window, you may resell or dispose of the food after the window ends. The Customer is not entitled to a refund for an uncollected Reservation (except as required by law or the consumer terms), and your payout for that order is unaffected.

7. Prices, fees, payments, and payouts

7.1 You set the sale price and the pickup window for each listing, subject to any platform minimums. Prices are in Singapore dollars and are inclusive of GST where you are GST-registered; you are responsible for your own GST assessment, charging, and reporting.

7.2 Payment collection. Customers pay through the Platform at the time of Reservation. For this limited purpose you appoint Makan Rescue as your agent to collect payment from the Customer on your behalf through our payment processor (currently Stripe, including Stripe Connect). Collection by us discharges the Customer's payment obligation to you. We may amend or restructure the payment procedure as we reasonably consider necessary.

7.3 Platform fee. We retain a platform fee per completed order as notified to you from time to time in the Platform (currently a fixed fee per order). The fee may be deducted from amounts collected before payout. We may change the fee on reasonable notice through the Platform.

7.4 Payouts. Amounts collected on your behalf, less the platform fee, refunds, chargebacks, and any amounts you owe us, are paid out to you through the payment processor on the processor's payout schedule. Where a Customer pays wholly or partly with Makan Rescue wallet credit, we remain responsible for paying you the corresponding part of the price. You are responsible for completing the processor's onboarding and identity checks; payouts cannot be made until you do.

7.5 Refunds and chargebacks. Refunds are handled according to the rules published in the Platform. Where a Customer is entitled to a refund because of your act or omission (for example an eligible cancellation under clause 6.2, your failure to make an order available, or food that breaches clause 4), the refunded amount and any associated processor fee may be recovered from you or set off against your payouts. You bear the cost of chargebacks arising from your listings.

7.6 We may withhold or delay a payout where we reasonably suspect fraud, a breach of this Agreement, or a dispute, until the matter is resolved.

7.7 Promotions and referrals. Referral rewards and promotional credits are governed by the referral terms published on the Platform. We may withhold, reverse, or refuse rewards or credits obtained through fraud, manipulation, or abuse, and may suspend accounts involved.

8. Data protection (PDPA)

8.1 Each party is responsible for complying with the Personal Data Protection Act 2012 (PDPA) in respect of the personal data it controls.

8.2 We share with you only the limited Customer information needed to fulfil an order (such as an order and pickup reference). You will use that information solely to fulfil the order and to meet your legal obligations, will not use it for your own marketing without the Customer's consent, and will protect it appropriately.

9. Liability and indemnity

9.1 The food is yours. To the maximum extent permitted by law, Makan Rescue is not liable for the safety, quality, fitness, description, allergen content, or any illness, injury, loss, or damage arising from food you list, sell, prepare, store, or hand over.

9.2 Platform availability. The Platform is provided as available. To the maximum extent permitted by law, we are not liable for losses caused by interruption or unavailability of the Platform, by faults of third parties (including payment processors and app stores), or by orders placed using fraudulently obtained payment or account data.

9.3 Indemnity. You will indemnify and hold Makan Rescue, and our officers and employees, harmless against all claims, liabilities, losses, costs, and expenses (including reasonable legal costs) arising out of or in connection with: (a) the food you list or sell; (b) your breach of this Agreement or of any law (including food-safety, licensing, and PDPA obligations); or (c) any Customer or third-party claim relating to your food, your content, or your conduct.

9.4 Limitation. To the maximum extent permitted by law, neither party is liable to the other for indirect, special, or consequential loss, or for loss of profit, revenue, goodwill, or data. Subject to clause 9.5, our total aggregate liability to you under or in connection with this Agreement in any twelve-month period is limited to the total platform fees you paid us in that period.

9.5 Nothing in this Agreement excludes or limits any liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, or for fraud or wilful misconduct.

10. Force majeure

10.1 Neither party is liable for failure or delay in performing its obligations (other than payment obligations already accrued) caused by circumstances beyond its reasonable control, including acts of God, fire, flood, epidemic, war, terrorism, strikes, power or telecommunications failure, or acts of any government or public authority. The affected party will notify the other and resume performance as soon as reasonably possible.

11. Term, suspension, and termination

11.1 This Agreement starts when you accept it and continues until terminated.

11.2 Either party may terminate on written notice (including in-app or by email). We may suspend or terminate immediately, and remove or hide your listings, where we reasonably believe there is a food-safety risk, a legal or regulatory concern, non-payment, fraud, or a material breach.

11.3 On termination you will honour Reservations already paid for unless we agree otherwise or they are cancelled and refunded under clause 6. Your right to use the Platform then ends. Clauses that by their nature should survive (including clauses 7.5, 8, 9, 10, and 13) survive termination. Amounts properly owing to either party remain payable.

12. Changes to this Agreement

12.1 We may update this Agreement. Where a change is material we will give reasonable notice through the Platform and, where appropriate, ask you to accept the updated version. Continuing to use the Platform after a change takes effect means you accept it. Each version is identified by a version label and effective date, and your acceptance of each version is recorded.

13. General

13.1 Governing law and jurisdiction. This Agreement is governed by the laws of Singapore, and the parties submit to the exclusive jurisdiction of the Singapore courts. The parties may first attempt to resolve any dispute amicably.

13.2 Entire agreement. This Agreement, together with the rules and policies published in the Platform, is the entire agreement between the parties about its subject matter.

13.3 Severance. If any provision is found unenforceable, the rest continues in force.

13.4 No waiver. A failure to enforce a right is not a waiver of it.

13.5 Assignment. You may not assign this Agreement without our consent. We may assign it to a successor of our business.

13.6 Notices. We may give notice through the Platform or by email to your registered address.

13.7 Third-party rights. A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 2001 to enforce any of its terms.

Acceptance record

Captured automatically by the Platform when you accept:

• Agreement version accepted
• Date and time of acceptance (Singapore time)
• Merchant account / application identifier
• Originating IP address

Version 2026-07-24. Paaci Pte Ltd, 111 North Bridge Road, #21-01, Peninsula Plaza, Singapore 179098. Questions: partnerships@makanrescue.sg.