1. NATURE OF SERVICES:
Grindz ToGo, LLC’s nature of business is to provide online marketing services to restaurants and other various outside vendors for the purposes of increasing a restaurant’s or outside vendor’s individual monthly gross sales and market visibility. For such successfully generated orders, Grindz ToGo, LLC charges sales commission(s). Grindz ToGo, LLC openly works alongside many restaurants and vendors across many cuisines and areas of business. Grindz ToGo, LLC conducts targeted marketing campaigns promoting all or some of their associated restaurants or vendors. These services can include but are not limited to, print, television, radio, and online advertising campaigns of any kind. Grindz ToGo, LLC aims to market and promote client brands in innovative and new ways, and in a manner which Grindz ToGo, LLC and its directors deem appropriate. This agreement acknowledges and permits Grindz ToGo, LLC to use the Restaurant brand and name for the above stated purposes.
The term of this agreement shall automatically renew on the first day of each month. This agreement is ongoing from the initial signing date. Cancellation must be served in writing with minimum thirty (30) days notice, unless a mutually agreeable cancellation date cannot be determined by both parties. Restaurant may be liable for any outstanding marketing obligations, should such obligations extend to a date beyond the cancellation date. No other fees apply to cancellation by either party.
3. ONLINE MARKETING AGREEMENT:
Grindz ToGo, LLC shall host and make public Restaurant’s menu and other products. Grindz ToGo, LLC is not liable or responsible for the public perception of Restaurant, positive or negative, related or unrelated to this agreement. Grindz ToGo, LLC shall provide customer support via public email and online chat during regular business hours to assist with customer information and questions related to process of generating sales for Restaurant. Grindz ToGo, LLC and its directors shall determine, in its best interest, the hours in which these services are offered, and reserve the right to make future changes at any moment without notice. Grindz ToGo, LLC will provide e-commerce support and capabilities for the Restaurant at all times, when possible. Grindz ToGo, LLC does not warrant the site has 100% uptime, nor shall it be held liable should the site malfunction for any reason. Grindztogo.com is a portal connecting users to individual restaurants who voluntarily agree to participate. Grindz ToGo, LLC reserves the right to sell any outside products they wish alongside Restaurant product(s).
i. TAKEOUT SALES All payments under this method are processed by Grindz ToGo, LLC on behalf of Restaurant. If these services are selected, given the cost associated with the maintenance of this business model, Marketing Agent shall earn a sales commission of 15 % of the gross delivery sales for any and all restaurants items sold through or by Grindz ToGo, LLC.
Marketing Agent shall remit payment, less or including any earned commissions, taxes, charges, fines, liabilities, on the 1st and 15th of each month for any and all Restaurant or Vendor items sold through or by Grindz ToGo, LLC. This payment shall be made in the form of a check. A grace period of five (5) business days shall be granted to Grindz ToGo, LLC. For all revenue and monies accepted and collected or processed by Grindz ToGo, LLC either via merchant services or cash payments, Grindz ToGo, LLC shall be responsible for all applicable state and local general excise taxes, in full, for each month.
5. RESTAURANT TERMS OF SERVICE:
Restaurant will abide by agreement and cook, prepare, and/or sort sales/orders generated by Grindz ToGo, LLC in accordance with the individual restaurant guidelines detailed on Exhibit A “Restaurant Profile & Hours”. Restaurant will alert Grindz ToGo, LLC in reasonable time to sold-out items, early closures, and other operational information that directly effects Grindz ToGo, LLC’s nature of business and their ability to provide the services described herein. Restaurant is liable and accountable for the taste and presentation of final product and food. This includes but is not limited to the inclusion or exclusion of any items, marketing collateral, and other optional materials the restaurant wishes their consumers to have. Marketing Agent is not responsible to provide any items and is in no way responsible nor guarantees customer satisfaction in any manner. Restaurant will not prioritize or differentiate takeout orders submitted by Grindz ToGo, LLC from orders generated directly by the restaurant or vendor, or by other means, nor give priority to patrons currently conducting business within their establishment(s).
6. MARKETING MATERIALS AND USE RELEASE:
By entering this agreement, restaurant agrees to release to Grindz ToGo, LLC, for the entire term of this agreement, the right to utilize the Restaurant logo, image, brand, likeness, name, menu, items, general information and other materials submitted at any point to Grindz ToGo, LLC for any reason, for use in targeted marketing campaigns, at the sole direction of Grindz ToGo, LLC, to promote none, any, or all restaurants, including but not limited to the restaurant for which this particular agreement pertains, including general take-out sales, generated by Grindz ToGo, LLC via any means, and generally for the benefit of Restaurant, as determined by Grindz ToGo, LLC. Restaurant will hold harmless Grindz ToGo, LLC and its directors for all damages or consequences resulting from any use or misuse of the Restaurant image, brand, or name, when used for the purposes of this agreement.