TERMS & CONDITIONS

SHERO BRANDED KITCHEN PARTNER & HOME CHEF ONBOARDING TERMS & CONDITIONS

This Onboarding Agreement (the “Agreement”) is made on [●] (the “Effective Date”) by and between:

  1. M/s. Barottas Hospitality Private Limited, operating the brand “Shero Home Food” (the “Company” or the “Platform”), having CIN U15100TN2016PTC111814, registered office at L-40, 6th Street, Sector-I, Ambattur Industrial Estate (South), Chennai, Tamil Nadu, India – 600058, official emails legal@shero.in and ceo@shero.in; and
  2. The Kitchen Partner / Home Chef (the “Partner” or the “Homemaker”), as detailed in the Kitchen Partner / Home Chef Onboarding Form, executed together with this Agreement.

(Each a “Party” and together the “Parties”.)

RECITALS

  1. The Company operates an online platform for the sale and delivery of ready-to-eat food, pre-prepped/uncooked ingredients for food production, and other home-made non-food products through networks of women homemakers.
  2. The Company sells through its own channels (website and mobile applications, together “SPO”) and via sales aggregator platforms (“SAP”), including but not limited to Swiggy, Zomato, Dunzo and others.
  3. The Partner wishes to produce and supply home-style food and/or branded products in accordance with the Company’s quality, safety and branding standards.

The Parties therefore agree as follows:

1. SALES & SERVICE SCOPE

1.1 The Platform grants the Partner access to its SPO and, as applicable, SAP listings to enable customers to browse menus, place orders, and schedule deliveries or pickups.

1.2 The Partner shall provide accurate and up-to-date details, including menu, pricing, operating hours, availability, and applicable food-safety certifications.

1.3 The Platform may sell branded items produced by eligible Kitchen Partners (KTN PTR) in accordance with Shero brand specifications, as well as unbranded items produced by eligible Home Chefs (HCF), as defined herein.

 2. COMMERCIALS & PAYMENTS

2.1 Fees & Assurances. Joining Fee, Security Deposit, Minimum Sales Guarantee (“MSG”), Minimum Margin Assurance (“MMA”), Partner Purchase Price (“PPP”), Platform Commission (“COMM”), validity & lock-in periods, and penalties are set out in Annexure A (Commercials) and Annexure B (Price/PPP Schedule).

2.2 Failure to Meet Conditions. If the Partner fails to meet specified conditions, obligations are deemed unfulfilled and the Partner shall not be eligible to claim any security deposit or other payments (subject always to applicable law).

2.3 Renewal. Renewal of the Agreement shall be deemed completed upon issuance or renewal of a valid FSSAI licence in the co-name of the Brand, and upon such renewal, the Partner (PTR/HCF) shall continue business with Shero through both SPO and SAP platforms; failure to do so will render this Agreement void. The Partner may otherwise renew before expiry at no extra cost, without further intimation. Once a revision is made, the same will be sent to the registered email ID of the Partner and shall be treated as agreed and intimated; failing which the Agreement lapses and any re-onboarding will be treated as new.

2.4 Revisions. The Platform may revise commercial terms with prior written intimation. Revised Annexures shall supersede prior versions.

2.5 Settlement Cycle. Net sale proceeds (after applicable taxes, fees and adjustments) shall be settled weekly, aligned to SPO/SAP cycles.

3. FOOD SAFETY & HYGIENE

3.1 All Partners (KTN PTR and HCF) are responsible for ensuring the safety, hygiene and legality of all food supplied.

3.2 Partners must comply with FSSAI regulations and all applicable local laws, maintain a clean kitchen and safe handling practices, and provide copies of relevant licences/certifications if required.

3.3 For KTN PTRs, FSSAI licensing and SAP onboarding (with all related fees and expenses borne by the PTR), which may be handled directly by the PTR, by the Company, or through a Company-referred agent, may be facilitated by the Company at its discretion.

3.4 The Company may conduct site inspections on 1 (one) hour’s notice. Repeated non-compliance or supply of unsafe/bad food may attract penalties and/or suspension.

4. BRANDING & PACKAGING

4.1 The Company will provide secondary (outer carry) materials. The Partner shall procure primary food containers compliant with FSSAI and Shero/Barottas standards, unless otherwise mandated by the Company.

4.2 Issued outer covers shall be reconciled against orders (±10% tolerance or as notified). Excess consumption will be charged to the Partner.

4.3 Courier/dispatch charges for shipped packaging shall be debited to the Partner; self-collection from any Shero Office is free.

4.4 The Company may, at its discretion, supply branded primary containers and charge for secondary covers. In case the Company chooses not to supply the outer cover, the PTR may use Company-specified packing material with other suitable instructions to follow. In that case, the Company will not charge any fees for delivery.

4.5 The Partner is solely responsible for leak-proof and safe packing to withstand third-party handling.

5. MENU MANAGEMENT, CANCELLATION & COMPENSATION

5.1 Menus, items, images and prices require Platform approval prior to listing.

5.2 The Partner may switch off unavailable items but must maintain a minimum live items as per Annexure D (Operational Metrics). Repeated failures/cancellations may attract penalties.

5.3 On customer/rider cancellation events, PPP/COMM treatment shall follow SPO/SAP policies and Annexures.

6. ORDER FULFILMENT & DELIVERY

6.1 For all KTN PTR and HCF kitchens, deliveries shall be arranged by the Platform via third-party logistics partners.

6.2 The Partner shall prepare, package and label items per law and Platform guidance.

6.3 Pick-up options are subject to Platform permission; the default is delivery-only. In case delivery is done by the PTR, Suitable Delivery Charges will be paid to the Partner. This clause applies only to applicable partners; PTRs onboarded under the Standard (STD) type are excluded. This arrangement shall be made only with the Company’s advice or permission.

7. MSG / MMA SCHEME / SIP (Shero Income Plan)

In this scheme, the PPP will be determined and paid as per the Shero Income Plan (SIP) guidelines issued separately by the Company from time to time. Details of the SIP will be provided in a dedicated Annexure F (SIP).

7.1 Eligibility. Applicable to Branded KTN PTRs (e.g., NKT/CKT types) as specified; unbranded HCFs are not eligible.

7.2 Discretionary Scheme. MSG/MMA is discretionary and motivational; it does not create a right to continued payments.

7.3 Operational Metrics. Eligibility requires adherence to Annexure D (Operational Metrics).

7.4 MMA Computation. As per Annexure A, MMA is computed on the monthly earned income against assurance slabs. NKTs & Mini CKTs are paid quarterly; Mega CKTs are paid monthly.

7.5 The Company may withdraw the scheme for serviceability or misconduct grounds with written intimation.

8. REPRESENTATIONS & WARRANTIES

8.1 The Partner warrants: (i) it has skill and capacity to provide services; (ii) compliance with the Food Safety and Standards Act, 2006, Legal Metrology Act, 2009, and other applicable laws.

8.2 The Partner warrants that all food is of merchantable quality, fit for human consumption, and fully compliant with applicable standards and licences.

9. INDEMNITY

The Partner shall indemnify and hold harmless the Company, its directors, officers, employees, and affiliates from and against any and all claims, losses, damages, liabilities, costs, or expenses (including legal fees) arising from or in connection with: (i) customer or third-party complaints, illness, injury, or death alleged to be caused by the food prepared, packed, or supplied by the Partner; (ii) any act, omission, or negligence of the Partner or its staff; (iii) breach of warranties or legal obligations; and (iv) any misrepresentation, misuse, or misconduct by the Partner.

At no point shall the Company be held responsible or liable for any food poisoning, contamination, adverse reaction, illness, or death arising out of the consumption of food supplied by the Partner. Any such claims from customers or their representatives shall be solely the responsibility of the Partner, who shall bear the full cost and legal liability associated with such incidents.

10. NON-COMPETE, NON-SOLICIT & BRAND PROTECTION

10.1 The Partner shall not use any FSSAI licence acquired for Shero for any competing purpose without the Company’s written consent.

10.2 During the Term and for 3 (three) years post-termination (to the extent permitted by applicable law), the Partner shall not: (a) operate or assist a directly competing business using Shero know-how within the same premises/location; (b) solicit Shero customers for direct payments; (c) engage in fraudulent activity or misuse Platform benefits; (d) use or disclose Shero recipes/menus/techniques (“Shero Food Technology”) or confidential materials.

10.3 COFO (Mega) Partners shall not run independent takeaway/online sales from the same premises. Breach may render them ineligible for MMA.

11. CONFIDENTIALITY & IP

11.1 The Company will not disclose Partner data except as required by law or to service providers under duty of confidentiality.

11.2 The Partner shall keep confidential all information about the Company, including terms, pricing, strategies, customer data, order information and technology.

11.3 “Shero Food Technology (SFT)” and related standards (e.g., HCT/CCT) are proprietary to the Company and may be used only to perform obligations hereunder.

12. CONDUCT, DEFAMATION & TERMINATION FOR CAUSE

12.1 Any defamatory statements or malicious falsehoods against the Company or its personnel may invite legal action and claims for damages up to INR 10,00,000 (or as adjudicated by a competent authority).

12.2 Misbehaviour or misconduct towards Company staff is zero-tolerance and may lead to immediate suspension/termination.

12.3 The Company may terminate or suspend with immediate effect if: (a) user experience/quality falls below standards; (b) fraud/suspicious activity is identified; (c) breach of terms/law; (d) insolvency; (e) prolonged closure/inability to serve; or (f) other material breach.

12.4 On termination, accrued rights/liabilities survive; validity of services already rendered remains unaffected. The Company may withhold due payments against verified breaches, chargebacks or damages.

12.5 Partner’s unilateral cessation without agreed notice may attract damages as determined in accordance with law and Annexures.

13. CUSTOMER DATA

13.1 The Partner shall not sell, broker, or disclose any Customer Data except to fulfil orders in compliance with law.

13.2 The Partner shall not use Customer Data for unsolicited marketing or to enrich external databases. Limited exceptions apply to (i) pre-existing customers of the Partner; or (ii) new customers who directly opt-in with the Partner, in each case, compliant with applicable law.

14. OTHER TERMS & TERMINATION

14.1 Cure. A remediable material breach not cured within 14 days of notice may result in termination.

14.2 Downtime Notice. The Partner must inform the Company at least 24 hours in advance of any planned closure and disable “accepting orders” during such downtime.

15. DISCLAIMERS

To the maximum extent permitted by law, the Company disclaims implied warranties (merchantability, fitness, non-infringement) relating to the Platform/services/content. The Company is not liable for third-party errors, outages, viruses, or inaccuracies, or for losses arising from Partner misuse or operational lapses.

16. LIMITATION OF LIABILITY

Subject to non-excludable liabilities under law, the Company shall not be liable for loss of profits, revenue, data, contracts, savings, or any indirect/consequential damages. The Company’s aggregate liability shall not exceed the total value of the specific order giving rise to the claim.

17. GOVERNING LAW, NOTICES & MISCELLANEOUS

17.1 Governing Law & Jurisdiction. Laws of India; exclusive jurisdiction of courts at Chennai, Tamil Nadu. Parties shall first attempt amicable resolution within 15 days before escalation.

17.2 Notices. Official communications shall be in writing to the addresses/emails stated above or updated in writing. Any communication sent to the registered email ID of the Partner or through official messaging applications linked to the registered mobile number shall be deemed valid and official communication from the Company.

17.3 Waiver/Severability. No waiver unless in writing; invalidity of a provision shall not affect the remainder.

17.4 No Third-Party Rights. No third-party beneficiaries.

17.5 Assignment. Partner may not assign; the Company may assign to affiliates/successors.

17.6 Relationship. Parties are independent contractors; no agency or joint venture is created.

17.7 Change of Control. The Partner consents to the transfer of this Agreement and related data to any purchaser of the Company’s business/assets.

17.8 Privacy. By signing, the Partner accepts the Company’s Privacy Policy available at

18. MODIFICATIONS

18.1 The Company may update these terms on its website; changes become effective upon intimation to the Partner via any official communication medium.

18.2 Service modifications will be notified in advance; continued use constitutes acceptance.

19. COFO MODEL (COMPANY-OWNED, FRANCHISE-OPERATED)

19.1 The Company owns the premises/assets listed in Annexure E (Company-Owned Items).

19.2 The Franchise Partner (CKT KTN PTR) provides manpower, materials (cooking/packing/housekeeping), and incidentals.

19.3 Financial Model: (a) MSG up to INR 3,00,000/month subject to Annexure D metrics; (b) PPP paid weekly; (c) premises upkeep and consumables (water/electricity/gas, etc.) borne by Franchisee; (d) additional rent of INR 25,000/month applies after crossing MSG sales by Franchisee. Operating P&L is solely the Franchise’s.

19.4 The Company pays rental deposits (if any), rent, sales commissions, and initial statutory licence fees if in the Company’s name; Franchise ensures day-to-day hygiene and sanitation compliance.

19.5 A one-time, non-refundable Franchise Fee of INR 2,00,000 applies for a 5-year term from the takeover date (as per Annexure E handover). Early termination refunds (if Company-initiated for reasons beyond control): within 1 year – 100%; 1–2 years – 50%; 2–3 years – 25%; thereafter as per renewal policy.

19.6 The Company will inform the Franchise Partner if this financial model is cancelled due to a lack of market feasibility or business viability. In such cases, the Company will refund the deposit and take possession of all Company-owned assets. The affected KTN will be reclassified under another applicable model as determined by the Company.

19.7 Company-owned items must be returned in good condition at expiry/termination.

19.8 All standard Shero terms apply in addition to the above.

ANNEXURES (INTEGRAL PART OF AGREEMENT)

Annexure A – Commercials
  • Joining Fee, Security Deposit, MSG/MMA slabs, COMM/PPP structures, validity, lock-in, and notice terms.
Annexure B – PPP / Purchase Price
  • SKU-wise Partner Purchase Prices, applicable taxes, effective dates, and revision mechanisms.
Annexure C – Definitions & Interpretation
  • Glossary of all terms used, including brand, customer, order, services, PPP, SAP, SPO, PTR types, COFO/FOFO models, etc.
Annexure D – Operational Metrics
  • Attendance, Visibility, Ratings, Product Availability, Cancellations, Delivery Time, SCV %, and MMA breakdown.
Annexure E – Company-Owned Items (Issued separately for the COFO model PTRs only)
  • Detailed list of company-owned kitchen assets, values, and handover condition checklist.
Annexure F – Shero Income Plan (SIP)
  • Framework and PPP determination for SIP, payout structure, eligibility criteria, and performance tracking. Attached to the Main Document
Annexure A – Commercials

Annexure D – Operational Metrics

Annexure C – Definitions & Interpretation

Unless the context otherwise requires, the following terms shall have the meanings assigned below. All other capitalised terms used but not defined herein shall have the meanings given in the main body of this Agreement.

1. “Brand”

Means “Shero Home Food” operated by M/s Barottas Hospitality Pvt Ltd, or any other food or lifestyle brand developed by the Company from time to time, including but not limited to Mahaprasad by Shero, Shero Curry Home (SCH), Rice Express by Shero (RES), Shero Home Chef (HCF), and Shero Essentials.

2. “Customer”

Means any individual or entity placing an order for food or products through the Platform, whether via SPO, SAP, or any authorised partner application.

3. “Customer Data”

Means all identifiable information about a Customer, including name, phone, email, address, preferences, and order history collected through the Platform or its authorised partners.

4. “Delivery Charges”

Means delivery or logistics fees levied per order by the Platform or third-party logistics providers (e.g., Swiggy, Zomato, Dunzo), payable by the Customer and/or Partner as applicable.

5. “Execution Date”

Means the date on which the Partner completes registration and onboarding through the Kitchen Partner / Home Chef Form, signifying acceptance of this Agreement.

6. “Food Delivery Aggregator (SAP)”

Means any third-party food ordering and delivery platform integrated with Shero, including but not limited to Swiggy, Zomato, Dunzo, Uber Eats, etc.

7. “Kitchen Partner (PTR or KTN PTR)”

Means any individual or entity (homemaker or franchise) legally registered under this Agreement to prepare and sell food or beverage items through the Platform.

8. “Home Chef (HCF)”

Means an individual home-based cook or food entrepreneur registered with Shero to sell home-style meals or related items via SPO only.

9. “Kitchen Partner Services”

Means the food and beverage preparation, sale, packaging, and delivery of menu items through the Platform under this Agreement.

10. “Platform”

Means Shero’s digital ecosystem, including the Shero App, Shero Home Food Website (www.sherohomefood.in / .com), and any other media channels or technologies used for orders, onboarding, or operations.

11. “SPO (Shero’s Own Platform)”

Means Shero’s proprietary ordering channels—its mobile app, web portal, and other direct-order touchpoints under Shero Home Food.

12. “SAP (Sales Aggregator Platform)”

Means third-party ordering platforms such as Swiggy and Zomato, through which Shero-branded kitchens are listed and orders processed in partnership with the Company.

13. “PPP (Partner Purchase Price)”

Means the pre-fixed price at which Shero purchases food or product units from the Partner for resale on the Platform(s), as defined in Annexures A/B.

14. “COMM (Commission)”

Means the percentage or amount charged by the Company to unbranded Home Chefs (HCF) or applicable partners for sales facilitated through the Platform, as defined in Annexure A.

15. “MSG (Minimum Sales Guarantee)”

Means the minimum monthly sales amount promised by the Company to a Partner in specific categories, subject to compliance with Operational Metrics.

16. “MMA (Minimum Margin Assurance)”

Means the minimum assured margin payable by the Company to a qualifying Partner in lieu of MSG shortfall, subject to performance metrics in Annexure D.

17. “SIP (Shero Income Plan)”

Means the Company’s structured income plan governing Partner earnings, PPP determination, and payout schedules, as detailed in Annexure F and updated periodically.

18. “SFT (Shero Food Technology)”

Means the proprietary food preparation, hygiene, and quality standard developed by Shero, including the ABC (Three-Step Cooking Process) and parameters such as HCT (Hygiene & Homely, Colour & Consistency, Taste & Timely) and CCT (Colour, Consistency & Taste).

19. “Operational Metrics”

Means the measurable performance indicators—attendance, visibility, review ratings, product availability, and delivery timelines—used to assess Partner performance, as defined in Annexure D.

20. “COFO”

Means Company-Owned, Franchise-Operated, where the Company owns the infrastructure and the Franchise Partner operates day-to-day kitchen functions.

21. “FOFO”

Means Franchise-Owned, Franchise-Operated, where the Partner both owns and operates the kitchen setup under Shero’s brand and SOPs.

22. “PRM”

Means the Premium Category of kitchens or Partners classified based on performance and brand standards.

23. “NKT / CKT / Mini CKT”

Means Nuclear Kitchen, Community Kitchen, or Mini Community Kitchen, representing Shero’s scale-based operating models.

24. “Full-Time / Part-Time”

Means the operational mode of the kitchen—
Full-Time: operates per brand-specified hours.
Part-Time: operates at the homemaker’s chosen timings.

25. “STD (Standard Type)”

Means the Standard Kitchen Partner model under Shero’s classification system. This refers to the basic form of partnership between the Company and the Partner, operating with no security deposit, no lock-in period, and no eligibility for schemes such as Minimum Sales Guarantee (MSG) or Minimum Margin Assurance (MMA). However, all other general terms, operational standards, branding norms, hygiene, and compliance requirements applicable to other Partner types shall equally apply to STD Partners.

26. “Order Value”

Means the total price payable by the Customer per order, inclusive of taxes, before any deductions or commissions.

27. “Sale Listing”

Means the listing of a kitchen, menu, or items across Shero’s own and third-party platforms.

28. “Customer Data Policy”

Refers to Shero’s privacy and data-protection policy, available at https://sherohomefood.in/privacy-policy, governing use and handling of customer information.

29. “Parties”

Collectively refers to the Company (Barottas Hospitality Pvt Ltd) and the Partner (Kitchen Partner / Home Chef).

30. “Annexures”

Means all appendices attached to and forming part of this Agreement, as periodically updated by the Company.

31. “Interpretation”

• Headings are for reference only and do not affect interpretation.
• Words in the singular include the plural and vice versa.
• References to “day” or “month” mean calendar day or month.
• References to statutes include amendments or re-enactments thereof.

Annexure F – Shero Income Plan (SIP)

Last Updated As of Oct 24, 2025

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