GrubTech provides the Services (as further described in the Service Agreement) through its operating system purpose-built for cloud kitchens, omni-channel restaurant operations and hotels, and is pleased to provide technical support to the Customer in accordance with this Service Level Agreement (“SLA”). This SLA is hereby incorporated into our Service Agreement and Terms and Conditions, and made a part of them. Terms not defined in this SLA have the definitions set out in our Terms and Conditions. The remedies set out in this SLA are the Customer’s sole and exclusive remedy for issues covered by the SLA.
We reserve the right to make changes to this SLA at any time at our sole discretion. If we make changes to this SLA, we will provide notice of such changes by revising the date at the top of this SLA. Your continued use of our Services following notification of changes will constitute your acceptance of such changes. Please periodically review this SLA and check for any updates.
“Downtime” shall mean “unplanned” network unavailability within GrubTech’s network due to the failure of GrubTech to provide the Services for Customer. Downtime shall not include any packet loss or network unavailability during GrubTech’s scheduled maintenance of the Internet Data Center(s), network and Services.
“Issue” means a failure of the Software to substantially provide the Services as set out in the Service Agreement.
“Monthly Downtime Percentage” means the percentage of minutes during which the Services is unavailable or has no external connectivity for that specified month.
“Monthly Uptime Percentage” means 100% less the Monthly Downtime Percentage.
“Response Time” means the time period in which the assigned support resource shall provide Customer with an initial technical response as a result of an Issue reported by Customer.
“Service Credit” means the credit calculated as described in Section 6.1 of this SLA.
“Software” means the software program(s) subscribed by Customer provided by GrubTech. Software includes the Services as defined in the Service Agreement and the Terms and Conditions.
“Support Services” means the support level provided by GrubTech with respect to the Services as set out in Section 2.2.
“Standard Support Hours” means 24 hours per day/7 days per week.
“Updates” means service packs, patches, hot fixes, or Workarounds for a particular version of the Software. All Updates are licensed to Customer and subject to the terms and conditions of the Service Agreement.
“Workaround” means a modification or “patch” for a particular version of the Software, which may be of a temporary or interim nature, to help cure or avoid an Issue.
2. SUPPORT SERVICES
- Generally. In consideration of the Customer’s payment of the applicable fees related to the use of the Services, GrubTech agrees to provide Support Services for the duration of the Term, and solely for the Software. GrubTech will provide Support Services to Customer via email. Customer may report an Issue by sending an email to email@example.com, or submitting a ticket through the GrubTech Kitchen Display System.
- Software Support. Support Services include:
- Information gathering and analysis of Software to identify Issues;
- Chat, email, or telephone consultation regarding the use and operation of the Software that does not rise to the level of training;
- Configuration changes for the Software;
- Repair or replacement of open source software with functionally equivalent software; and
- Issue correction in accordance with the Support Response Time Goals below.
- Severity Classification and Response Time Goals. Issues are classified according to severity of impact on the use of the Services, according to the Support Response Time Goal chart below. All disputes regarding severity classification will be resolved by GrubTech in its sole discretion.
- Discovery of Source; Notification of Customer. GrubTech will use commercially reasonable efforts to determine whether the source of the Issue is limited to the Services or whether the Issue arises from the Customer equipments or Customer’s connection to the Internet and shall notify Customer of its findings regarding the source of the Issue promptly.
- Correction. If the source of the Issue is within the sole control of GrubTech, then GrubTech will use commercially reasonable efforts to remedy the Issue as soon as reasonably possible. If the source of, and remedy to, the Issue resides outside of the sole control of GrubTech, then GrubTech will use commercially reasonable efforts to notify the party responsible for the source of the Issue and cooperate with it to resolve such Issue as soon as reasonably possible.
3. SUPPORT SERVICES
- Support Contact. All communications relating to the Support Services will be supervised, coordinated, and undertaken by a Customer’s primary contact provided to GrubTech in writing, unless additional contacts are designated as an approved contact persons by Customer’s primary contact. Issues related to the security of Customers Data, including but not limited to, password resets, may require approval of Customer’s primary contact.
- Pre-Call Procedures. Prior to requesting support from GrubTech, Customer shall use reasonable efforts to resolve an error or issue by referring to the Knowledge Base on the Grubtech website and utilize sufficient resources to understand that a problem exists. If such efforts are unsuccessful in eliminating the Issue, Customer shall then promptly notify GrubTech of the Issue in accordance with Section 3.3. Customer shall confirm that the following conditions are true before contacting GrubTech for support:
- the situation giving rise to the Issue is reproducible;
- the Customer contact has the technical knowledge and skills regarding the Services, any other software or hardware systems involved, and the facts and circumstances surrounding the Issue and is able to communicate efficiently with GrubTech;
- the entire system is available to the Customer contact during any communication with the assigned GrubTech support technician;
- the Customer has sufficient resources to understand GrubTech instructions in addressing a support request; and
- there are no invoice amounts on the Customer’s account on which the Customer is in default.
- Customer Notification Requirements. The Customer must notify GrubTech at least be email within five (5) Business Days by opening a support ticket and providing the following details together:
- List the Services affected and a description of what the issues encountered and/or that transpired;
- List the date and time the Downtime occurred;
- List usernames and email addresses affected by the Downtime; and
- List an estimate of the amount of actual Downtime in minutes.
- Customer Action. The Customer shall provide sufficient information and technical data with respect to the situation giving rise to the Issue. Customer agrees to cooperate at all times with GrubTech personnel to enable GrubTech to provide the relevant support. The Customer agrees to make reasonable attempts to correct an Issue where instructed by GrubTech. If requested and required, Customer must make available to GrubTech a technical representative during Normal Business Hours for all Issues. GrubTech reserves the right to suspend all work relating to any Issue during periods for which the Customer does not provide access to Customer’s technical representative or requested data to continue to work on the Issue.
- Remote Connection. If appropriate, Customer will cooperate with GrubTech to allow and enable GrubTech to perform the Support Services via remote connection using standard, commercially available remote control software.
GrubTech shall use commercially reasonable efforts to maintain the Software so that it operates without Issues. GrubTech continually analyzes the Software to find potential for improvement, enhanced security, expanded functionality and greater user-friendliness. Software maintenance includes the additions or modification of Software features that GrubTech makes generally available to its Customer base during the applicable Term. These Software features, include Updates to the Software.
5. LIMITATIONS OF SUPPORT SERVICES
If Customer notifies GrubTech of a problem and GrubTech correctly determines that the problem is due to (a) Customer’s incorrect or improper use of the Services or Software; (b) failure to comply with the terms of the Service Agreement; (c) use of the Services at any unauthorized location; (d) use of the Services with any hardware or software not recommended or not sold by GrubTech; and/or (e) any Issue that result from problems to the extent not caused by GrubTech or outside the reasonable control of GrubTech that result form (i) computing or networking hardware; (ii) equipment or software under Customer’s Control; (iii) the Internet; (iv) other issues with electronic communications; and/or (v) events of Force Majeure, the resolution of such problem is not covered by this SLA and GrubTech shall have no obligation to provide the Support Services, Updates, or any other support and maintenance under this SLA. However, GrubTech may provide additional services to correct the problem pursuant to a separate service agreement.
6. SERVICE CREDITS
- In the event Customer experiences Downtime, Customer shall be eligible to receive a service credit by way of discount to be applied to the next payment of the Subscription Fees based on the Monthly Uptime/Downtime Percentage calculation in the chart below (“Service Credit”) excluding any maintenance, scheduled downtime, and issues outside the control of the GrubTech, including issues related to Third Parties.
- Customer Must Request Service Credit. Upon receipt of a written request from Customer for a prior calendar month requesting information regarding a specific instance of Downtime, GrubTech will provide Customer with a related incident report from which Customer may determine any Downtime. In order to receive a Service Credit in connection with a particular instance of Downtime, Customer must notify GrubTech within thirty (30) days from the time Customer becomes eligible to receive a Service Credit. Failure to comply with this requirement will forfeit Customer’s right to receive a Service Credit for the applicable instance of Downtime.
- Limitations. Notwithstanding the foregoing, if the Customer is overdue with respect to any payment obligation, or otherwise in material breach of any contractual obligation to GrubTech, Customer is not eligible for any Service Credits.
7. SUPPORT SERVICES
- GrubTech will provide Support Services for the Term of Service Agreement.
- Termination of Support Services. If GrubTech or Customer terminates the Service Agreement in accordance with the terms provided therein, then the Support Services hereunder will also terminate. Further, GrubTech may suspend its obligations under this SLA upon the following conditions:
- if Customer fails to make any payments due under the Service Agreement within ten (10) days after GrubTech delivers notice of default to Customer;
- by giving prior written notice to Customer if Customer fails to perform any material obligation required of it hereunder, and such failure is not cured within thirty (30) days from Customer’s receipt of GrubTech’s notice to cure such non-performance of material obligation; or
- if Customer files a petition for bankruptcy or insolvency, has an involuntary petition filed against it, commences an action providing for relief under bankruptcy laws, files for the appointment of a receiver, or is adjudicated a bankrupt concern.
- Option for Long Interruption of the Service Availability. If Customer experiences more than twelve (12) consecutive Business Hours of Downtime due to any single event, then the Customer sole remedy shall be to terminate the Service Agreement by giving thirty (30) days’ written notice to GrubTech.
- Option for Chronic Problems. If the Software availability drops below the acceptable Monthly Uptime Percentage for three consecutive calendar months, then the Customer may send a breach notification to GrubTech. If the Software availability does not improve during the sixty (60) day period following the breach notification, then the Customer’s sole remedy shall be to terminate the Service Agreement by giving thirty (30) days’ written notice to GrubTech.
- Exclusive Remedy. Customer understands that the remedies set out in Section 7.3.1 and 7.3.2, shall be the Customer’s exclusive remedy in the event of prolonged or chronic service interruption.
GrubTech warrants all Services performed under this SLA shall be performed in a workmanlike and professional manner. Except as otherwise stated in this SLA, GrubTech makes no other warranties, express or implied including express or implied warranties of merchantability, fitness for a particular purpose, or noninfringement.