The definitions and interpretations used in this Schedule 2 shall be as referred to in the Terms and Conditions to which this Schedule 2 relates or as otherwise set out here as follows:

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Agreement: refers to the Order Form and Terms and Conditions (to which this Schedule 2 relates) including this Schedule 2.

Availability Target: refers to the service level guarantee as set out herein at Part 1.

Business Hours: refers to mon-fri 0900 to 1700 in the UK excluding bank holidays. 

Company: E-Nano.

Client: refers to the Client named in the relevant Order Form.

Fault: any failure of the E-Nano Services to operate in all material respects in accordance with the specification and Documentation provided, including any failure or error referred to in the Priority, Response & Resolution Table at clause 4.1.

Fees: the fees payable in respect of the E-Nano Services as set out in the relevant Order Form to which this Schedule 2 relates.

Maintenance Services: means the general maintenance of the E-Nano Services, and the application of Updates and Upgrades.

Order Form: refers to the order form of the Agreement to which this Schedule 2 relates.

Out-of-Scope Cause: refers to those causes listed at clause 2.6, Part 1.

Priority, Response & Resolution Table: as set out at clause 4.1.

Service Credits: refers to a credit provided to the Client in respect of an under performance of the E-Nano Services as provided for in the Schedule 2.

E-Nano Services: the subscription-based software as a service provided by the Company pursuant to the Agreement.

Support Helpdesk Contact Details: support@e-nano.io

Support Hours: refers to the hours during which the SUMSSs are available.

Support Services: means support in relation to the use of, and the identification and resolution of errors in, the E-Nano Services.

Terms and Conditions: refers to the main terms of the Agreement to which this Schedule 2 relates.

Update: means a hotfix, patch or minor version update to any software pertaining to the E-NanoServices.

Upgrade: means a major version upgrade of any software pertaining to the E-NanoServices.

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Part 1: Availability

1. Availability for the E-Nano Services

1.1 This clause sets out the Company's availability to Client relating to the E-Nano Services. References to ‘ Availability’ means the percentage (%) of time during the Support Hours when the E-Nano Services are available at the gateway between public internet and the network of the hosting service provider for the E-Nano Services.

1.2 The Company shall use reasonable endeavours to ensure that the Availability is at least 99.5% (‘Availability Target’) during each calendar month as measured by the Company.

1.3 Support Hours: the Company’s support team are available as follows as per the classified priority of the Fault:

• Priority 1 (critical): 9am to 5pm in the UK during Business Days​

• Priority 2 (Urgent): as above

• Priority 3 (Moderate): as above

• Priority 4 (Minor): as above​​​

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2. Service Credits

2.1 In respect of each calendar month during which the actual E-Nano Services Availability is less than the  Availability Target, subject to the Client notifying the Company in writing within seven (7) days of the end of each month, Client shall earn Service Credits as follows:

• Availability Service Level Between 99.5 -100%: Support Services met

• Availability Service Level Between 95% - 99.5%: Five (5) day extension of the Term of the E-Nano Services at no cost to Client.

• Availability Service Level Below 95%: Ten (10) day extension to the Term of the E-Nano Services at no cost to Client.

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2.2 Service Credits shall be the sole remedy of Client in respect of the failure of the Company to meet the  Availability Target.

2.3 Upon the termination of the Agreement, the Client's entitlement to Service Credits shall immediately cease.

2.4 The maximum Service Credit allowable in a given month is limited to an amount equal to 20% of the total Fees owed by the Client for that month.

2.5 The Client acknowledges and agrees that the terms of this Schedule 2 relating to Service Credits constitutes a genuine pre-estimate of the loss or damage that the Client would suffer as a result of the Company’s failure to achieve the  Availability Target and are not intended to operate as a penalty for the Company’s non-performance.

2.6 In calculating whether the Company has met the  Availability Target, the following shall not be considered:

a. any breach by Client of the Agreement;

b. a Force Majeure;

c. the improper use of the E-Nano Services by Client; or

d. any alteration to the E-Nano Services made without the prior consent of the Company;

e. any bugs or defects in any third party software that interacts with the Client Data once it leaves the Company’s data centre;

f. any denial of service attacks, network flooding and hacking;

g. interconnection of the E-Nano Services with other software products not supplied by the Company;

h. any DNS issues not within the control of the Company;

i. a fault or failure of the internet or any public telecommunications network;

j. a fault or failure of Client’s computer equipment or networks; or

k. scheduled (or non-scheduled emergency) maintenance.

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Part 2: Maintenance Services for the E-Nano Services

1. Maintenance

1.1 This clause sets out the service levels applicable to the maintenance of the E-Nano Services. The Company shall where practicable give to Client prior written notice of scheduled (or emergency) maintenance that is likely to affect the availability of the E-Nano Services or which is likely to have a material negative impact upon the E-Nano Services, without prejudice to the Company's other notice obligations hereunder.

1.2 The Company shall provide all scheduled maintenance outside Business Hours. Emergency maintenance may not generate advance notice.

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2. Updates & Upgrades

2.1 The Company shall give to Client written notice of the application of any security Update to the E-Nano Services and prior written notice of the application of any non-security Update to the E-Nano Services.

2.2 The Company shall apply Updates to the E-Nano Services as deemed appropriate and necessary by the Company. Such Updates can be applied to the E-Nano Services promptly and at will or in accordance with any timetable notified by the Company to Client or agreed by the Parties from time to time.

2.3 The Company shall give to Client prior written notice of the application of an Upgrade to the E-Nano Services where such Upgrade shall be deemed to affect the core functionality of the E-Nano Services.

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Part 3: Support for the Service

1. Support Helpdesk

1.1 The SAMSSs shall be provided remotely, save to the extent that the Parties agree otherwise in writing. The Company shall make available to Client a helpdesk in accordance with the Priority, Response & Resolution Table and Client shall ensure that all requests for maintenance and support that it may make from time to time shall be made through the helpdesk.

1.2 The Company shall ensure that the helpdesk is accessible by email (‘Support Helpdesk Contact Details’) as defined. On-site support may be provided as agreed with the Company as per our professional services rate card that will be provided on request (plus reasonable travel costs) per person per day.

1.3 The Company shall ensure that the helpdesk is operational and adequately staffed during the Support Hours during the Term.

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2. Priority, Response & Resolution

2.1 Client shall initially determine, acting reasonably, into which Priority category, a Fault falls but the Company shall solely and ultimately determine this. the Company shall use all reasonable endeavours to respond to requests promptly and to resolve requests promptly. The following Priority, Response & Resolution Table shall apply:

• Priority 1 (Critical): the E-Nano Services are inoperable, or a core function of the E-Nano Services are unavailable. Response Period: 24 Hours. Resolution Period: 48 Hours.

• Priority 2 (Urgent): a core function of the E-Nano Services is significantly impaired. Response Period: 24 Hours. Resolution Period: 3 Days.

• Priority 3 (Moderate): a core function of the E-Nano Services are impaired, where the impairment does not constitute an Urgent Fault; or a non-core function of the E-Nano Services is significantly impaired. Response Period: 48 Hours. Resolution Period: 8 Days.

• Priority 4 (Minor): any impairment of the E-Nano Services not falling into the above categories; and any cosmetic Fault affecting the E-Nano Services. Response Period: 5 Days. Resolution Period: 30 Days.

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2.2 The Company shall ensure that its response to a request for maintenance and support shall include the following information (to the extent such information is relevant to the request):

a. an acknowledgement of receipt of the request;

b. where practicable, an initial diagnosis in relation to any reported Fault; and,

c. an anticipated timetable for action in relation to the request.

2.3 A resolution shall constitute either of the following outcomes:

a. correction of a Fault; or,

b. a workaround in relation to a Fault (including a reversal of any changes to the E-Nano Services if deemed appropriate by the Company) that is reasonably acceptable to the Client.

2.4 If the total hours spent by the personnel of the Company performing the maintenance and support during any calendar month exceed ten (10) then:

a. the Company will cease to have an obligation to provide maintenance and support to Client during the remainder of that period; and,

b. the Company may agree to provide maintenance and support to Client during the remainder of that period, but the provision of that maintenance and support will be subject to additional fees as per our professional services rate card that will be provided on request.

2.5 The Company shall have no obligation to provide maintenance and support in respect of any Fault caused by an Out-of-Scope Cause.