This Serving Hospitality Agreement ("Agreement
") is entered into by inKind Cards, Inc. located at 610 W Live Oak St, Austin TX 78704 ("inKind
") and the undersigned restaurant (the "Merchant
"). The Agreement is effective as of the date agreed to by Merchant ("Effective Date
inKind offers an electronic loyalty service which allows a merchant's guests to pre-pay for food and beverages by purchasing electronic credit certificates for specified dollar amounts that may be used to purchase food, beverages and other products sold by the Merchant ("Credit
"). inKind provides a mobile application to track and facilitate redemption of guest credit, as further defined in Section 1 below ("Service
"). Merchant wishes to participate in the Service with guests being able to pre-pay for visits the Merchant's business. Accordingly, inKind and Merchant agree as follows: 1. INKIND SERVICES1. A. House Account Credit.
inKind shall market, make available for purchase and facilitate redemption of Credit that provides a ten percent to forty percent (10% - 40%) bonus on the amount purchased. It also provides the inKind user mobile application which allows inKind Users to check, redeem and gift their Credit, check-in to the Merchant, refer friends and events, leave feedback, and any other features and enhancements that may be added, and (ii) the inKind managers mobile application that allows a manager to add profile notes to an inKind user's profile, close out an inKind user and run reports based on Credit purchased and redeemed, and gratuity left. 1. B. Marketing and Training.
inKind shall assist in the selling of Credit. inKind will create an email and social media marketing campaign to encourage patrons of the F&B Outlets and any inKind users in the vicinity of the Merchant's business to purchase Credit.1.C. Customer Support.
inKind shall provide customer support via email and phone to assist with the purchase and use of Credit. Such support shall be available to inKind users, the Merchant and managers at the Merchant. 2. MERCHANT PARTICIPATION2.1. Acceptance as a Participating Merchant.
Subject to Merchant's agreement to this Agreement, which incorporates by reference the Terms and Conditions
, Merchant shall be permitted to participate in the Service during the term of this Agreement. Merchant shall comply with all terms of this Agreement and the Service. 2.2. Payment Terms.
Merchant is responsible for (i) all normal credit card processing fees, which shall be processed by inKind's payments partner, Stripe (2.9% of the transaction plus $0.30), and deducted before payment. Additionally, Merchant shall pay inKind a marketing and administrative fee of five percent (5%) of the price paid by an inKind User for each House Account sold, which shall also be deducted before payment, such fee will not be charged for all sales made in the first ninety (90) days from the Effective Date
. Merchant shall receive funds from a House Account purchase (less the fees listed in this section) on a daily basis via Stripe, as and when House Account sales occur. 2.3. Marketing Support.
Merchant shall use the inKind app to manage and redeem Credit and add to the F&B Outlet's website homepage a link to the Offering Website to promote the sale of the Credit. 2.4. Credit.
Merchant shall honor all Credit in accordance with the terms of this Agreement and applicable law until redeemed in full by inKind Users. 2.5. Taxes.
Merchant will be solely responsible for calculating, collecting and remitting any value added, use, occupancy, restaurant, privilege, gross receipts, sales or other applicable taxes owed to federal, state, or local taxing authorities in connection with the sale or redemption of Credit. 2.6. License to Use inKind Content.
Once accepted into the Service, Merchant shall be permitted access to the user mobile applciationa nd the inKind manager's mobile application. In addition, inKind hereby grants Merchant a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Mobile Applications and other inKind Content solely in connection with the Service during the term of this Agreement. 2.7. License to use Merchant Content.
Merchant hereby grants inKind a non-exclusive, irrevocable, royalty-free and worldwide license to reproduce, use and display its logo for promoting the Credit. 2.8. Compliance with Applicable Law.
Merchant is responsible for all purchaser service in connection with the use of Credit and for supplying all goods and services paid for with the Credit by an inKind user. Merchant shall ensure Merchant honor all Credit until redeemed in full. Merchant is solely responsible for compliance with any applicable escheat or abandoned or unclaimed property laws. Upon written request from Merchant, inKind will provide Merchant with information in inKind's possession that the Merchant needs to comply with its obligations under this Agreement.