SERVICE CONTRACT NO.

Annual Maintenance Agreement

This Annual Maintenance Agreement is entered into by and between

ACW DISTRIBUTION (PHILS.), INC., a corporation duly organized in accordance with the Laws of the Republic of the
Philippines, having its office at 2301 23rd Floor, The Orient Square, F. Ortigas Jr. Avenue, Ortigas Center 1605 Pasig
City and herein represented by Janet Yulo, Country Manager; hereinafter referred to as the “DISTRIBUTOR”.
AND

AUTOMATED TECHNOLOGIES INCORPORATED a corporation duly organized in accordance with the Laws of the
Republic of the Philippines, having its address at 3/F @5600 Sergio Osmeña Highway corner Arellano St. Palanan,
Makati City 1235 Philippines; hereinafter referred to as “RESELLER”.

TO EXTEND MAINTENCE SERVICES FOR

HINDUJA GLOBAL SOLUTIONS PHILIPPINES, a corporation duly organized in accordance with the laws of the
Republic of the Philippines, having its address at 86 Eulogio Rodriguez Jr. Ave, Quezon City herein represented by
Florent Flora, Associate Vice President – Information Technology, as primary contact; hereinafter referred to as
“CUSTOMER”.

TERMS AND CONDITIONS

Definitions

• ACW Distribution Philippines, Inc. is referred to as “DISTRIBUTOR” – the primary party to execute and service
provider in this Annual Maintenance Agreement.
• Automated Technologies Incorporated is referred to as “RESELLER”, the primary consignee of this Annual
Maintenance Agreement and primary contact of the CUSTOMER to the DISTRIBUTOR. RESELLER is also the party
from which the CUSTOMER had acquired its equipment/software covered herein.
• Hinduja Global Solutions Philippines is referred to as “CUSTOMER” - the party/recipient of the Services
encompassed in this Maintenance Agreement.
• LOGRHYTHM is referred to as “VENDOR” or “PRINCIPAL”
• “SERVICES” refers to the overall scope of work to be provided in this agreement.
• “PRODUCTS” refers to the equipment/ units/software licenses acquired by the CUSTOMER that are covered in
this Maintenance Agreement.

Maintenance Agreement Validity & Termination

• This Maintenance Agreement shall be in effect for a period of twelve (12) months commencing three (3) days
after signing by both parties and receipt of full payment from RESELLER.
• The termination of this agreement for whatever reason shall be without prejudice to other terms and conditions
of the agreement and to the other rights and remedies of the parties hereto for any antecedent breach of this
agreement.
• Customer can without cause or reason terminate this agreement at any time without refund with one month’s
prior written notice to ACW Services.

Product(s) for Maintenance

Agreement # – Agreement-008643
Products covered –
LR-XM6411-SW (1)
LR-SMP-1-49 (10)
Contract Start – 1/1/2019
Contract Expiration – 4/30/2020
Channel Next Renewal Cost (1 year term)
End User Next Renewal Cost (1 year term)
Hardware End of Life –
12/27/2022

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Service Site

• Services will only be provided in the location where license(s) were originally installed at the time of agreement
signing more specifically as follows:

86 Eulogio Rodriguez Jr. Ave, Quezon City, 1110 Metro Manila

• The DISTRIBUTOR’s obligations and liabilities under this agreement will cease if any Product(s) specified in this
agreement are relocated without prior notice either directly or thru the RESELLER. CUSTOMER shall not be
entitled under such circumstances to claim for a refund of any portion of the service fees for the remainder of
the term of this agreement.

Scope of Services and Inclusions

• Unlimited telephone and email support service.

1. Available Monday to Sunday including Weekends and holidays. DISTRIBUTOR will provide a telephone
hotline and an e-mail address to answer the CUSTOMER’S queries covering the Products in this
Maintenance Agreement.
2. DISTRIBUTOR will assist the CUSTOMER in identifying and troubleshooting problems according to the
service level required.

• One (1) annual on-site preventive maintenance

1. Service to be conducted every last Friday of the second month of the new quarter. The first quarter shall
start on the month of which contract was signed and paid in full.
2. Standard preventive maintenance support shall include the following services:
• System health check
• Software update as needed or requested
• Configuration optimization as needed or requested
• System issue or problem resolution
3. The following activities are excluded from the regular Preventive Maintenance service:
• Installation and configuration of networking devices (router, switch, etc.)
• Bugs and limitations of the products
• Configuration restoration
• Technical support and troubleshooting
• Integration with third party products
• Cabling and mounting of machines to rack
• Documentation

• 24x7 on-site support calls limited to a maximum of eight (8) instances.

1. Unused man-days cannot be carried over to the next annual maintenance renewal.
2. All onsite support after the eight (8) instances free should be authorized by the RESELLER thru the
DISTRIBUTOR’s Billable Service Request accompanied by a duly signed Purchase Order. A standard
support fee of Ten Thousand Pesos (PhP10,000.00) for the first three (3) hours and Two Thousand
Pesos (PhP 2,000.00) per hour thereafter will be charged to the RESELLER accordingly. Terms shall be
seven (7) days upon completion and resolution of error.

• DISTRIBUTOR will provide consultation to achieve some or all of the following tasks as needed:
1. Identify and analyse the CUSTOMER’s current and future requirements
2. Recommend hardware and software configuration
3. Recommend deployment plan and schedule
4. Recommend ongoing maintenance and upgrade plan

Level of Support Offering

DISTRIBUTOR will provide Level 2 support for customers as indicated below with close coordination with the
reseller partner. When complex issues arise, this will be escalated to the principal support to provide high-level
assistance (Level 3).

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 Support Level Role
Level 1 RESELLER will handle helpdesk and
case(s) for initial assessment
(normally via phone support and
DISTRIBUTOR will do the initial on-
site support if needed).
Responsibilities
• Helpdesk log the problem and
assign service ticket.
• Initial assessment of the
problem, via phone.
• Based on initial assessment, if
on-site support is needed,
Engineer will be dispatch.

Level 2 DISTRIBUTOR will handle case(s) • Have the ability and

for in-depth troubleshooting with equipment to replicate issue
close coordination with the in-house
PRINCIPAL. • Carry out advanced
configuration
• Handle advanced fault finding
and problem solving
Be able to use Principal’s
knowledge database and
identify and implement
solutions.
Level 3 This role is escalated to the • Deliver back-up and advanced
PRINCIPAL. It requires the ability to technical telephone support
escalate problems to PRINCIPAL’s • Provide software updates,
Engineering level personnel for maintenance releases and
hot-fixes and other technical hot-fixed
solutions. • Manage the replacement of
faulty hardware.

Service Hours

• The DISTRIBUTOR will provide email, telephone, and onsite services from Monday to Sunday between 12:00AM
and 11:59PM

• Service time definitions

• One man-day is 8 service hours within 9:00AM and 6:00PM
• Half man-day is 4 continuous service hours within 9:00AM and 6:00PM
• Overtime is service hours outside 9:00AM 6:00PM and is charged on a per hour basis.

• There will be no onsite services rendered during one or more of the following conditions:
1. Unsafe or unsecure area of work such as places with high physical security risk or high environmental
hazard.
2. Very bad weather (Typhoon signal number 2 or above) or flooding.
3. Times of natural or man-made calamity, civil unrest, or war.
4. Path going to or from the site is unsafe or inaccessible.

• Services are limited to the following conditions:

1. Services cannot be rendered more than 1.5-man days continuous unless there are other DISTRIBUTOR
personnel to take over.
2. Upon reaching 1.5 man-days of continuous service, the DISTRIBUTOR’S service personnel will be entitled to
take a leave for 8-man hours. This leave will not count as a service period.

Response Time Commitment

Severity Level Definition/Impact Response Timeframe

Severity 1 – Major component failure. Customer’s
Urgent/Critical network or a major business application is
down leading to system-wide, mission-
critical system failure and the product cannot
function at all.
Typically, 2 hours response via email or
phone upon receipt of service call.
Service area is within Metro Manila. Next
business day on-site support within
service hours and within Metro Manila.

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 Severity 2 - High Customer’s service is not down but the
network or a main business application is
severely degraded with significant impact to
its business operations. There is serious
degradation of performance or inability of
the system to perform at a level that is
satisfactorily fulfilling its designed function.
(i.e. Primary unit has failed resulting in no
redundancy and site is at risk of going down.
Severity 3 - Medium Network functionality is noticeably impaired
but most business operations continue with
minor performance degradation and does
not affect critical system functionality.
Severity 4 - Low Network functionality is loosely impaired or
end-user requires information or assistance
on product capabilities, system installation or
configuration. These instances have very low
impact to the customer’s business
operations.
Typically, 4 hours response via email or
phone upon receipt of service call.
Service area is within Metro Manila. Next
business day on-site support within
service hours and within Metro Manila.
Typically, 8 hours response via email or
phone upon receipt of service call.
Service area is within Metro Manila. Next
business day on-site support within
service hours and within Metro Manila.
ACW Distribution Customer Support will
respond within 12 business hours.

Service Request Procedure

• A request to open a support ticket maybe reported via Distributor’s Helpdesk Line and email.
Distributor Helpdesk Line - (02) 706 5556 local ACW
Distributor Helpdesk email – servicehelpdesk@acw-group.com.ph

• The following information must be provided:

1. Customer name and contact information
2. Thorough report on customer issue
3. MA Contract number reference

• Escalation Contact Information for ongoing/unresolved support tickets

Gonzalo Angeles – Post Sales Lead

gonzaldo@acw-group.com.ph
+63 9178566653/ +632 706 5556 local 301
Severity 1
Janet Yulo – Country Manager
janet@acw-group.com.ph
+63 917 840 8104 / +632 706 5556 local 125
Leor Aaron Dimalanta – Technical Consultant
leor@acw-group.com.ph
+63 9778462487 / +632 706 5556 local 305
Severity 2
Cass Evangelista – Technical Consultant
cass@acw-group.com.ph
+63 917 729 5618 / +632 706 5556 local 161
Roquel Dela Cruz – Product Manager
Severity 3 roquel@acw-group.com.ph
+63 9998832159 / +632 706 5556 local 208
servicehelpdesk@acw-group.com.ph
Severity 4
+632 706 5556 local ACW

• The DISTRIBUTOR will in no instance proceed with any onsite support services without the prior arrangement
of the RESELLER with the CUSTOMER and without the presence of the RESELLER’s appointed representative at
CUSTOMER’s site.

• Upon completion/resolution of a service ticket, CUSTOMER is required to sign-off the Technical Service Report,
a signed copy of which will be furnished to the RESELLER.

Annual Maintenance Fee and Terms

• The Annual Maintenance Agreement Fee shall be Seventy-Five Thousand Pesos (₱ 75,000.00) VAT-Inclusive.

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• Terms shall be full term payment COD upon signing of the agreement.

General Conditions
• Stenographic and clerical errors are subject to corrections.
• These terms and conditions embody the entire understanding of the DISTRIBUTOR and the RESELLER as to the
provision of Services to the CUSTOMER.
• Any modification of this agreement is ineffective unless accepted in writing by the DISTRIBUTOR and RESELLER.
• The Products covered in this Maintenance Agreement must be under the vendor’s official support and within
warranty.

Exclusion of Services

• Create or provide software upgrade, patching of software other than for bug fixes, security vulnerability
patching, change or additional configuration, hardware upgrade.
• Consultation services such as but not limited to:
- Equipment relocations/migrations,
- Design review / best practices,
- Complex installs / moves (beyond the scope listed in relevant Pre-installation Documents).
- Interfacing with external management / monitoring / statistics systems
• All questions/problems related to programming and software development.
• Any problem and failure caused by upgrading or installing any unauthorized / unofficial hardware, software,
service pack and hotfix.
• Any problem and failure caused by not compliance to the “Customer’s Responsibilities”.
• Problems caused by localization of program.
• Unable to backup and/or restore the backup owing to the backup was incomplete, corrupted or missing or
failure relating to hardware, cables, and software not specified in this agreement, or caused by the carelessness
and misuse on the part of Customer or designated party in operation not following the procedure in the user
manual or other documentation provided to the Customer.
• Any problem and failure caused by the failure of hardware, software and other products not specified in this
agreement.
• Any problem and failure caused by the limitations and bugs of the Products.
• Misconfiguration by using the methods or tools, which is not explicitly printed in Product Manual.

Customer’s Responsibilities

• Check with the RESELLER who in turn checks with the DISTRIBUTOR before the installation of patch, service pack
and hotfix even if they are official.
• CUSTOMER should allow DISTRIBUTOR thru the RESELLER full access to the Products and all related systems
including systems and products not specified in this agreement during troubleshooting.
• CUSTOMER is responsible for safeguarding its proprietary, confidential and classified information in its systems.

Transfer of Ownership & Rights

Neither the DISTRIBUTOR nor RESELLER shall assign or transfer any rights or benefits pursuant to this agreement
without written consent from either party.

Force Majeure
If either party is prevented from carrying out its obligations under this agreement by circumstances beyond its
reasonable control including, but not limited to, war (whether declared or nor), riot, strike, embargo, act of God,
theft or government intervention, then the performance of this agreement will be suspended for so long as such
circumstances continue and neither party will be liable for any delay.

Confidentiality
DISTRIBUTOR shall maintain, and will procure its employees or otherwise maintain confidential any and all
information in whatever form disclosed by the CUSTOMER at all times during the term of this agreement and after
this agreement cease to be in force from any cause, unless such disclosure is expressly authorized in writing by the
CUSTOMER or such information has already come into the public domain without any default on the part of the
DISTRIBUTOR. Such confidential information shall be used by the DISTRIBUTOR strictly for the purpose of this
agreement.

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Disclaimers
DISTRIBUTOR should not be liable to any claims by the CUSTOMER for any loss of business or profit or any other
consequential loss howsoever arising, including system break-down and data loss, during the term of this
agreement.

Acceptance and Conforme

For and on behalf of For and on behalf of

Automated Technologies Incorporated ACW Distribution Philippines, Inc.

Name: Name: JANET YULO

Position: Position: COUNTRY MANAGER
Date: Date:

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