Annexures 1 - 6
ANNEXURE 1 - PRICING & COMMERCIAL TERMS
The following schedules provide a summary of key commercial terms.
SCHEDULE 1A:
Number Item Details
Currency GBP
Territory England
Payment Processing Option Facilitated Payment Processing
Subscription Start Date Date of this contract being signed
Number of Accounts As per Chargebee form
Initial Service Term 0 months from the Subscription Start Date
Transaction Fee 1.5% + 10p Stripe for all transactions
5% for the following features:
- Collection
- Delivery (driver cost additional)
- Order At Table
- Pay In Store
Platform Set up Fee £200
Platform Use Fee As per Schedule 1B.
Support As per Annexure 4 & Annexure 5
Duration of contract Month by month
Invoiced party The customer
Payment / Invoice terms The Platform Setup Fee (if any) is paid
immediately upon signing of the contract
The Platform Use Fee will be:
a) payable in accordance with the terms of this
agreement;
b) payable from the Subscription Start Date;
c) payable for the duration of the Service Term;
d) invoiced in advance, monthly or quarterly or
annually as agreed by both parties from the
service Start Date;
e) paid by the Invoiced Party;
f) paid monthly;
g) paid by direct debit;
h) paid in advance;
SCHEDULE 1B:
Service Overview Customer Cost
Design, Development & Implementation: The Platform Setup Fee is: GBP N/A
As Listed in Annexure 2 (+ any applicable goods and services or sales taxes).
Custom Development: Not Applicable
No customization has been applied to this Agreement.
Per Account License Includes: The Platform Use Fee is N/A
Licensing, hosting, account management,
support, maintenance and innovation
ANNEXURE 2 - FUNCTIONALITY
The scope of works detailed below are based on client’s requirements and existing features provided by the LOKE platform:
· Pay in store
· Delivery
· Click & Collect
· Order At Table
· All standard LOKE App features including:
o Brand splash page
o Home page
o Display of Rewards Points Balance
o My Setting features
Home
Payment
My Activity
Saved Offers
Vouchers
Support
· Service or Experience
· Technical Support
· Payment Issues
Settings
· Notification Status Setting
· Location Services
· Terms of Use
· Privacy Policy
· Logout
· Access to LOKE Back Office Marketing Platform
o Dashboard
o Promotions
o Push Notification Engine
o Customer Database
o Reporting
· Loyalty
ANNEXURE 3 - PLATFORM SETUP SERVICES
To enable Customer to be able to access the Platform, LOKE will complete the following to properly configure each Account and ensure that Customer and its Affiliates are sufficiently trained to operate the platform:
· Training of the LOKE Back Office Marketing Platform
· Assistance with preparation of marketing materials and promotions
· 1 hour training to head office key stakeholders (online, phone or face to face dependent on accessibility and location)
· Set up and installation of merchant terminal on POS
ANNEXURE 4 - SUPPORT SERVICES
LOKE will provide the following Support Services:
· Onboarding:
o Head Office Training, Access to an Online Help Desk, Training Manuals and Generic Marketing Materials
· Support from a LOKE representative
· Email Support
· Phone support
· Access to a LOKE help desk including marketing and tutorial materials
ANNEXURE 5 - SERVICE LEVELS
1. SERVICE AVAILABILITY
1.1 The Service is “Available” when the Service is internet accessible.
1.2 The Service is "Unavailable" when it is not "Available”, except that if Service Unavailability is in any way contributed to by Customer, or by an End User, or due to the events set out in Section 4.2.
1.3 After a request for assistance has been made to LOKE via email to support@loke.global, LOKE will implement as part of the Service, LOKE must at its sole expense:
1.1.1 Categorise the request;
1.1.2 Respond acknowledging receipt of the request and notifying the Account owner of the relevant severity category of the request within the response time;
1.1.3 Provide the Account owner with an update on the status of each request in accordance with the update frequency; and
1.1.4 Use reasonable endeavours to resolve the request
ANNEXURE 6 - SECURITY PROTOCOL
LOKE agrees to establish and maintain an effectve information security management system (“System”) of a standard that is at least equivalent to Good Industry Practice for a company that offers services equivalent to the Services, at all times during the Service Term.
The System must cover the security and safeguarding of Customer Data against the destruction, loss, unauthorised access, use and disclosure, alteration or other misuse.
The System must be designed to ensure all Customer Data, and access to it, will be properly safeguarded at all times and the System must be updated when required, to account for changes in law and Good Industry Practice.
For any material changes that may be required, LOKE agree to provide written notice of at least ten (10) Customer Days, to inform Customer of any effects it may have on the performance of the Services.
Subject to any provision of this Agreement, all required downtime that may be required, will be done outside of business hours where applicable.
Without limiting the generality of the foregoing, the System must include:
(a) monitoring controls to enable identification and detection of any actual or suspected Security Breach or risk of Security Breach that may impact the security of Customer Data;
(b) a process to conduct security testing at least annually on all applications, infrastructure, network and operations used in delivering the Services;
(c) appropriate and regular privacy and information security awareness training to LOKE employees, affiliates, agents and vendors including notification to such persons of LOKE information security policies and processes whenever updates occur;
If LOKE becomes aware of any Security Breach or risk of Security Breach that affects or could affect any Customer Data, it must promptly provide Customer with details of the same and of its proposed strategy to prevent future reoccurrence of such Security Breach or risk of Security Breach.
LOKE must also promptly take all necessary steps to rectify the actual Security Breach or risk of the Security Breach and keep Customer informed of the progress of the same.
LOKE must immediately notify Customer of any breach of its obligations under this Annexure 6 (whether by itself or by its personnel) together with any steps it takes (or proposes to take) to remedy the breach; and provide Customer with all assistance reasonably requested by Customer (at LOKE's cost) in connection with any breach by LOKE of its obligations under this Annexure 6.
ANNEXURE 7 - CUSTOMISATIONS / STATEMENT OF WORK
The parties agree that the Services (and any Customisations) are subject to the terms of the Agreement and the terms set out below.
The estimated time for delivery regarding Customisations is an estimate only and LOKE does not guarantee that the Customisations will be delivered or fully functional by the estimated time for delivery.
Payment of the Platform Setup Fee and will be paid in accordance with Annexure 1, unless agreed otherwise.
Fees associated with any Customisations / Platform Setup are non-refundable (where pre-paid).
All additional custom Development (i.e.: that which is not included in this Agreement), will be subject to a separate Order Form and will be paid within 7 days of invoice.
LOKE also agrees to make all reasonable efforts to provide the Customer with an estimate of custom Development timelines, within two weeks from receiving a request for proposal from Customer.
