What standard of performance does Punchh warrant for the Professional Services provided to Dq Treat?
Dq_Treat Franchise · 2025 FDDAnswer from 2025 FDD Document
PUNCHH SHALL USE COMMERCIALLY REASONABLE EFFORTS: (I) TO MAINTAIN THE AVAILABILITY OF THE SERVICE, SUBJECT TO DOWNTIME BY REASON OF FORCE MAJEURE OR FOR THE PURPOSE OF PERFORMING MAINTENANCE OR IMPLEMENTING UPGRADES OR MODIFICATIONS (SEE EXHIBIT A SERVICE LEVEL AGREEMENT FOR FULL DESCRIPTION OF AVAILABILITY OF THE SERVICE); AND (II) TO RESPOND WITHIN A REASONABLE TIME TO CUSTOMER'S REASONABLE REQUESTS FOR SUPPORT OR CUSTOMER'S IDENTIFICATION OF ANY MATERIAL ERRORS OR DEFECTS IN THE SERVICE.
- 2.1 PROFESSIONAL SERVICES. CUSTOMER MAY ELECT TO PURCHASE PROFESSIONAL SERVICES FROM PUNCHH.
THE PROVISION OF SUCH PROFESSIONAL SERVICES WILL BE SUBJECT TO ADDITIONAL FEES AND WILL BE GOVERNED BY TERMS AND CONDITIONS AGREED TO UNDER A SEPARATE SOW, WHICH WILL REFER TO AND BE INCLUDED AS PART OF THIS AGREEMENT.
- 18.6 Data Security Audit and Reporting.
At least once per year, Punchh shall conduct site audits of the information technology and information security controls for all facilities used in providing the Services under this Agreement, including obtaining a network-level vulnerability assessment performed by a recognized third-party audit firm based on recognized industry best practices.
Source: Item 17 — The following paragraph is added to the end of Item 17 of the Disclosure Document: (FDD pages 70–378)
What This Means (2025 FDD)
According to the 2025 Dq Treat FDD, Punchh's performance standard for Professional Services is based on "commercially reasonable efforts" to maintain service availability and respond to customer requests. Specifically, Punchh commits to using commercially reasonable efforts to maintain the availability of the service, subject to downtime due to force majeure, maintenance, upgrades, or modifications. Punchh also commits to respond within a reasonable time to Dq Treat's reasonable requests for support or identification of material errors or defects in the service.
Professional Services that Dq Treat may elect to purchase from Punchh are subject to additional fees and governed by the terms and conditions agreed upon in a separate Statement of Work (SOW). This SOW will be included as part of the agreement between Dq Treat and Punchh. The FDD also outlines that Punchh will conduct site audits of information technology and security controls at least once per year, engaging a third-party audit firm to perform a network-level vulnerability assessment based on industry best practices.
For a Dq Treat franchisee, this means that while Punchh commits to a reasonable level of service and support, there are potential limitations and exclusions to their obligations. The actual scope and terms of Professional Services, including specific performance metrics or guarantees, are detailed in the separate SOW. Franchisees should carefully review the SOW to understand the specific obligations, fees, and performance standards associated with any Professional Services they elect to purchase from Punchh.
Furthermore, Dq Treat franchisees should note that Punchh retains the right to modify or upgrade the Services, potentially leading to downtime. While Punchh aims to provide advance notice for scheduled maintenance, unforeseen circumstances could still impact service availability. The annual data security audits and the process for addressing exceptions found in those audits provide some assurance of data security, but franchisees should understand the process for addressing any potential breaches or vulnerabilities.