Supply of Services Terms

1 APPLICATION

The terms and conditions in this section apply to all Evnex Customers that acquire Services from Evnex in trade or for business purposes.

2 SERVICES

2.1 General: In providing the Services Evnex will:

a Provide the Services in accordance with the Scope of Work, Service Levels and Good Industry Practice;

b Comply with all relevant laws;

c Exercise reasonable care, skill and diligence; and

d Use suitably skilled, experienced and qualified personnel,

in each case in the manner, frequency, quantity, times and specifications set out in the applicable Scope of Work.

2.2 Non-exclusive: Evnex’s provision of the Services to the Customer is non-exclusive. Nothing in these terms and conditions prevents Evnex from providing the Services to any other person.

2.3 SaaS Service: Each Scope of Work for Services, as a minimum, must require Evnex to provide the SaaS Service in respect of any Goods installed for the Customer.

2.4 Third party sites and material: The Customer acknowledges that the SaaS Service may link to third party websites or feeds that are connected or relevant to the SaaS Service. Any link from the SaaS Service does not imply any Evnex endorsement, approval or recommendation of, or responsibility for, those websites or feeds or their content or operators. To the maximum extent permitted by law, Evnex excludes all responsibility or liability for those websites or feeds.

3 CUSTOMER OBLIGATIONS

3.1 General use: The Customer and its End Users must:

a Use the Services in accordance with these terms and conditions solely for the Customer’s own lawful business purposes to monitor and manage connected charge points, provide reporting, charging station access control, RFID card management, API integration with external software services, and any another purpose that is otherwise specified in the applicable Scope of Work or agreed to in writing with Evnex; and

b Not resell or make available the Services to any third party, or otherwise commercially exploit the Services, or the Evnex Software, unless otherwise provided for in the applicable Scope of Work, or agreed to in writing by Evnex.

3.2 Access conditions: When accessing the SaaS Service, the Customer and its End Users must:

a Not impersonate another person or misrepresent authorisation to act on behalf of others or Evnex;

b Not attempt to undermine the security or integrity of the Underlying Systems;

c Not knowingly use, or misuse, the SaaS Service in any way which may impair the functionality of the Underlying Systems or impair the ability of any other user to use the SaaS Service;

d Not attempt to view, access or copy any material or data other than:

i that which the Customer is authorised to access; and

ii to the extent necessary for the Customer and its End Users to use the SaaS Service in accordance with these terms and conditions;

e Not knowingly use the SaaS Service in a manner, nor transmit, input or store any data, that breaches any third party right (including Intellectual Property Rights and privacy rights) or is objectionable, incorrect or misleading.

3.3 Authorisations: The Customer is responsible for procuring all licences, authorisations and consents required for it and its End Users to use the Services, including to use, store and input data into, and process and distribute data through, the Services.

4 RESTRICTION

4.1 Rights to restrict: Without limiting any other right or remedy available to Evnex, Evnex may restrict or suspend the Customer’s access to the SaaS Service and/or delete, edit or remove the relevant Data if Evnex considers that the Customer (including any of its End Users) has:

a Undermined, or attempted to undermine, the security or integrity of the SaaS Service or any Underlying Systems;

b Used, or attempted to use, the SaaS Service:

i for improper purposes; or

ii in a manner, other than for normal operational purposes, that materially reduces the operational performance of the SaaS Service;

c Transmitted, inputted or stored any Data that breaches or may breach these terms and conditions or any third party right (including Intellectual Property Rights and privacy rights), or that is or may be objectionable, incorrect or misleading; or

d Otherwise materially breached an applicable Scope of Work or these terms and conditions.

4.2 Notification: Evnex is use reasonable endeavours to notify the Customer where it restricts or suspends the Customer’s access, or deletes, edits or removes Data, under clause 4.1.

5 ROADMAP

5.1 Evnex has an ongoing development roadmap that reflects the intention concerning future functionality of the Evnex Software. At no time will any future roadmap features, or the intent to develop features, be binding on Evnex to deliver said features at all, or within any stated timeframes.

5.2 Future roadmap features and timing of features are simply an indication of Evnex’s planning and general intent.

5.3 Evnex reserves the right to add, remove, delay or cancel any features documented in any published future roadmap activity at any time.

6 SERVICE LEVELS

6.1 General

a The Service Levels contained in this clause do not cover remedial work and exclude services or activities not within the scope of the Services.

b Agreed patches and updates to the SaaS Service are included within the scope of this clause but requested software changes or requests for new programming are excluded unless otherwise agreed to in writing by Evnex.

c A Service Level in the context of this clause is a measure of the quality, speed, availability, reliability, efficiency and timeliness of the SaaS Service and any Related Service.

6.2 Principles

a It is intended that Evnex and the Customer will have a mutually beneficial relationship which will be based on good faith, co-operation and understanding, with a commitment to work towards solutions reasonably and honestly.

b Evnex will use reasonable endeavours to ensure that the Service Levels set out in this clause are met.

c If through Force Majeure Evnex is unable to meet its obligations then Evnex and the Customer will meet together in the spirit of mutual endeavour described above to discuss modification or postponement of the agreed Service Levels.

6.3 Availability

a Evnex will ensure the SaaS Service is available for not less than 99.9% of the time (measured on a monthly aggregate basis) 24 hours a day, 7 days a week. However, it is possible that on occasion the SaaS Service may be unavailable to permit scheduled maintenance or other development activity to take place (Scheduled Downtime) or in the event of Force Majeure.

b Evnex will use reasonable endeavours to provide the Customer with details of the SaaS Service availability via the status website at https://evnex.statuspage.io

c Scheduled Downtime will be disregarded for the purposes of the availability calculation in clause 6.3a where it has been communicated to the Customer via the Website or by other means.

d The Customer will provide Evnex with reasonable notice of any activity that the Customer is planning that may cause an interruption in access by the Customer to the SaaS Service.

e The Customer is responsible for the support, monitoring and maintenance of the network enabling the Customer’s access to the SaaS Service. Evnex bears no responsibility for performance or access problems on networks within the Customer’s control and no such performance or access problems constitute Scheduled Downtime under this clause.

6.4 Recovery Point Objective (RPO): Evnex will ensure an RPO of 60 seconds for all transactional charge point data (including but not limited to charging session start and stop times and energy metering data).

6.5 Service Recovery Time Objective (RTO): Evnex will make best efforts to achieve an RTO of 2 hours for cloud services during business hours. Outside of business hours, RTO is 12 hours where on-call services are not otherwise agreed in writing.

6.6 OCPI Rate Limiting: To protect availability and integrity of the Services, consumption of Evnex cloud services is subject to rate limiting. These limits may change at any time to maintain uptime or to protect our Services from malicious activity. In general, consumption of any Evnex cloud service must not exceed 1500 calls within any 5 minute period.

6.7 Data Security and Recovery:

a Data Recovery Point:

i Evnex will make best efforts to achieve an RPO of 1 minute for transactional charge point data as stored in the production environment in the last 30 days. For data older than 30 days, RPO is best efforts.

ii All data unrelated to charge point transactions is stored on a best efforts basis.

iii For loss or corruption of Data, Evnex’s liability will be limited to taking reasonable steps to try and recover that Data from Evnex’s available backups.

b Data Recovery Time: Evnex will make best efforts to achieve an RPO of 2 hours for cloud services during business hours. Outside of business hours, RTO is 12 hours where on-call services are not otherwise agreed in writing.

6.8 SaaS Service Updates: Patches and updates of the SaaS Service (Updates) will be made available to the Customer as soon as practically possible after Evnex is satisfied as to the outcome of testing of each such Update. Where an update is foreseen to cause downtime, a planned downtime notification will be provided via an online status page. Notification via other methods is available via prior mutual agreement.

6.9 Technical Support Performance Targets: In the event that the Customer reports an incident, the priority of the response will be determined based on the reported impact to the Customers’ business. The performance targets for each impact level set out at the end of this Section.

6.10 Service Level review: Evnex and the Customer may agree to review the Service Levels and performance of the customer support services under this clause. If, following such a review, new Service Levels are agreed they will be recorded and signed by each party.

6.11 Failure to meet Service Levels

a In the event that a SaaS Service or Related Service is not provided to the standard required by this clause, the Customer will give written notice to Evnex of the breach and Evnex will have 10 days to remedy any identified breach.

b Failure to remedy the breach will entitle the Customer to insist on a formal review of the Service Level terms and conditions between senior representatives of both parties. The parties will use all reasonable endeavours to resolve any issues in a manner that is satisfactory to both parties.

c If a mutual solution cannot be agreed between the parties after using all reasonable endeavours, then the Customer shall be free to exercise any applicable termination rights set out in clause 11 of Section 1 (Universal Terms).

Technical Support Performance Targets (Clause 6.9)