Services Guide

This Services Guide contains provisions that define, clarify, and govern the services described in the quote to which it is attached (the “Scope of Work”).  If you do not agree with the terms of this Services Guide, you should not sign the Scope of Work and you must contact us for more information.

This Services Guide is our “owner’s manual” that generally describes all managed services provided or facilitated by Trabon Group (“Trabon”); however, only those services specifically described in the Scope of Work will be facilitated and/or provided to you (collectively, the “Services”).  Activities or items that are not specifically described in the Scope of Work will be out of scope and will not be included unless otherwise agreed to by us in writing.

This Services Guide contains important provisions pertaining to the auto-renewal of the Services in the Scope of Work, as well as fee increases that may occur from time-to-time.  Please read this Services Guide carefully and keep a copy for your records.

 

MenuNet Software

Onboarding Services

Onboarding is included with MenuNet and ensures the following services will be provided:

  • Creation of unique MenuNet site with your brand logo.
  • Addition of corporate, franchise and other users required. 500 user limit standards.
  • SSL included in site setup.
  • Two group training sessions (1 hour each) for users once site is ready.
  • 15 hours of custom report development is included with your MenuNet Onboarding. Additional hours are billed at $165/hour. Reports will be estimated, and billing will not exceed estimate.

The foregoing list is subject to change if we determine, in our discretion, that different or additional onboarding activities are required.

 

Ongoing Services

  • Licensing includes maintaining systems, infrastructure, and standard software upgrades.
  • All menu data will be rolled forward from one event to the next, allowing the site to be pre-populated with the previous menus information.

The following Services, if listed in the Quote, will be provided to you.

Optional Modules
Or Service Add-Ons		 General Description
Okta Single Sign on

 

 ·       Trabon provides the setup of a MenuNet site specific to your brand. This includes site setup, creation of users,
Change Request Form  

·     Remote support provided during normal business hours for managed devices and covered software

·     Tiered-level support provides a smooth escalation process and helps to ensure effective solutions.

 
Single Platform & Yext Menu Publishing

 

  

·       TRABON agrees to publish all structured data managed in MenuNet to Single Platform or Yext up to four (4) times per calendar year as well as when new locations are added.
Google MyBusiness Menu Publishing

 

  

·       TRABON agrees to publish all structured data managed in MenuNet to Google My Business up to four (4) times per calendar year as well as when new locations are added.

 
TopShelf Beer & Wine

 

  

·     Monitors backup status for certain backup applications then-installed in the managed environment, such as successful completion of backup, failure errors, and destination free space restrictions/limitations.

·     Helps ensure adequate access to Client’s data on the event of loss of data or disruption of certain existing backup applications.

·     Note: Backup monitoring is limited to monitoring activities only, and is not a backup and disaster recovery solution.

 
Standard API Access  

·     24/7 monitoring of backup system, including offsite backup, offsite replication,
Standard Report Templates ·       Fdsf

·
Raydiant Digital
Signage Sync

·       TRABON agrees to publish all structured data managed in MenuNet to Raydiant. Assumes digital publishing up to four (4) times per calendar year as well as when new locations are added.

All-in-One MenusNow Digital Menu

·     Demo

Website Menu Widget Display

·       TRABON agrees to display one current menu per location on the CLIENT’s website and for use as a contactless menu via QR Code or NFC Label within a CLIENT hosted environment. The widget is designed to streamline the process of managing/updating/displaying accurate menu content on a brand’s website and on contactless menus. Assumes updating up to four (4) times per calendar year as well as when new locations are added.

 

 ·     Demo

·
  ·     Demo
  ·     Demo
  ·     Demo

 

 

MENUNET® SOFTWARE LICENSE AGREEMENT

TRABON agrees to license and grant to CLIENT the right to use and operate Client’s MenuNet® Sites, a web-based product and fulfillment services ordering program. TRABON shall assume responsibility for modifying the MenuNet® program (the “Program”) and creating an accompanying website (“Client’s MenuNet® Sites”) that meets the operational needs of the CLIENT within the context of the Standard MenuNet® Offering. The license granted to CLIENT for use of the Program and Client’s MenuNetTM Sites shall be subject to and governed by all the terms and conditions set forth in this Statement of Work and the standard online User License Agreement that accompanies Client’s MenuNet® Sites.  CLIENT agrees to be bound by all the terms and conditions contained in the online User License Agreement. Access to Client’s MenuNet® Sites will be granted to users authorized by CLIENT and all usage of Client’s MenuNet® Sites and the Program by authorized users will be subject to the terms and conditions set forth in the online User License Agreement that accompanies the website.  The User License Agreement shall commence on the Effective Date set forth in the Scope of Work and shall continue in full force and effect so long as the Master Services Agreement remains in effect.  The User License Agreement shall automatically terminate upon the termination of the Master Services Agreement.

 

 

 

 

Additional Description of Services

 

 

 

Nutrition Calculator Software

Onboarding Services

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Features Included:

 

 

Widen Digital Asset Management Software

Overview

Trabon provides the Widen DAM system as a third-party solution for digital asset management. The Widen DAM is a cloud-based, licensed software. Updates, technical support and standard software enhancements are provided by Widen for this software. Trabon is responsible for the configuration and administration of the software for their clients.

Additional storage and users are available for a monthly fee upon request.

Onboarding

The onboarding and implementation of the system is dependent on a timely receipt of required digital assets and direction from the CLIENT.

Service Levels

Automated monitoring is provided on an ongoing (i.e., 24x7x365) basis. Response, repair, and/or remediation services (as applicable) will be provided only during our business hours (currently M-F, 8 AM – 5 PM Central Time, excluding legal holidays and Pileus-observed holidays—listed below), unless otherwise specifically stated in the Quote or as otherwise described below.

We will respond to problems, errors, or interruptions in the provision of the Services during business hours in the timeframe(s) described below. Severity levels will be determined by Pileus in our discretion after consulting with the Client.  All remediation services will initially be attempted remotely; Pileus will provide onsite service only if remote remediation is ineffective and, under all circumstances, only if covered under the Service plan selected by Client.

Response Time1 Normal Business Hours

Monday – Friday, 8 AM to 5 PM

 Extended Hours2

Holidays, Non-Normal Business Hours
 Chat Live Chat A technician will respond, on average, in less than 3 minutes of initiating a chat session or phone call during Pileus’ normal business hours.

§  For contact initiated during the normal business hours, a technician will begin working on the issue immediately subject to technician availability.

§  If an issue is not resolved during normal business hours, it will be logged and continued the following day.

§  For contact initiated outside of normal business hours, a ticket will be logged, and work will begin on the next business day.

§  For non-critical issues where a person is required onsite, we will schedule an engineer for an onsite visit in accordance with the severity of the problem and, at all times, subject to technician availability.

 A technician will respond, on average, in less than _____ minutes of initiating a chat session or phone call any time, or day of week.

§  A technician will begin working on the issue immediately subject to technician availability.

§  For non-critical issues where a person is required onsite, we will schedule an engineer for an onsite visit in accordance with the severity of the problem and, at all times, subject to technician availability.4
Phone Live Answer
Email 1-6 Hours Email support is for non-critical requests.

§  Response time will vary from 4 hours to 48 hours depending on technician availability.

Examples of non-critical requests are:

§  Software installation

§  Issues for which a workaround has been implemented

§  Frequently asked questions (FAQ)-type requests

§  Adding / Deleting users

§  General consulting questions

1 Response time is calculated from the time that the request for help is received by us though our designated support channels.  Requests received in any other manner may result in delayed or non-responses.

2 Extended Hours are not included.  If Extended Hours support is provided, Client will be billed for such support at two times (2x) our then-current hourly rates, with a minimum of one (1) hour.  All partial hours after the first hour are billed in fifteen (15) minute increments, with partial increments billed to the next higher increment.

* All time frames are calculated as of the time that Pileus is notified of the applicable issue / problem by Client through Pileus’ designated support portal, help desk, or by telephone at  the telephone number listed in the Quote.  Notifications received in any manner other than described herein may result in a delay in the provision of remediation efforts.

Support During Off-Hours/Non-Business Hours: Technical support provided outside of our normal business hours are offered on a case-by-case basis, and are subject to technician availability. If Pileus agrees to provide off-hours/non-business hours support (“Non-Business Hour Support”), then the support will be provided on a time and materials basis (which is not covered under any Service plan), and will be billed to Client at the following increased hourly rates:

  • Project Professional Level 1: 1.5x normal rate
  • Project Professional Advanced: 1.5x normal rate
  • Support Technician, Level 1: 1.5x normal rate
  • Support Technician, Senior: 1.5x normal rate

Observed Holidays: Trabon observes the following holidays:

  • New Year’s Day
  • Martin Luther King Jr. Day
  • Good Friday
  • Memorial Day
  • Independence Day
  • Labor Day
  • Thanksgiving Day
  • The day following Thanksgiving Day
  • Christmas Eve
  • Christmas Day
  • New Year’s Eve

Fees

The fees for the Services will be as indicated in the Quote.

Changes to Environment.  Initially, you will be charged the monthly fees indicated in the Quote.  Thereafter, if the managed environment changes, or if the number of authorized users accessing the managed environment changes, then you agree that the fees will be automatically and immediately modified to accommodate those changes.

Minimum Monthly Fees. The initial Fees indicated in Quote are the minimum monthly fees (“MMF”) that will be charged to you during the term.  You agree that the amounts paid by you under the Quote will not drop below the MMF regardless of the number of users or devices to which the Services are directed or applied, unless we agree to the reduction.  All modifications to the amount of hardware, devices, or authorized users under the Quote (as applicable) must be in writing and accepted by both parties.

Increases.  In addition, we reserve the right to increase our monthly recurring fees and, if applicable, our data recovery-related fees; provided, however, if an increase is more than five percent (5%) of the fees charged for the Services in the prior calendar year, then you will be provided with a sixty (60) day opportunity to terminate the Services by providing us with written notice of termination. You will be responsible for the payment of all fees that accrue up to the termination date and all pre-approved, non-mitigatable expenses that we incurred in our provision of the Services through the date of termination.  Your continued acceptance or use of the Services after this sixty (60) day period will indicate your acceptance of the increased fees.

In addition to the foregoing, we reserve the right to pass through to you any increases in the costs and/or fees charged by third party providers for the third party services (“Pass Through Increases”). Since we do not control third party providers, we cannot predict whether such price increases will occur, however, should they occur, we will endeavor to provide you with as much advance notice as reasonably possible.

CLIENT is responsible for all transaction fees and any tax assessments required by applicable state laws for all online purchases.

Net 30 days from receipt of invoice.

ACCEPTANCE TESTING: CORRECTIONS

Within ten (10) days of completion of Client’s MenuNetTM Sites and delivery of the sites to CLIENT (the “Acceptance Period”), CLIENT shall have the opportunity to evaluate and test Client’s MenuNetTM Sites to ensure that it conforms to the specifications of this SOW (the “Acceptance Period”) and shall notify TRABON in writing of its acceptance or rejection of the site. The specifications shall be the sole and exclusive criteria for such testing and rejection. Any rejection of Client’s MenuNetTM Sites shall specifically identify all non-conformities. Failure to reject Client’s MenuNetTM Sites prior to the end of the Acceptance Period shall be deemed acceptance of the sites.  Upon acceptance of Client’s MenuNetTM Sites, TRABON will produce the final version of the sites in accordance with the specifications set forth herein.

If CLIENT rejects Client’s MenuNetTM Sites, TRABON shall notify CLIENT, within ten (10) days of such rejection if it agrees with the reported non-conformity, and if it does, how long it will take TRABON to correct the properly reported non-conformity and resubmit Client’s MenuNetTM Sites to client for testing.  Such correction and resubmission shall be made within a reasonable time from the date of rejection.  Upon receipt of the corrected Client’s MenuNetTM Sites, CLIENT shall have ten (10) days to test the corrected sites and provide Trabon with written notice of acceptance or rejection as provided for herein.

Client Content

Client hereby assumes responsibility for the accuracy of the Client Content (as defined herein) and any material, information, or data that is provided by Client or posted on or transmitted over the Website by Client or another party that Client has authorized to use the Website. Client further acknowledges that it is the owner of all right, title, and interest in and to the Client Content or has obtained all consents and authorizations necessary to use the Client Content (or any component of it) and that Client Content and any material, information, or data that is provided by Client or posted on or transmitted over the Website to Client or another party that Client has authorized to use the Website does not infringe or violate the rights of any third party including, without limitation, rights of privacy or any patent, trademark, copyright, trade secret or other proprietary rights of any third party. Client further warrants that the Client content and any material, information, or data that is provided by Client or posted on or transmitted over the Website by Client or another party that Client has authorized to use the Website does not and is not inaccurate or misleading. “Client Content” shall mean all material. Information or data that is provided by, or on behalf of, Client or posted on or transmitted over the Website by Client or another party that Client has authorized to use the Website (including, but not limited to, data, text, graphics, or other materials generated in any form or media and all trademarks, trade names, service marks, fonts, or logos.)

 

 

OWNERSHIP AND CONFIDENTIALITY

Each Party shall retain title to, and ownership of, its trademarks, intellectual property and proprietary information, including, without limitation, all related technical know-how and all rights therein (including, without limitation, rights in patents, copyrights and trade secrets applicable thereto) (collectively, “Intellectual Property Rights”).

PAYMENT TERMS

CLIENT is responsible for all transaction fees and any tax assessments required by applicable state laws for all online purchases.

Net 30 days from receipt of invoice