Chef Agreement
Chef Agreement
Please read this Chef Agreement (“Agreement”) carefully before you register as a chef on our website or app (“Platform”) as this Agreement will apply to your actions on the Platform.
If you do not accept the Agreement, you must not create a chef profile on the Platform.
Terms of Business for Independent Professionals
These terms of business form an agreement (“Agreement”) between:
(1) Yhangry Limited, a private limited company registered in England and Wales whose registered office is at International House, 64 Nile Street, London, N1 7SR (company No 11874670) (“Yhangry”); and
(2) The “Independent Professional”
This Agreement forms a legally binding agreement between the Independent Professional and Yhangry. Please read it carefully.
- Yhangry provides a digital platform for clients (“Clients”) to book private chef services at their chosen location. Yhangry operates a website, yhangry.com (“Website”) and may operate an app (“App”) to provide these booking services (each or together being the “Platform”).
- The Independent Professional is a professional chef who wishes to provide their services to Yhangry’s Clients.
- Yhangry believes that the Independent Professional has the necessary qualifications, experience and abilities and allows the Independent Professional to offer their services to its clients on the Platform.
This Agreement will be effective from the “Commencement Date” which shall be the date on which the Independent Professional creates their Yhangry chef account.
- YHANGRY’S ROLE
- In respect of Bookings, Yhangry is an intermediary and will act, and is appointed, as agent for the Independent Professional to facilitate Bookings with a client. Yhangry will collect and process payments on behalf of the Independent Professional.
- Yhangry does not itself provide any of the Professional Services. It is not a party to any Professional Services Contract and shall have no liability under a Professional Services Contract.
- YHANGRY SERVICES
- When a client sends a request for private chef services on the Platform, Yhangry will send this request to the Independent Professionals most suitable for the client (based on factors such as budget and location).
- Yhangry does not commit concerning the number of requests it may send to the Independent Professional.
- In consideration of the Independent Professional performing its obligations under this Agreement, Yhangry will provide the following services to the Independent Professional (“Yhangry Services”):
- Access to the Platform under Yhangry’s Website Terms & Conditions (which can be found on the Website) to which the Independent Professional agrees;
- Manage and maintain the Platform professionally;
- Use reasonable endeavours to promote and market the Platform to attract clients and provide suitable requests to the Independent Professional;
- Comply with all applicable laws, statutes and regulations from time to time in force however, Yhangry shall not be liable under this Agreement if, as a result of such compliance, it is in breach of any of its obligations under this Agreement.
- Yhangry may contact the Independent Professional via e-mail, telephone, SMS or WhatsApp using the contact information provided by the Independent Professional in connection with Bookings or other questions regarding Yhangry and/or the Professional Services.
- OBLIGATIONS OF THE INDEPENDENT PROFESSIONAL
- Professional Services: The Independent Professional shall provide the following services (“Professional Services”) to clients:
- Prepare and cook food to the highest quality and hygiene standards;
- Including cooking high-risk food to 75C for at least 30 seconds unless specified differently by the client
- Ensure a clean kitchen on completion of the service including cleaning:
- All cookware and utensils used in preparing and cooking, dishes used by the client for the consumption of the meal; and
- The kitchen counter, including any spillages on the floor.
- Prepare and cook food to the highest quality and hygiene standards;
- The Independent Professional shall provide the Professional Services to the highest standard and will interact with clients in a friendly and respectable manner at all times.
- Platform Content: The Independent Professional shall provide Yhangry with any information, documentation or photographs (“Content”) that Yhangry reasonably requires to market the Yhangry Services.
- Restrictions: Any sharing of personal contact information (such as a mobile number, email, social media handle) by the Independent Professional with clients may lead to Yhangry terminating this Agreement and deactivating the chef account.
- Professional Services: The Independent Professional shall provide the following services (“Professional Services”) to clients:
- PROFESSIONAL SERVICES CONTRACT
- When the Independent Professional accepts a Booking, a contract is formed between the Independent Professional and the client. The “Professional Services Contract” available here shall apply to the provision of the Professional Services by the Independent Professional.
- All payments due under the Professional Services Contract will be made using the Platform and the Independent Professional will not make direct arrangements with clients for any payment to be made outside of the Platform.
- Any additional discretionary payments made by the client (e.g. tips) received through the Platform will be payable to the Independent Professional in full and not subject to VAT. The Independent Professional will be entitled to keep any additional discretionary payments made to them directly by the client.
- BOOKING CANCELLATIONS
- After the Independent Professional has accepted a Booking, any cancellation will incur a £150 penalty fee, unless evidence for exceptional circumstances is provided or the Independent Professional sources a replacement for their Booking. If the Independent Professional cancels or does not show up on the day of the event, their account will be suspended with immediate effect and they will lose any confirmed future Bookings. If they cancel 3 times within the same 12 month period, their account will also be suspended.
- If a client cancels a Booking less than 7 days before the Booking, Yhangry will pay the Independent Professional one hundred per cent (100%) of the Payment.
- CLIENT SERVICE AND COMPLAINTS
- The Independent Professional shall promptly deal with any matters, issues or complaints relating to its provision of the Professional Services at any time before, during or after the Booking.
- The Independent Professional shall be directly responsible to the client for any failure to fulfil the Professional Services, for any damage caused by the Independent Professional whilst carrying out the Professional Services and any other legal liability which arises in respect of the Professional Services, save where such liability arises as a result of Yhangry’s negligence.
- Yhangry shall refer any client complaints it receives to the Independent Professional and the Independent Professional shall acknowledge all complaints and shall respond to the relevant client within 48 hours of the Independent Professional’s receipt of a complaint whether the complaint has come directly from the client or via Yhangry.
- The Independent Professional shall make all efforts to reach a resolution to any complaints within 14 days and must notify Yhangry of any correspondence between the Independent Professional and the client relating to the complaint and generally keep Yhangry apprised of its progress and the status of the complaint.
- INDEPENDENT CONTRACTOR
- In providing the Professional Services it is expressly agreed that the Independent Professional is acting as an independent contractor and principal to the client.
- Yhangry shall not be liable for any of the acts or omissions of the Independent Professional.
- The Independent Professional and Yhangry acknowledge that this Agreement does not create a partnership or joint venture between them. The relationship of the parties is that of independent contractors dealing at arm’s length.
- FEES AND PAYMENT TERMS
- The price of each Booking is set by each Independent Contractor and Yhangry takes a 20% commission before paying the remaining 80% fee (“Chef Pay”) to the Independent Professional.
- Payment will be made within 48 hours of completion of a Booking.
- All payments due from the client to the Independent Professional shall be made via Stripe using the bank details provided by the Independent Professional when setting up their Stripe account. It is the Independent Professional’s responsibility to ensure that these details are correct and Yhangry accepts no liability if these details are not correct.
- The Independent Professional will be responsible for all tax, income tax liabilities and National Insurance or similar contributions to the appropriate authorities relating to the Payment and the Independent Professional will indemnify Yhangry in respect of any such payments required to be made by Yhangry.
- The Independent Professional will be responsible for compliance with all applicable tax and regulatory obligations (including any VAT) pursuant to the Professional Services Contract and Yhangry shall have no liability in this respect. We recommend you take independent legal and tax advice if necessary.
- INVOICING AND SELF-BILLING
- In respect of Bookings fulfilled by the Independent Professional, Yhangry shall:
- After each Booking is complete, issue a self-billed invoice for the service provided by the Independent Professional (“Invoice Statement”);
- Complete each Invoice Statement showing the Independent Professional’s name, address and company number (if applicable);
- Make a new self-billing agreement in the event that its VAT registration number changes; and
- Inform the Independent Professional if the issue of self-billed invoices will be outsourced to a third party.
- The Independent Professional shall:
- Accept Invoice Statements raised by Yhangry on its behalf;
- Not raise sales invoices for clients; and
- Notify Yhangry immediately if the Independent Professional: becomes VAT registered, ceases to be VAT registered; changes their VAT registration number; sells their business or part of their business; or changes their business address or registered office.
- In respect of Bookings fulfilled by the Independent Professional, Yhangry shall:
- INSURANCE AND LICENCES
- The Independent Professional shall ensure that it has in place and maintains all licenses, consents and qualifications that it is either necessary or reasonably prudent for the Independent Professional to obtain in respect of its business activities, including providing the Professional Services.
- Yhangry provides public liability insurance cover Independent Professionals for Bookings made via the Platform. In the case of a claim, the Independent Professional is liable to pay the excess.
- TERM OF AGREEMENT AND TERMINATION
- If the Independent Professional decides to terminate this Agreement, the Independent Professional must notify Yhangry by email.
- If Yhangry decides to terminate this Agreement, Yhangry will notify the Independent Professional by email and provide a statement of reasons for doing so before the termination takes effect unless the termination is: (i) required by law; or (ii) the result of persistent breach by the Independent Professional.
- On termination or expiry of this Agreement howsoever caused:
- Yhangry shall make any undisputed outstanding Payments due to the Independent Professional within 48 hours of termination;
- Yhangry shall withdraw the Independent Professional’s profile from the Booking Platform.
- Termination or expiry of this Agreement shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination or expiry. Any provision of this Agreement that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this Agreement shall remain in full force and effect.
- DATA PROTECTION
- In this clause the expressions Controller, Processor, Data Subject, Personal Data, Personal Data Breach, processing and appropriate technical and organisational measures shall be as defined in Data Protection Legislation.
- In this clause:
“Data Protection Legislation” means as applicable to a party and/or the Professional Services (a) the EU’s General Data Protection Regulation (Regulation (EU) 2016/679) (“GDPR”); (b) the version of the GDPR transposed into UK law pursuant to the European Union (Withdrawal) Act 2018 and the Data Protection, Privacy and Electronic Communications (Amendments etc) (EU Exit) Regulations 2019/419 (“UK GDPR”); (c) the Data Protection Act 2018; (d) any other applicable law relating to the processing, privacy and/or use of personal data; and (e) any laws that replace, extend, re-enact, consolidate or amend any of the foregoing;
“Protected Data” means Personal Data received by the Independent Professional from Yhangry for the purposes of fulfilling Professional Services Contracts and and/or Personal Data otherwise processed by the Independent Professional in connection with this Agreement.
- The parties acknowledge that they each act as independent Data Controllers and each agree to comply with applicable Data Protection Legislation in respect of Personal Data processed in connection with these Terms.
- The Independent Professional shall only use Protected Data received under these Terms solely for the purposes of fulfilling Professional Services Contracts with clients and may not use such Protected Data for any purpose other than the fulfilment of Professional Services Contracts and/or as otherwise permitted under this Agreement.
- The Independent Professional must comply with the provisions of the Data Protection Legislation applicable to the fulfilment of Professional Services Contracts and processing of Protected Data. The Independent Professional must not do, or omit to do anything that would cause (or may be reasonably expected to cause) Yhangry to be in breach of any provision of any Data Protection Legislation.
- The Independent Professional shall not transfer any Protected Data outside of the European Economic Area or the United Kingdom.
- Upon a party’s reasonable written request (the “Requesting Party“), the other party shall provide the Requesting Party with all co-operation and assistance reasonably requested by the Requesting Party in relation to individuals exercising their rights under applicable Data Protection Legislation to enable the Requesting Party to respond to that request in compliance with applicable deadlines and information requirements.
- The Independent Professional shall not retain or process any Protected Data for longer than is necessary in connection with fulfilling Professional Services Contracts, or, if longer, to adhere to its binding requirements under applicable law.
- CONFIDENTIALITY
- Confidential information (“Confidential Information“) refers to any data or information relating to Yhangry, whether business or personal, which would reasonably be considered to be private or proprietary to Yhangry and that is not generally known to the general public and where the release of that Confidential Information could reasonably be expected to cause harm to Yhangry.
- The Independent Professional agrees that it will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Independent Professional has obtained, except as authorised by Yhangry or as required by law. The obligations of confidentiality will apply during the term of this Agreement and will survive for 10 years following termination of this Agreement.
- LIABILITY
- Other than as set out in clause 14.4 below, neither party shall be liable to the other for any loss of income or profits, loss of contracts, goodwill, or other intangible losses or for any indirect or consequential loss or damage of any kind howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise.
- Nothing in this Agreement shall exclude or in any way limit either party’s liability for fraud or for death or personal injury caused by its negligence or for its wilful default or any other liability to the extent the same may not be excluded or limited as a matter of law.
- Subject to clause 14.2, Yhangry’s total aggregate liability to the Independent Professional in any calendar year under or in connection with this Agreement whether in contract (including by way of indemnity), tort (including negligence), misrepresentation, restitution or otherwise will be limited to a sum equivalent to the Payments made to the Independent Professional under this Agreement in the calendar year in which the cause of action first arose.
- The Independent Professional hereby agrees to indemnify, keep indemnified and hold harmless Yhangry from and against any claims, demands, obligations, actual or alleged causes of action and all losses, damages, liabilities, fines, expenses and costs (including reasonable legal fees) arising out of or in connection with any breach of this Agreement by the Independent Professional or arising out of any action brought by any third party (including a client) relating to the Professional Services provided (or not provided), or actions (or failures to act), of the Independent Professional.
- This Clause shall survive the termination or expiry of this Agreement.
- NOTICE
- All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given orally or in writing (including email) and delivered to the Parties at the following addresses:
Yhangry Ltd
Email: chefs@yhangry.com
Postal Address: International House, 64 Nile Street, London, N1 7SR
Independent Professional: To the details of the chef account.
- A notice or other communication sent by email shall be deemed duly received on the next business day after transmission if sent to the correct email address and no notice of delivery failure is received.
- INTELLECTUAL PROPERTY
- All rights in and to the Booking Platform (other than the Content) and all other intellectual property rights belonging to or licensed to Yhangry, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent, copyright, trade mark, trade dress, industrial design or trade name (“Intellectual Property Rights”) remain vested in Yhangry or the relevant licensor at all times. Nothing in this Agreement shall give the Independent Professional any rights in respect of any such Intellectual Property Rights or of the goodwill associated therewith.
- The Independent Professional may not use the Intellectual Property for any purpose other than for performing its obligations under this Agreement except with the written consent of Yhangry. The Independent Professional will be responsible for any damages resulting from the unauthorised use or breach of the Intellectual Property Rights.
- MISCELLANEOUS
- Yhangry has the right to revise and amend this Agreement from time to time to reflect changes in market conditions affecting its business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in its system’s capabilities. Yhangry will provide at least 15 days’ notice of any change which may be detrimental to the Independent Professional. If the Independent Professional does not agree to the proposed changes, it will notify Yhangry and both parties will discuss it to reach an agreement on the change. If no agreement is reached, the Independent Professional may terminate this Agreement under clause 11.2.
- Neither party may assign, transfer, charge, sub-contract or otherwise deal with any part or all of this Agreement without the prior written consent of the other party (not to be unreasonably withheld, conditioned or delayed).
- This Agreement along with the Website Terms & Conditions here contains all the terms agreed between the parties regarding its subject matter and supersedes any prior agreement, understanding or arrangement between the parties, whether oral or in writing.
- This Agreement shall be governed and interpreted under the laws of England and Wales. The parties submit to the exclusive jurisdiction of the English courts to settle any dispute arising out of or in connection with this Agreement.
- INTERPRETATION
In the Agreement, unless the context requires otherwise:
- Any clause, schedule or other heading is included for convenience only and shall have no effect on the interpretation of this Agreement;
- A reference to a “party” includes that party’s personal representatives, successors and permitted assigns. A reference to a “person” includes a natural person, corporate or unincorporated body (in each case whether or not having separate legal personality) and that person’s personal representatives, successors and permitted assigns. A reference to a “company” includes any company, corporation or other body corporate, wherever and however incorporated or established;
- A reference to a gender includes each other gender, and words in the singular include the plural and vice versa;
- Any words that follow “include”, “includes”, “including”, “in particular” or any similar words and expressions shall be construed as illustrative only and shall not limit the sense of any word, phrase, term, definition or description preceding those words;
- A reference to legislation is a reference to that legislation as amended, extended, re-enacted or consolidated from time to time; and a reference to legislation includes all subordinate legislation made from time to time under that legislation.
Last updated: August 2024