Common use of Technical Standards Clause in Contracts

Technical Standards. The technical standards used as a requirement for this Call- Off Contract are [enter text] Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] Onboarding The onboarding plan for this Call-Off Contract is [enter text]. Offboarding The offboarding plan for this Call-Off Contract is [enter text]. Collaboration agreement [This Call-Off Contract is conditional on the Supplier providing a collaboration agreement to the Buyer before the Start date.] Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] per year. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ enter amount] or [% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] or [% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Buyer’s responsibilities The Buyer is responsible for [enter text]. Buyer’s equipment The Buyer’s equipment to be used with this Call-Off Contract includes [enter text]. Reason [enter text]. Supplier’s information Subcontractors or partners The following is a list of the Supplier’s Subcontractors or Partners [enter text]. Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]. Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] in arrears]. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] in arrears]. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. Invoice information required All invoices must include [enter required information]. Invoice frequency Invoice will be sent to the Buyer [enter frequency]. Call-Off Contract value The total value of this Call-Off Contract is [enter value]. Call-Off Contract charges The breakdown of the Charges is [enter information here]. Additional Buyer terms Performance of the Service This Call-Off Contract will include the following Implementation Plan, exit and offboarding plans and milestones: ● [enter text] ● [enter text] Guarantee [This Call-Off Contract is conditional on the Supplier providing a Guarantee to the Buyer.] Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]. Personal Data and Data Subjects Confirm whether Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] Social Value [Note social value requirements here] Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]

Technical Standards. The technical standards used as a requirement for this Call- Off Contract are [enter text] as outlined in the Statement of Requirements. Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] is as per service listing 5081 7319 3053 697 Onboarding The onboarding plan for this Call-Off Contract is [enter text]. as per service listing 5081 7319 3053 697 Offboarding The offboarding plan for this Call-Off Contract is [enter text]. as per service listing 5081 7319 3053 697 Collaboration agreement [This Call-Off Contract is conditional on the Supplier providing a collaboration agreement to the Buyer before the Start date.] N/A Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] £45,000 per year. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ £5,000,000 enter amount] amount or [% enter percentage] %150 of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] £1,000,000 or [150% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Buyer▇▇▇▇▇’s responsibilities The Buyer is responsible for [enter text]the timely access to appropriate resource to support implementation. Buyer’s equipment The Buyer’s equipment to be used with this Call-Off Contract includes [enter text]. Reason [enter text]. N/A Supplier’s information Subcontractors or partners The following is a list of the Supplier’s Subcontractors or Partners [enter text]. DocuSign UK Limited REDACTED TEXT under FOIA Section 40, Personal Information Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]. annual invoice Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] annually in arrears]advance. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] annually in arrears]advance for the agreed annual contract value. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. REDACTED TEXT under FOIA Section 40, Personal Information Invoice information required All invoices must include [enter required information]Any enhancements or variations to the scope of this contract will be managed outside of this process. Invoices will not be paid without the inclusion of a valid Purchase Order. Invoice frequency Invoice will be sent to the Buyer [enter frequency]annually. Call-Off Contract value The total value of this Call-Off Contract is [enter value]£132,665.25 excluding VAT. REDACTED TEXT under FOIA Section 43 Commercial Interests Call-Off Contract charges The breakdown of the Charges is [enter information here]. REDACTED TEXT under FOIA Section 43 Commercial Interests Additional Buyer terms Performance of the Service This Call-Off Contract will include the following Implementation Plan, exit and offboarding plans and milestones: ● [enter text] ● [enter text] See Statement of Requirements Guarantee [This Call-Off Contract is conditional on the Supplier providing a Guarantee to the Buyer.] N/A Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. N/A Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. N/A Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] N/A Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]. N/A Personal Data and Data Subjects Confirm whether See Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] N/A Social Value [Note social value requirements here] As outlined in the Supplier listing. • Fighting climate change • Covid-19 recovery • Equal opportunity • Wellbeing Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]N/A

Technical Standards. The technical standards used as a requirement for this Call- Off Contract are [enter text] as provided in the service description as listed on the Digital Marketplace. Service level agreement: The service level Service Levels and availability criteria required for this Call-Off Contract are [enter text] as stated in Supplier’s service description listed on the Digital Marketplace. Onboarding The onboarding plan for this Call-Off Contract is [enter text]. Not applicable Offboarding The offboarding plan for this Call-Off Contract is [enter text]. Collaboration agreement [This will be agreed with the Supplier and Buyer within one month of the Call-Off Contract is conditional on start date. End-of-contract data extraction Upon request by ▇▇▇▇▇ made within thirty (30) days after the effective date of termination or expiration of the G Cloud 14 Call-Off, The Supplier providing a collaboration agreement to will make the Buyer before Data available in an agreed Extract format to Buyer through the Start date.] Service at no additional cost. Call-Off Contract Clause 21 (Exit Plan) and Clause 10 (Termination and consequences of termination) apply. Collaboration agreement Not Applicable Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] per year125% of the total contract value. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ enter amount] or [125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Call- Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] or [125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Buyer’s responsibilities The Buyer is responsible for [enter text]. Not applicable Buyer’s equipment The Buyer’s equipment to be used with this Call-Off Contract includes [enter text]. Reason [enter text]Not applicable. Supplier’s information Subcontractors or partners The following is a list of the Supplier’s Subcontractors or Partners [enter text]. Not applicable Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]BACS. Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] is: Annually in arrears]advance. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] annually in arrears]advance. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. via email to: Invoice information required All invoices must include [enter required information]the relevant purchase order number. Invoice frequency Invoice will be sent to the Buyer [enter frequency]annually. Call-Off Contract value The total value of this Call-Off Contract is [enter value]£108,528.00 (VAT not applicable). Call-Off Contract charges T Total for 4 yearsPaid Period). (ifTerm is xtended) (VATnot applicable) £108,528.00 The breakdown of the Charges is [enter information here]. is: ● Additional Buyer terms Performance of the Service This Call-Off Contract will include must adhere to the following Implementation Plan, exit quality standards and offboarding plans and milestones: ● [enter text] ● [enter text] Guarantee [This Call-Off Contract is conditional services as described in the service description as listed on the Supplier providing a Digital Marketplace. Guarantee to the Buyer.] Not applicable Warranties, representations In addition to All Warranties and representations are as per Clause 2.3 of the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]Agreement. Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. Not applicable Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] Not applicable. Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]Not applicable. Personal Data and Data Subjects Confirm whether As described in Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 7. Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] Please see Clause 11 in this Call-Off Contract as well as Clause 27 of the Framework Agreement Social Value [Note social value requirements here] Not applicable Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]N/A

Technical Standards. The technical standards used as a requirement for this Call- Off Contract are [enter text] as described in Suppliers G-Cloud Service Description, unless otherwise modified by the detailed service description in Schedule 1 – Services. Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] Onboarding The onboarding plan for this Call-Off Contract is [enter text]. as set out in Schedule 1 - Services Offboarding The offboarding plan for this Call-Off Contract will be agreed between the parties no later than 6 months before the end of the contract term. In accordance with Clause 21, the plan shall contain, but is [enter text]. not limited to: Most recent Exit Plan Supplier Exit Manager contact information Details of Assets and ownership Any Exit Charges in accordance with allowable charges Collaboration agreement [This Call-Off Contract Whilst no formal collaboration agreement is conditional on in place, the Supplier providing a collaboration agreement is expected to work collaboratively with the Buyer before the Start date.] Agency’s SIAM provider at all times. Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] per year. [Insert cap on any property related claims] 125% of the Charges including the provisional value for years 2 and 3) The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ enter amount] or [125% enter percentage] of the Charges payable by the Buyer to the Supplier (including the provisional value for years 2 and 3) during the Call-Off Contract Term (whichever is the greater)Term. The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] or [125% enter percentage] of the Charges payable by the Buyer to the Supplier (including the provisional value for years 2 and 3) during the Call-Off Contract Term (whichever is the greater). Buyer’s responsibilities The Buyer is responsible for [enter text]. Buyer’s equipment The Buyer’s equipment to be used with this Call-Off Contract includes [enter text]. Reason [enter text]. Supplier’s information Subcontractors or partners The following is a list of the Supplier’s Subcontractors or Partners [enter text]. Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]. Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] in arrears]. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] in arrears]. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. Invoice information required All invoices must include [enter required information]. Invoice frequency Invoice will be sent to the Buyer [enter frequency]. Call-Off Contract value The total value of this Call-Off Contract is [enter value]. Call-Off Contract charges The breakdown of the Charges is [enter information here]. Additional Buyer terms Performance of the Service This Call-Off Contract will include the following Implementation Plan, exit and offboarding plans and milestones: ● [enter text] ● [enter text] Guarantee [This Call-Off Contract is conditional on the Supplier providing a Guarantee to the BuyerTerm.] Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]. Personal Data and Data Subjects Confirm whether Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] Social Value [Note social value requirements here] Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]

Technical Standards. The technical standards used as a requirement for this Call- Call-Off Contract are [enter text] included in Supplier’s Service Description documents listed in Schedule 1 to this Call-Off Contract and are available via the Contract Award Service. Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] described in the Supplier’s Service ID description. Onboarding The onboarding plan for this Call-Off Contract is [enter text]. N/A Offboarding The offboarding plan for this Call-Off Contract is [enter text]a discussion with the Buyer to agree • The date of termination of service • The data that the Buyer wishes to export and retain after termination • The format of the exported Buyer data • The date that all data will be deleted from the Supplier system This is to be agreed by both the Buyer and Supplier prior to the final 6 months pf the Call-Off Contract. Collaboration agreement [This Call-Off Contract is conditional on the Supplier providing a collaboration agreement to the Buyer before the Start date.] N/A Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] £1 million per year. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of degradation, or damage to any Buyer Data will not exceed [£ enter amount] or [£1 million 125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] £1 million or [125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Insurance The Supplier insurance(s) required will be: ● A minimum insurance period off 6 years following the expiration or Ending of this Call-Off Contract ● Professional indemnity insurance cover to be held by the Supplier and by any agent, Subcontractor or consultant involved in the supply of the G-Cloud Services. This professional indemnity insurance cover will have a minimum limit of indemnity of £1,000,000 for each individual claim or any higher limit the Buyer requires (and as required by Law) ● Employers' liability insurance with a minimum limit of £5,000,000 or any higher minimum limit required by Law Buyer’s responsibilities The Buyer is responsible for [enter text]providing the supplier with the following where appropriate: • The Buyer will provide a primary point of contact. • The Buyer will provide access to knowledgeable staff and decision-making authorities during the contract term. • The Buyer will ensure the contract manager undertakes regular contract review meetings and timely contract management activities • Provide a Purchase Order for the activity. Buyer’s equipment The Buyer’s equipment to be used with this Call-Off Contract includes [enter text]. Reason [enter text]. N/A Supplier’s information Subcontractors or partners N/A The following is a list of the Supplier’s Subcontractors or Partners [enter text]• Consult Blue, a company registered in Romania whose registered number is 13755443, and whose registered address is ▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇. o Software development and system maintenance • Hostinger UK Limited (company number 11737257) whose registered address is ▇▇-▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ o Email archive system • Nexmo Limited (company number 07935346) with a registered address of ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇. Nexmo is a subsidiary of Vonage America Inc. o SMS gateway service Independent software and security contractors retained long or short term for specific tasks. Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]BACS transfer. Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] is: Annual fees to be paid annually in advance and: The monthly new user fees to be paid monthly in arrears]: Each Defra organisation wishing to access this contract will set up their own purchase order. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] monthly in arrears]. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. Shared Services Connected Ltd ▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ Invoice information required All invoices must include [enter required information]. as a minimum: • Purchase Order Number • Contract Reference • Reference to the agreed service(s) to be paid for • Breakdown of charges • Company Details, including address and contact number Invoice frequency Invoice will be sent to the Buyer [enter frequency]. monthly Call-Off Contract value The total value of this Call-Off Contract is [enter value]capped at over a three-year period, with a maximum annual spend of per year. Call-Off Contract charges The breakdown of the Charges are; The contract value is [enter information here]based on the number of new Learner user licences issued and work carried out in relation to specific projects, over a recent 12-month period. This value is an estimate, and cost will be in line with pricing schedule and is variable based on the number of new Learner users and projects established and required for completion during the new contracting term. Additional user accounts may be added throughout the term of the contract and will incur additional charges as outlined above. 489432358850819-pricing-document-2022-04-05-1808.pdf (▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇.▇▇▇.▇▇) 907208190982715-p ricing-document-20 People Alchemy LWP SaaS implementation | Contract Award Service| Crown Commercial Service 489432358850819-p ricing-document-20 Prices will be reviewed annually. The Supplier will provide evidence of increase cost to substantiate any price variation 30 days prior to any proposed increase. Any variation will require approval by the Buyer prior to implementation. Any proposed increase will be capped at the difference between Retail Price Index from the original Contract to the date requested. Additional Buyer terms Performance of the Service This Call-Off Contract will include the following following: 1. Implementation Plan, exit 2. Exit and offboarding plans and milestones: ● [enter text] ● [enter text] 3. Milestones. To be agreed with customer during services set up. Guarantee [This Call-Off Contract is conditional on the Supplier providing a Guarantee to the Buyer.] N/A Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. N/A Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. N/A Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] N/A Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]. N/A Personal Data and Data Subjects Confirm whether Schedule 7: Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 used Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] NA Social Value [Note There are no additional social value requirements here] Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]under this Call-Off Contract.

Technical Standards. The technical standards used as a requirement for this Call- Off Contract are [enter text] as set out in the specification (G-Cloud Services required). Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] is as set out in the specification (G-Cloud Services required). Onboarding The onboarding plan for this Call-Off Contract is [enter text]as set out in the specification (G-Cloud Services required). Offboarding The offboarding plan for this Call-Off Contract is [enter text]as set out in the specification (G-Cloud Services required). Collaboration agreement [This Call-Off Contract is conditional on the Supplier providing a collaboration agreement to the Buyer before the Start date.] Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] per year. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ enter amount] or [% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] or [% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Insurance The Supplier insurance(s) required will be: ● a minimum insurance period of following the expiration or Ending of this Call-Off Contract ● professional indemnity insurance cover to be held by the Supplier and by any agent, Subcontractor or consultant involved in the supply of the G-Cloud Services. This professional indemnity insurance cover will have a minimum limit of indemnity of for each individual claim or any higher limit the Buyer requires (and as required by Law) ● employers' liability insurance with a minimum limit of or any higher minimum limit required by Law Buyer’s responsibilities The Buyer is responsible for [enter text]. N/A Buyer’s equipment The Buyer’s equipment to be used with this Call-Off Contract includes [enter text]. Reason [enter text]IT hardware to run the Primavera software. Supplier’s information Subcontractors or partners The following is a list of the Supplier’s Subcontractors or Partners [enter text]. Partners: N/A. Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]by BACS following a correct invoice. Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] yearly in arrears]advance. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] yearly in arrears]advance. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. Email: Address: Invoice information required All invoices must include [enter required information]. the tender reference number: Prj_2699 Invoice frequency Invoice will be sent to the Buyer [enter frequency]yearly. Call-Off Contract value The total value of this Call-Off Contract is [enter value]Charges for optional two 12 month extensions £20,067.43 excluding VAT. Call-Off Contract charges The breakdown of the Charges is [enter information here]. Additional Buyer terms Performance Annex 1 of the Service This Call-Off Contract will include the following Implementation Plan, exit and offboarding plans and milestones: ● [enter text] ● [enter text] Guarantee [This Call-Off Contract Schedule 7 is conditional on the Supplier providing a Guarantee to the Buyer.] Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]being used. Personal Data and Data Subjects Confirm whether Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] Social Value [Note social value requirements here] Performance Indicators Data supplied All materials or documents created by the Supplier in relation Buyer to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published retained by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]Social Value N/A – contract is below threshold value.

Technical Standards. The technical standards used as a requirement for this Call- Off Contract are [enter text] ISO27001 or Cyber Essentials. Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] stated in Schedule 10 – Service Level Agreement. Onboarding The onboarding plan for this Call-Off Contract is [enter text]included in the Service Offering of the SaaS Agreement. Offboarding The offboarding plan for this Call-Off Contract is [enter text]• prepare a ZIP file of all data in a format that can be imported into another tool. • provide a set of CSV files that correspond to data entities in Appraisd with relational keys that can be re- mapped in your subsequent system if desired. • standard ZIP export is included at no cost. A custom format would cost extra. Collaboration agreement [This Call-Off Contract is conditional on the Supplier providing a collaboration agreement to the Buyer before the Start date.] N/A 5 Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] per year. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ enter amount] or [% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] or [% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Buyer’s responsibilities The Buyer shall have the sole responsibility for - the legality, reliability, integrity, accuracy and quality of the Buyer Data. - administering the information in the Buyer’s Account, including all the Buyer Data contained therein (i) adding new users; deactivating users who have left the Buyer’s organisation (ii) editing users to ensure their details (as applicable) are correct including name, email address, line manager and sign- off manager; (iii) adding and editing appraisals for users; (iv) sending users a password reminder if they request it; (v) producing reports in the Administration Centre; (vi) adding ‘fake’ users for testing purposes and adding appraisals for them; (vii) periodically reviewing the account to ensure there are no errors in Buyer Data; (viii) making changes to Buyer forms and creating new ones; (ix) training users on the system (unless Additional Services are agreed); (x) configuring accessibility for users to restrict access to information which the Buyer authorises them to access; (xi) being reasonably available to resolve any implementation issues; and (xii) trying to resolve any issues with the Services internally before contacting the Supplier 6 The Buyer is also responsible for [enter text]. providing employees with the appropriate level of internet access and an up-to-date supported internet browser that is one of: • Google Chrome • Microsoft Edge • Mozilla Firefox • Safari • Other webkit-browsers Buyer’s equipment The Buyer’s equipment to be used with this Call-Off Contract includes [enter text]. Reason [enter text]. N/A Supplier’s information Subcontractors or partners The following is a list Not applicable. No subcontractors will be directly involved in the delivery of the Supplier’s Subcontractors or Partners [enter text]Services. Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]via BACS. Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] annually in arrears]advance. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] in arrears]. The Buyer will pay During the Supplier within 30 days Term the number of receipt of Licensed Users may be revised upwards and a valid undisputed invoice. Who and where to send invoices to Invoices pro-rata invoice will be sent to [enter name and contact information]issued accordingly. Invoice information required All invoices must include [enter required information]. Invoice frequency Invoice will Licensed Users may not be sent to revised downwards during the Buyer [enter frequency]. Call-Off Contract value The total value Term, except at each anniversary where the number of this Call-Off Contract is [enter value]. Call-Off Contract charges The breakdown of the Charges is [enter information here]. Additional Buyer terms Performance of the Service This Call-Off Contract will include the following Implementation Plan, exit and offboarding plans and milestones: ● [enter text] ● [enter text] Guarantee [This Call-Off Contract is conditional on the Supplier providing a Guarantee to the Buyer.] Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]. Personal Data and Data Subjects Confirm whether Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] Social Value [Note social value requirements here] Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and Licensed Users may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication revised upwards or otherwise]downwards.

Technical Standards. The technical standards used as a requirement for this Call- Call-Off Contract are [enter text] as per Digital Marketplace ID: 7665 3373 6858 703 Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] as per Digital Marketplace ID: 7665 3373 6858 703 Onboarding The onboarding plan for this Call-Off Contract is [enter text]. is: N/A Offboarding The offboarding plan for this Call-Off Contract is [enter text]. Not Applicable as supplier is carrying out the operational support activities Collaboration agreement [This Call-Off Contract is conditional on the Supplier providing a collaboration agreement to the Buyer before the Start date.] N/A Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] £1,000,000.00 per year. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ enter amount] or [125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] £1,000.000.00 or [125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Insurance The Supplier insurance(s) required will be: a minimum insurance period of [6 years] following the expiration or Ending of this Call-Off Contract professional indemnity insurance cover to be held by the Supplier and by any agent, Subcontractor or consultant involved in the supply of the G-Cloud Services. This professional indemnity insurance cover will have a minimum limit of indemnity of £1,000,000 for each individual claim or any higher limit the Buyer requires (and as required by Law) employers' liability insurance with a minimum limit of £5,000,000 or any higher minimum limit required by Law. Buyer’s responsibilities The Buyer is responsible for [enter text]. Buyerproviding access to MOD’s equipment The Buyer’s equipment MODNet network (including MODNet Accounts and Laptops), access to be used with this Call-Off Contract includes [enter text]. Reason [enter text]. Supplier’s information Subcontractors or partners The following is a list of MODCloud environments and the Supplier’s Subcontractors or Partners [enter text]. Call-Off Contract charges provision, software licencing, configuration, and payment The Call-Off Contract charges release management (including CI/CD pipeline setup and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]. Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] in arrears]. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] in arrears]. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. Invoice information required All invoices must include [enter required information]. Invoice frequency Invoice will be sent to the Buyer [enter frequency]. Call-Off Contract value The total value of this Call-Off Contract is [enter value]. Call-Off Contract charges The breakdown of the Charges is [enter information here]. Additional Buyer terms Performance of the Service This Call-Off Contract will include the following Implementation Plan, exit and offboarding plans and milestones: ● [enter text] ● [enter text] Guarantee [This Call-Off Contract is conditional on the Supplier providing a Guarantee to the Buyer.] Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract, the Supplier will [enter amendments or refinements]. Personal Data and Data Subjects Confirm whether Annex 1 (and Annex 2, if applicableimplementation) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] Social Value [Note social value requirements here] Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]all MODCloud Azure environments.

Technical Standards. The technical standards used as a requirement for this Call- Call-Off Contract are [enter text] are: as per the Service Description. No standards used as requirement on acceptance criteria. Service level agreement: The service level and availability criteria required for this Call-Off Contract are [enter text] N/A Onboarding The onboarding plan for this Call-Off Contract is [enter text]. N/A Offboarding The offboarding plan for this Call-Off Contract is [enter text]. N/A Collaboration agreement [This Call-Off Contract is conditional on the Supplier providing a collaboration agreement to the Buyer before the Start date.] N/A Limit on Parties’ liability Defaults by either party resulting in direct loss or damage to the property (including technical infrastructure, assets or equipment but excluding any loss or damage to Buyer Data) of the other Party will not exceed [£ enter amount] £1,000,000 per year. [Insert cap on any property related claims] The annual total liability of the Supplier for Buyer Data Defaults resulting in direct loss, destruction, corruption, degradation of or damage to any Buyer Data will not exceed [£ enter amount] £1 million or [125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). The annual total liability of the Supplier for all other Defaults will not exceed the greater of [£ enter amount] £1 million or [125% enter percentage] of the Charges payable by the Buyer to the Supplier during the Call-Off Contract Term (whichever is the greater). Buyer’s responsibilities Insurance The Buyer is responsible for [enter text]. Buyer’s equipment The Buyer’s equipment to be used with Supplier insurance(s) required will be: ● a minimum insurance period of 6 years following the expiration or Ending of this Call-Off Contract includes [enter text]. Reason [enter text]. ● employers' liability insurance with a minimum limit of £5,000,000 or any higher minimum limit required by Law Buyer’s responsibilities N/A Buyer’s equipment N/A Supplier’s information Subcontractors or partners The following is a list No Subcontractors are proposed – the Supplier shall inform the Buyer if any Subcontractors are to be used to perform any of the Supplier’s Subcontractors or Partners [enter text]Services. Call-Off Contract charges and payment The Call-Off Contract charges and payment details are in the table below. See Schedule 2 for a full breakdown. Payment method The payment method for this Call-Off Contract is [enter payment method]. Bank Transfer/BACS Payment profile The payment profile for this Call-Off Contract is [[monthly][quarterly] in arrears]. Invoice details The Supplier will issue electronic invoices [[monthly][quarterly] in arrears]. The Buyer will pay the Supplier within 30 days of receipt of a valid undisputed invoice. Who and where to send invoices to Invoices will be sent to [enter name and contact information]. Invoice information required All invoices must include [enter required information]. Invoice frequency Invoice will be sent to the Buyer [enter frequency]. method Call-Off Contract value The total value of this Call-Off Contract is [enter value]. £69,361 (exc of VAT) Call-Off Contract charges The See Schedule 2 for full breakdown of the Charges is [enter information here]Charges. Additional Buyer terms Performance of the Service This Call-Off Contract will include the following Implementation Plan, exit and offboarding plans and milestones: ● [enter text] ● [enter text] N/A Guarantee [This Call-Off Contract is conditional on the Supplier providing a Guarantee to the Buyer.] N/A Warranties, representations In addition to the incorporated Framework Agreement clause 2.3, the Supplier warrants and represents to the Buyer that [enter any additional warranties and representations]. N/A Supplemental requirements in addition to the Call-Off terms Within the scope of the Call-Off Contract, the Supplier will [enter supplemental requirements]. N/A Alternative clauses These Alternative Clauses, which have been selected from Schedule 4, will apply: [enter Alternative clauses] N/A Buyer specific amendments to/refinements of the Call-Off Contract terms Within the scope of the Call-Off Contract and notwithstanding clause 18.1 of the Terms and Conditions outlined in Part B below, the parties agree that during the term of this Call-Off Contract, the Supplier will [enter amendments or refinements]Services are non-cancellable and non- refundable, excluding termination by the Buyer for the Supplier’s un-cured material breach of this Call-Off Contract. Personal Data and Data Subjects Confirm whether Annex 1 (and Annex 2, if applicable) of Schedule 7 is being used: [Delete as appropriate] Annex 1, Annex 2 will be used Intellectual Property [Note any Project Specific IPR that may arise and require assignment and otherwise note any other required amendments to standard IPR provisions] N/A Social Value [Note social value requirements here] Performance Indicators Data supplied by the Supplier in relation to Performance Indicators is deemed the Intellectual Property of the Buyer and may be published by the Buyer. [Note required Performance Indicators needed from the Supplier for future publication or otherwise]N/A