Exhibit 10.6


 


End
User Software License Agreement


between
duo software (pvt) ltd and hello corp (pvt) Ltd. 


 


Agreement


 


Duo
Software (Pvt) Ltd.


 


&


 


Hello
Corp (Pvt) Ltd.


  




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    	End User Software License Agreement
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Table
of Contents


 


	1	DEFINITIONS	 
	2	REPRESENTATIONS
    AND WARRANTIES	 
	3.	THE
    SOFTWARE	 
	4.	DOCUMENTATION	 
	5.	SOURCE
    CODE	 
	6.	OPERATING
    ENVIRONMENT	 
	7.	SOFTWARE
    LICENSE TERMS	 
	8.	SOFTWARE
    LICENSE FEES	 
	9.	LICENSEE’S
    RIGHTS AND OBLIGATIONS	 
	10.	LICENSOR’S
    RIGHTS AND OBLIGATIONS	 
	11.	SOFTWARE
    INSTALLATION	 
	11.	ACCEPTANCE
    TEST CRITERIA (ATC)	 
	12.	USER
    ACCEPTANCE TEST (UAT)	 
	13.	TRAINING	 
	14.	SOFTWARE
    MAINTENANCE	 
	15.	SERVICE
    LEVEL AGREEMENT	 
	1.	Reporting
    of Issues/bugs	 
	16.	CHANGES
    IN SCOPE OF WORK	 
	17.	UPDATES
    AND REVISIONS 	 
	 	Feature
    Release 	 
	 	Enhancement
    Release 	 
	 	Maintenance
    Release	 
	18,	TERMINATION	 
	19,	LIMITED
    WARRANTY	 
	20,	LIMITED
    REMEDY	 
	21,	TITLE
    TO SOFTWARE	 
	22,	CONFIDENTIALITY	 
	23,	PUBLICITY	 
	24.	LICENSOR’S
    PROPRIETARY NOTICES	 
	25,	ASSIGNMENT	 
	26.	INDEMNITY	 
	27.	DISPUTE
    RESOLUTION & ARBITRATION	 
	28,	ATTORNEY
    FEES	 
	29.	LIMITED
    LIABILITY	 


  




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	30.
    	NOTICE	 
	31
    	GOVERNING
    LAW	 
	32.	CONSENT
    TO JURISDICTION, VENUE AND SERVICE	 
	33.	SEVERABILITY	 
	34.	NO
    WAIVER	 
	35.	FORCE
    MAJEURE	 
	36.	COMPLETE
    AGREEMENT	 
	SCHEDULE
    A - SOFTWARE DESCRIPTION	 
	SCHEDULE
    B - LICENSE TERMS	 
	SCHEDULE
    C - LICENSE PAYMENT TERMS	 
	Software
    Implementation Fees 	 
	Subscriber
    License fee (one time)	 
	Annual
    Maintenance Cost 	 
	Training
    Cost	 
	Settlement
    of Invoice	 
	Taxes	 
	SCHEDULE
    D - HARDWARE. PROGRAMMING LANGUAGE AND OPERATING SYSTEM SPECIFICATIONS 	 
	Live
    Server Specification	 
	Test
    & Training	 
	End
    user client specification	 
	SCHEDULE
    E - SOFTWARE FEATURES SUMMARY 	 
	Promotion
    Planning	 
	Inventory
    Management	 
	Delivery
    Planning and Installation	 
	Subscriber
    Management	 
	Provisioning
    Management	 
	Billing
    Management	 
	Dunning
    Management	 
	Payments
    & Receipt Management	 
	Dealer
    Management	 
	Master
    Data & Administrative Tools	 
	Multi
    Tenancy Management	 
	User
    Management	 
	Language
    and Culture Management	 
	Order
    Management	 
	Integration
    Management	 
	Voucher
    Management	 
	CAS
    Connector	 
	SCHEDULE
    F - SOFTWARE MODIFICATION REQUEST (SMR)	 
	SCHEDULE
    G - SOFTWARE REQUIREMENT SPECIFICATION (SRS)	 
	SCHEDULE
    H-SLA PLANS	 


  




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END-USER
SOFTWARE LICENSE AGREEMENT


 


 


This
End-User Software License Agreement (the “Agreement”) is made and effective from the 1st Day of January
2014.


 


	BETWEEN:	Duo
    Software (PVT) Ltd. (the “Licensor”), a corporation organized and existing under the laws of Sri Lanka with
    its office located at:
	 	 
	 	Level
    6, 403, Galle Road,
	 	Colombo
    03 

    Sri Lanka
	 	 
	AND:	Hello
    Corp (Pvt) Ltd. (the “Licensee”), a corporation organized and existing under the laws of Sri Lanka, with its
    offices located at:
	 	 
	 	Registered
    Office No 3,
	 	R
    A De Mel Mawatha 

    Colombo 03
	 	 
	 	Sri
    Lanka.
	 	 
	 	Corporate
    Office 

    No 752/5
	 	Dr.
    Danister De Silva Mawatha 

    Colombo 09 

    Sri Lanka


 


RECITALS


 


WHEREAS,
the Licensor has developed certain computer programs and related documentation more particularly described in Schedule A attached
hereto (the “Software”) and desires to grant to Licensee a license to use the Software.


 


WHEREAS,
Licensee wishes to use the Software under the conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the
mutual promises set forth herein, Licensee and Licensor hereby agree as follows:


  




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	1.
    	DEFINITIONS


 


The
following definitions shall apply to this Agreement:


 


“Software”
means the computer programs, database structure and documentation listed in Schedule A attached to this Agreement.


 


“Server”
means a computer with programs that provides services to other computer programs (and their users) in the same or other computers.


 


“Site”
means a premises owned by the Licensee in Hello Corp, Orion City, or any other address that will be specified by Licensee.


 


“Client
Computer” means a user’s computer (PC, Workstation). The client term implies the computer is connected to a network
where by the computer may request data from time to time from the Server.


 


“Source
Code” is the collection of files needed to convert from human-readable form to some kind of computer-executable form.


 


“Install”
means placing the Software on a computer’s hard disk, CD-ROM or other secondary storage device.


 


“Derivative
Works” means a work that is based upon one or more preexisting works, such as a revision, modification, translation,
abridgment, condensation, expansion or any other form in which such a preexisting work may be recast, transformed or adapted,
and that, if prepared without authorization by the owner of the preexisting work, would constitute copyright infringement.


 


“Use”
means (i) executing or loading the Software into computer RAM or other primary memory, and (ii) copying the Software for archival
or emergency restart purposes.


 


“LAN”
is a short form for Local Area Network.


 


“Local
Area Network” means a network linking a number of computers and servers covering a small geographic area like an office,
within a building.


 


“Product”
means the computer programs, database structure and documentation listed in Schedule A attached to this Agreement and is the
same as “Software” defined above


 


“Subscriber”
means the customer of Licensee, subscribing for each service provided by Licensee. For the purpose of clarity a subscriber
is a single subscriber service account on the Software System. A customer may have one or more subscriber accounts


 


“WAN”
is a short form for Wide Area Network.


 


“Wide
Area Network” means a network of computers that covers a broad area (i.e., any network whose communications links cross
metropolitan, regional, or national boundaries), usually connecting a multiple number of LAN’s across broad geographical
boundaries.


 


“Territory”
means Sri Lanka.


 


“Documentation”
means shall consist of all operator and user manuals, training materials, guides, listings, specifications, and other materials
for use in conjunction with the Software


 


“Test/Lab
Environment” means the Licensee’s hardware set aside for testing or creating a simulation of the production environment
that is used to process actual subscriber usage.


 


“Agreement”
refers to this contract between Licensor and Licensee


 


“Other
Agreement” refers to this contract between Licensor and Licensee prior to this agreement “License”
a perpetual, non-exclusive license to use the Software and Documentation, subject to the terms and conditions as specified in
Schedule B.


  




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“Software
Modification Request (SMR)” request from Licensee to Licensor to make a modification to the Software that is outside
the scope of this Agreement.


 


“Software
Requirement Specification (SRS)” response from Licensor to Licensee’s SMS which will provide the details on the
scope of work required to meet the SMS as well as proposed commercial terms.


 


“Party”
shall mean Licensor or Licensee individually;


 


“Parties”
shall mean Licensor and Licensee collectively.


 


“IDC”
shall mean Internet Data Center operated by Hello Corp.


 


“Tenants”
shall mean the customers of Hello Corp who will run their contact center operation on Duo Contact platform.


 


	2.
    	REPRESENTATIONS
    AND WARRANTIES


 


Licensor
and Licensee mutually represent, undertake and warrant that as of the date of this agreement:


 


	1.	It
    is a limited liability company duly incorporated, validly existing and empowered by charter to carry on business of the nature
    described in this Agreement.
	 	 
	2.	It
    has full corporate power and authority to enter into this Agreement and to take any action and execute any documents required
    by the terms hereof.
	 	 
	3.	Execution
    of this Agreement has been duly authorized by all necessary corporate proceedings and has been duly and validly executed by
    both Parties and is a legal, valid and binding obligation of the respective Parties enforceable in accordance with the terms
    hereof.
	 	 
	4.	The
    executants of this Agreement have been duly empowered and authorized to execute this Agreement and to perform all obligations
    in accordance with the terms herein set out.
	 	 
	5.	There
    is no known event that could change the status of any of these and representation warranties in the next six months.
	 	 
	6.	Licensor
    hereby represents and warrants to Licensee that:
	 	 
	7.	Licensor
    is the owner of all right, title and interest, including copyright, in all the Licensed Software, Documentation and any other
    licensed materials
	 	 
	8.	Licensor
    has not granted any rights or licenses to the licensed Software, Documentation and any other licensed materials that would
    conflict with Licensor’s obligations under this Agreement.
	 	 
	9.	Licensor
    will not enter into any agreement with any third party which would affect Licensee’s rights under this Agreement, or
    bind Licensee to any third party, without Licensee’s prior written consent.
	 	 
	10.	Licensee’s
    use of the Licensed Software, Documentation and any other licensed materials as authorized by this Agreement will not infringe
    any existing copyright, trade secret, patent or trademark rights of any third party. The Software is free from all liens,
    claims, encumbrances and other restrictions.
	 	 
	11.	The
    Software and its use by the licensee hereunder do not violate or infringe the rights of any third party or the laws or regulations
    of any governmental or judicial authority, including but not limited to all applicable export control laws.
	 	 
	12.	Licensee
    shall be entitled to use and enjoy the benefit of the licensed Software, Documentation and any other licensed materials whilst
    this Agreement remains in force.


  




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Licensee’s
use and possession thereof hereunder shall not be adversely affected, interrupted or disturbed by Licensor or any entity asserting
a claim under or through Licensor.


 


	3.	THE
    SOFTWARE


 


The
Software shall consist of the modules or components and shall perform the functions and comply with the proposals and specifications,
identified in Schedule A and Schedule E. Each Software module or component, specification and proposal included or referred to
in Schedule A and Schedule E is expressly incorporated by reference herein.


 


	4.	DOCUMENTATION


 


The
Documentation will be in English language and shall consist of all operator and user manuals, training materials, listings, Software
and module administration guides, Software and module operation guide focusing and highlighting system functionality, installation
guide and other materials for use in conjunction with the Software.


 


	5.	SOURCE
    CODE


 


The
Software shall not include its Source Code form (the “Source Code”), and will not include all relevant explanations
and documentation of the Source Code (collectively, “Commentary”). Licensor is not at any time required to deliver
to Licensee, any copies of the complete or partial Source Code contained on Licensee machine-readable media and a complete listing
of the Source Code and Commentary, unless the Licensor declares bankruptcy.


 


In
case of bankruptcy of the Licensor, the Licensee will immediately be given a copy of the Source Code and Commentary of the Software,
and the Licensee will be given an unlimited right to use and modify the Source Code and Commentary for only the Licensee’s
operations.


 


The
copy of source code implemented at the Licensee shall maintained in an escrow account in a case if the Licensee request the Licensor
to do so. The cost of establishing the escrow account shall be borne by the Licensee.




 


	6.	OPERATING
    ENVIRONMENT


 


The
Software, and each module or component and function thereof, shall be capable of operating fully and correctly on the combination
of the computer equipment (“Hardware”), the programming language and the operating system specifications in Schedule
D, annexed hereto.


 


	7.	SOFTWARE
    LICENSE TERMS


 


Licensor
hereby grants to Licensee a perpetual, non-exclusive License to use the Software and Documentation, subject to the terms and conditions
as specified in Schedule B. This License is effective when executed by both Parties and the License granted to the Software remains
in force until the Licensee terminates this Agreement or until Licensor terminates this License because of Licensee’s failure
to comply with any of its terms and conditions.


 


In
granting this nonexclusive License to the Licensee by the Licensor, the Licensee will be allowed to utilize the Software System
as specified in Schedule B.


  




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	8.	SOFTWARE
    LICENSE FEES


 


As
consideration for the perpetual, non-exclusive license to use the Software and Documentation granted to Licensee herein, Licensee
shall pay to Licensor the total sum as specified in Schedule C.


 


Special
Use Subscriber License shall be revoked at any time by the Licensor and is only issued for the purpose of review and experiencing
the software application or where the Licensor had supported the Licensor with comforting the Licensee in financial difficulty.


 


	9.
    	LICENSEE’S
    RIGHTS AND OBLIGATIONS


 


Licensee
has the right to:


 


	1.	Make
    one copy of the Software solely for backup or archival purposes
	 	 
	2.	Transfer
    the Software to a single hard disk, provided Licensee keeps the original solely for backup or archival purposes.
	 	 
	3.	Licensee
    may, at any time, without prior notice to or consent of Licensor, transfer the Software to any location other than the site
    of initial installation for use on any other “Central Processing Unit” (CPU) which is owned or controlled by Licensee.
    Licensee shall thereafter promptly give Licensor notice of such new location.
	 	 
	4.	Request
    for additional information from the database which may be required from time to time to reply to regulator’s or broadcaster’s
    query.
	 	 
	5.	Request
    for tweaking existing reports as per business regulatory/business requirement. Licensee shall request for a modification to
    the Software by sending a Software Modification
	 	 
	6.	Request
    (SMR) document to the Licensor listing the requested modifications along with detailed process flows and test cases. On the
    receipt of the SMR the Licensor shall carefully evaluate the document and dispatch a Software Requirement Specification (SRS)
    to the Licensee along with the commercial terms for such a modification if any, notwithstanding any request by the Licensee
    for modification to the Software based on the statutory requirement as imposed from time to time by the regulatory body/bodies
    of the country, and the Licensor will provide for such changes within the stipulated timeframe at no any additional cost.


 


Licensee
has the following obligations:


 


	1.	The
    Software and Documentation is protected by Singapore copyright laws and international treaties. The Licensee must treat the
    Software and Documentation like any other copyrighted material - for example a book.
	 	 
	2.	Cannot
    copy more than 10 copies of the Documentation in English unless written authorization is obtained from the Licensor, such
    authorization shall not be unreasonably withheld by the Licensor.
	 	 
	3.	Cannot
    copy the Software except to make archival or backup copies as provided above
	 	 
	4.	Cannot
    modify, enhance nor adapt the Software nor merge it into another program unless otherwise obtained by Licensor’s written
    consent, which consent shall not be unreasonably withheld by the Licensor.
	 	 
	5.	Licensee
    to provide with the necessary access including not limited to online access to the server and the database where the Software
    is installed in order to resolve bugs or to update the system from time to time.
	 	 
	6.	Cannot
    reverse engineer, disassemble, decompile or make any attempt to discover the Source Code of the Software
	 	 
	7.	Cannot
    place the Software onto a server so that it is accessible via a public network such as the Internet and provide the software
    as a service to 3rd parties.
	 	 
	8.	Cannot
    sublicense, rent, lease or lend any portion of the Software or Documentation to any third party.


 




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	10.	LICENSOR’S
                                         RIGHTS AND OBLIGATIONS



 


Licensor
has the right to:


 


Have
access to access the servers remotely for monitoring, upload of Patch or Enhancement and updating product licensing information
whenever needed.


 


Licensor
has the obligation to:


 


	1.	Ensure
    the system has a Product uptime and service availability of 99.99% subject to the licensee providing the necessary hardware
    and third party software which shall ensure that software will be able to achieve such high availability.
	 	 
	2.	Ensure
    that sufficient, qualified and trained resources are allocated to the project.
	 	 
	3.	Ensure
    that the Licensee is provided with all patches/ updates to the Software in a timely manner and delivered along with detailed
    release notes stating the purpose of the patch/updates explaining the installation procedures.
	 	 
	4.	Uploading
    of all such Update/patches should follow a proper versioning and update Process
	 	 
	5.	Test
    it on the testing setup and Staging (formerly UAT) servers before upgrading the production software
	 	 
	6.	Request
    for downtime if required in writing
	 	 
	7.	On
    receipt of the approval, undertake the task at the assigned time period
	 	 
	8.	Inform
    regarding the completion or failure of the job, once the job is over. In case there is failure a roll back plan should be
    in place. The prerequisite condition is that this should be tested in the lab and Staging
	 	 
	9.	Provide
    a written Root Cause Analysis (RCA) whenever a major outage is reported and solution is provided.


 


	11.	SOFTWARE
                                         INSTALLATION



 


Promptly
after delivery of the Software and Documentation to the Site, Licensor shall install and configure the Software in accordance
with agreed standard business practices. The Software installation and acceptance process will incorporate the following steps:


 


	1.	Licensor
    notifying Licensee the name of the designated Project Manager
	 	 
	2.	Licensee
    sending in writing its acceptance of the designated Project Manager
	 	 
	3.	Licensee
    notifying the name and designation of the person who would be the Licensee’s single point of contact to Licensor’s
    designated Project Manager will work with designated Licensee person for all project implementation activities.
	 	 
	4.	The
    Licensee will have to provide the Licensor the business objectives and processes in a written document. On the receipt of
    the License written document the Licensor shall commence analysis of Licensee’s business objectives and processes and
    prepare a time plan for the project.
	 	 
	5.	Map
    and configure Licensee’s business objectives and processes to the Software to best of its effort, however some process
    may not be implemented as they may not be compliant with the best practices that may prevail in the software application.
	 	 
	6.	Gaps
    if any are understood and scope is finalized and documented in the Functional Scope Document (FSD).
	 	 
	7.	Licensee
    shall provide acceptance of the FSD and the necessary commercial approvals, if any.
	 	 
	8.	Licensor’s
    Project Manager will submit a detailed project plan to Licensee.
	 	 
	9.	Licensee
    shall provide written acceptance of the project plan.


  




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	10.	Licensor
    will deliver, install and configure the Software at the client location.
	 	 
	11.	If
    the Software did not pass the UAT, then the Licensor shall promptly correct such defect and within 45 days and will cause
    the Software to successfully pass all such tests. In case the Licensor is unable to do so the Licensee can promptly terminate
    this Agreement.
	 	 
	12.	Licensor
    shall train the identified personnel by the Licensee’s as discussed in Clause 13 below.
	 	 
	13.	The
    Licensee shall be responsible to provide all of the required Hardware except for any special software where the Licensor is
    to provide the hardware as is specified in Schedule D.


 


	11.
    	ACCEPTANCE
    TEST CRITERIA (ATC)


 


Licensee
and Licensor agree that the acceptance of the Software shall be based on certain criteria. These criteria shall be developed by
the Licensor and submitted to the Licensee as the Acceptance Test Criteria (ATC) document template. The ATC shall be in line with
the agreed scope of deliverables and the Licensee shall include the Licensee’s business objectives, goals and workflows
keeping in view of normal business practices and standards, to be met by Licensee while using the Software and achieving its day-to-day
and periodical business functions efficiently.


 


Licensor
and Licensee if required may prepare the ATC document, covering the agreed upon test cases. Test cases will be covered on various
business functions and scenarios. The ATC document shall be submitted by Licensor to Licensee. Both the Licensor and Licensee
shall review the ATC document and send their feedback/confirmation and acceptance in part or in full during the period of implementation
to each other.


 


Should
the Licensee wish to adopt the ATC methodology the Licensor shall charge additional for the time, efforts and other cost including
travel and accommodation cost.


 


	12.	USER
    ACCEPTANCE TEST (UAT)


 


Once
the requirements of Licensee’s workflows and business processes are mapped and configured into the Licensor’s software
and tested with test data on the test environment, the processes implemented on the Software is ready for carrying out the UAT.
The UAT shall be carried out based on the ATC document approved by Licensee.


 


The
UAT includes the following tasks:


 


Licensee
shall nominate a project coordinator who shall verify the deliverables and solution and provide acceptance sign off to Licensor.


 


Licensor’s
designated Project Manager will work with designated Licensee’s person(s) to prepare the test plan and execute the UAT.


 


Licensor
will deliver and install the Software as per the agreed scope of deliverables


 


Licensee
shall carry out the test cases as per the ATC and shall formally award either


 


	(i)	Acceptance
    or
	 	 
	(ii)	Non-Acceptance
    to Licensor.


 


The
Software will be tested as per the approved ATC document and any one of the following status is marked against each test case.


 


Passed


Failed


Skipped


  




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Appropriate
reasons shall be mentioned in case of “Failed” and/or “Skipped” test cases by Licensee. On completion
of testing all the test cases, Licensor shall submit the test case result document to the Licensee.


 


Based
on the test results, Licensee shall formally award either (i) acceptance of such Software in writing (‘Acceptance’)
or (ii) non-acceptance of such Software in writing (“Non-Acceptance”) for any non-conformance of such Software with
the agreed scope of deliverables.


 


Licensee
may submit to Licensor any other observations, suggestions made during the UAT and or any change or enhancements that might be
required or recommended. Licensor will review the same and shall get back with their comments within 2 weeks from the date of
acceptance. However these points will not be a part of the UAT. These will be categorized as follows:


 


Enhancement:
This category of issues would require a detailed analysis, freezing the scope, deciding the delivery schedule and commercials
if any.


 


Change
in Requirement: This category of issues would require a detailed analysis, freezing the scope, deciding the delivery schedule
and commercials if any.


 


Customization:
This category of issues is typically outside the product that can be taken up as and when needed during the implementation.
For these points there should be an agreement by both Parties on scope, time and commercials.


 


Configuration:
This category of issues requires specific configuration in the Software to demonstrate the features.


 


Bugs:
This category of issues are the bugs reported and are fixed as per the Service Level Agreement (SLA).


 


	13.	TRAINING


 


The
License Fee includes all costs for the initial and on-going training of Licensee’s employees on the use and operation of
the Software on the Hardware. Pursuant to a mutually agreed upon schedule, Licensor shall provide sufficient experienced and qualified
personnel to conduct up to 7 full eight-hour days (7 X 8) of such training of groups of up to a maximum of four employees or other
personnel of Licensee at a location or locations designated by Licensee with the Territory. Cost for such training shall be stipulated
in Schedule C


 


	14.
    	SOFTWARE
    MAINTENANCE


 


During
the implementation period, first year of use, and the period covered by the maintenance terms, Licensor shall promptly notify
Licensee of any defects or malfunctions in the Software or Documentation of which it learns from any source. Licensor shall promptly
correct any defects or malfunctions in the Software or Documentation discovered during the validity of this Agreement in accordance
with the Service Level Agreement (SLA) specified under Clause 15 of this Agreement. Any defects or malfunctions will be rectified
immediately and the Licensor shall provide the Licensee with corrected copies of same, without additional charge. Licensor’s
obligation hereunder shall not affect any other liability which it may have to Licensee.


 


Licensor
shall provide to Licensee, without additional charge, copies of the Software and Documentation revised to reflect any enhancements
to the Software made by Licensor for the 1st twelve (12) months from the date of implementation of the software. Such
enhancements may include all modifications to the Software which increase the speed, efficiency or ease of operation of the Software,
or add additional capabilities to or otherwise improve the functions of the Software.


  




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	15.	SERVICE
    LEVEL AGREEMENT


 


In
connection with the Licensee’s Use and operation of the Software or any problems therewith, during the Term of this Agreement
or any extended Term, if any, the Licensor shall provide to the Licensee Service Level as per support plans provided in Schedule
F


 


1.
Reporting of Issues/bugs


 


Licensee’s
designated person will communicate the issue either through any automated Bug reporting system that the Licensor may provide or
through an e-mail, the date and time of the mail shall be sufficient for all SLA calculations.


 


All
costs associated with resolving the issue reported by the Licensee shall be borne by Licensor unless the issue was caused due
to the proven fault of the Licensee.


 


If
the issue was caused by the Licensee or should there be a higher level of service required, the Licensee and Licensor shall jointly
define the higher level of service and commercial terms.


 


Provided
the Licensee is up to date in making all payments under this agreement, the Licensor will be responsible to provide to Licensee
in a timely fashion all patches or updates to the Software that it develops along with Documentation explaining the purpose and
installation procedures for any such patches or updates and on-going training if and to the extent required.


 


Licensor
and Licensee may enter into an agreement for further enhancing the support levels, including providing a person at site.


 


	16.	LIQUIDATED
    DAMAGES


 


16.1In
the event that Duo Software fails to meet the target timescales for defect resolution, as set out in Schedule F [provided Duo
Software is solely responsible for such delays], Duo Software shall be liable to pay Hello Corp liquidated damages at the rate
of Rupees One Thousand fine hundred (Rs. l,500/-) per hour or part thereof in excess of the stipulated resolution time, provided
that:


 


16.1.1Both
the servers are inoperative


 


16.1.2The
fault is entirely of the software


 


16.1.3.
The failure causes disruptions to the core operations.


 


16.2If
Duo Software exceeds the maximum number of instances on conditions rated critical or high, Hello Corp may claim damages at a rate
of Rupees Two Thousand (Rs. 2,000/-)per instance


 


16.3
The maximum liquidated damages to be imposed by HelloCorp per month on account of the failure of the application software and
rectification, and the conditions exceeding the maximum number of instance, shall be seven point five percent (7.5%) of the monthly
fee.


 


	17.
    	CHANGES
    IN SCOPE OF WORK


 


The
Licensor’s basis for implementation of the Software is the scope defined in the FSD. After starting the assignment, if Licensor
finds any deviations to the scope defined, change management processes would be triggered and the Licensor will be given an opportunity
to submit a revised commercial proposal covering the charges for the work to be completed as per the enhanced scope of work. Licensor
will proceed with the rest of the work only after confirming in writing the revised commercial proposal with Licensee. The additional/revised
scope will not form part of the UAT. Any change request shall be taken up as a separate activity with a separate delivery schedule
and UAT.


  




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    	End User Software License Agreement
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	18.	UPDATES
    AND REVISIONS


 


During
the valid period of this Agreement, the Licensor will advise the Licensee of any updates (bug patches) or revisions (same functionality
with minor enhancement within the same version) that Licensor is incorporating into the Software. On Licensee’s request
a single copy of the Software incorporating this type of change will be sent to Licensee in object form and Licensor will be deemed
to have automatically granted the Licensee a non-exclusive, non-transferable license to use it subject to the same terms that
are set out elsewhere in this Agreement.


 


The
version numbering of the software shall adhere to the following numbering nomenclature


 


X.Y.Z
Where X denotes Feature, Y Enhancement and Z denotes maintenance releases


 


Feature
Release


 


“Feature
Release” would mean an issuance of a feature for the Licensed Software which has new or significantly enhanced functionality,
where X of the x.y.z numbering designation changes


 


Enhancement
Release


 


“Enhancement
Release” would mean an issuance of any enhancements to existing features; and/or minor additions in functionality compared
to the previous issuance, where Y of the x.y.z numbering designation changes and includes Enhancement Releases.


 


Maintenance
Release


 


“Maintenance
Release” means an issuance of any Bug Fixes and where Z of the x.y.z numbering designation changes.


 


For
the purpose of Clarity the Duo Subscribe Version 6.0 onwards will be on renewed terms and conditions


 


	19.	TERMINATION


 


Either
Party shall have the right to terminate this License if the other Party fails to perform any obligation required under this Agreement
and if the defaulting Party does not fix any such breach or fails to take good faith measures to rectify the breach within sixty
(60) calendar days of the receipt of a written notice. Either Party shall have the right to forthwith terminate this Agreement
if the other Party becomes bankrupt or insolvent. This License Agreement takes effect upon Licensee’s use of the Software
and effective until terminated. Licensee may also terminate this Agreement it at any time without assigning any reason by giving
three (3) months’ notice to the Licensor and in such a case the Licensee must destroy all copies of the Software and Documentation
in its possession. It will also automatically terminate if Licensor fails to comply with any term or condition of this Agreement.


 


Upon
termination of this License, Licensee shall return to Licensor or destroy the original and all copies of the Software including
partial copies and modifications. Licensor with a prior written notice of at least seven (7) calendar days shall have a reasonable
opportunity to conduct an inspection of Licensee’s place of business during normal business hours to ensure compliance with
this provision.


 


The
Licensee and Licensor shall have the right to terminate this agreement, by giving ninety (90) days written notice.


  




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    	End User Software License Agreement
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	20.	LIMITED
    WARRANTY


 


Licensor
warrants that for a period of term of this Agreement/contract and after delivery of the Software to Licensee:


 


The
Software will be delivered in electronic form, including files transferred or downloaded from the internet or on physical media,
and will be free from defects in materials and workmanship under normal use; and,


 


To
the extent permitted by law, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED,
AND LICENSOR DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE, regardless of whether Licensor knows or had reason to know of Licensee particular needs. No employee,
agent, or distributor of Licensor is authorized to modify this warranty, nor to make any additional warranties.


 


	21.
    	LIMITED
    REMEDY


 


Licensor’s
entire liability and Licensee’s exclusive remedy shall be:


 


The
replacement of any CD-ROM(s) or other media not meeting the Limited Warranty which is returned to Licensor due to damage will
be replaced by the Licensor within 21 days.


 


IN
NO EVENT WILL LICENSOR BE LIABLE TO LICENSEE FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR
CONSEQUENTIAL DAMAGES ARISING FROM THE USE OR THE INABILITY TO USE THE SOFTWARE (EVEN IF LICENSOR OR AN AUTHORIZED DEALER OR DISTRIBUTOR
HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY).


 


IN
NO EVENT WILL LICENSEE BE LIABLE TO LICENSOR FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR
CONSEQUENTIAL DAMAGES ARISING FROM THIS AGREEMENT OR USE OF THE SOFTWARE (EVEN IF LICENSEE OR AN AUTHORIZED DEALER, DISTRIBUTOR
OR REPRESENTATIVE OF THE LICENSEE HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.


 


	22.	TITLE
    TO SOFTWARE


 


Licensor
retains title to and ownership of the Software and all enhancements, modifications and updates of the Software and process implemented
on the Software.


 


	23.	CONFIDENTIALITY


 


Each
Party agrees that it shall not disclose to any third party any information concerning the customers, trade secrets, methods, processes
or procedures or any other confidential, financial or business information of the other Party which it learns during the course
of its performance of this Agreement, without the prior written consent of such other Party. This obligation shall survive the
cancellation or other termination of this Agreement.


 


The
Software contains trade secrets and proprietary know-how that belong to the Licensor and it is being made available to the Licensee
in strict confidence.


 


ANY
USE OR DISCLOSURE OF THE SOFTWARE, OR OF ITS ALGORITHMS, PROTOCALS OR INTERFACES, OTHER THAN IN STRICT ACCORDANCE WITH THIS LICENSE
AGREEMENT, MAY BE ACTIONABLE AS A VIOLATION OF LICENSOR’S TRADE SECRET RIGHTS, except for the requirements of the investigation
agency, the tax agency, auditing or for credit units to assess the authenticity of the Software.


 




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	24.	PUBLICITY


 


Licensor
shall not refer to the existence of this Agreement in any press release, advertising or materials distributed to prospective customers,
without the prior written consent of Licensee and vice versa.


 


	25.	LICENSOR’S
    PROPRIETARY NOTICES


 


Licensee
agrees that any copies of the Software or Documentation which it makes pursuant to this Agreement shall bear all copyright, trademark
and other proprietary notices included therein by Licensor and, except as expressly authorized herein, Licensee shall not distribute
same to any third party without Licensor’s prior written consent, which consent shall not be unreasonably withheld.


 


	26.	ASSIGNMENT


 


Licensee
may assign this Agreement to any subsidiary or affiliate under its control, or as part of the sale of that part of its business
which includes the Software, Hardware or any substantial portion of its data processing facilities, or pursuant to any merger,
consolidation or other reorganization, without Licensor’s consent, upon notice to Licensor. Licensor shall not assign this
Agreement without Licensee’s prior written consent, which shall not be unreasonably withheld, so long as the assignee of
the Licensor undertakes to perform all the obligations of the Licensor hereunder and the Licensee’s rights and interest
under this Agreement are not affected any which way. An assignee of either Party, if authorized hereunder, shall have all of the
rights and obligations of the assigning Party set forth in this Agreement.


 


	27.	RESELLING


 


Licensee
may host the system at their IDC and provide services and solutions offered by the Product to 3rd Party on a monthly rental as
specified in Schedule C. Licensor shall provide the Software and the Licensor shall provide the hardware necessary to support
the volume of load/traffic.


 


All
revenue shall as per terms specified on Schedule C.


 


	28.	INDEMNITY


 


Licensor
agrees to indemnify and hold harmless Licensee and its subsidiaries or affiliates and their directors, officers, employees and
agents, against any and all losses, liabilities, judgments, awards and costs (including legal fees and expenses) arising out of
or related to any claim that Licensee’s use or possession of the Software or Documentation, or the license granted hereunder,
including but not limited to infringement or violation of copyright, trade secret or other proprietary right of any third party.
Licensor shall defend and settle at its sole expense all suits or proceedings arising out of the foregoing, provided that Licensee
gives Licensor prompt notice of any such claim of which it learns. No settlement which prevents Licensee from continuing to use
the Software as provided herein shall be made without Licensee’s prior written consent. In all events, Licensee shall have
the right to participate in the defense of any such suit or proceeding through counsel of its own choosing.


  




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	29.	DISPUTE
    RESOLUTION & ARBITRATION


 


In
the event of a dispute between the parties concerning any aspect of this Agreement the parties shall meet in good faith to resolve
the dispute.


 


In
the event of the dispute is not resolved within fifteen (15) days from the first meeting of the Parties as set out above, any
dispute arising out of or in connection with the terms and conditions herein, or the breach, termination or invalidity thereof,
either Party may refer the dispute to the Singapore Mediation Centre (“SMC”) for mediation in accordance with the
procedures set out by the SMC.




 


In
the event that such dispute cannot be resolved or settled through mediation as set out above, the dispute shall thereafter be
referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International
Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference
in this clause.


 


The
arbitration tribunal shall consist of a sole arbitrator to be appointed by the Chairman of the Singapore International Arbitration
Centre (“SIAC”). The language of the arbitration shall be English.


 


The
Parties hereby agree to keep confidential any proceedings brought under the provisions herein. Such confidentiality shall extend
to any agreement reached between the Parties for the settlement of any dispute or any Arbitral findings.


 


	30.	ATTORNEY
    FEES


 


If
any legal action is necessary to enforce this License, the prevailing Party shall be entitled to reasonable attorney fees, costs
and expenses in addition to any other relief to which it may be entitled after a final judgment is rendered.


 


	31.	LIMITED
    LIABILITY


 


Unless
otherwise expressly stated herein, Licensor shall not be liable to Licensee for any consequential damages arising out of Licensor’s
breach of this Agreement.


 


Unless
otherwise expressly stated herein, Licensee shall not be liable to Licensor for any consequential damages arising out of Licensee’s
breach of this Agreement.


 


	32.	NOTICE


 


All
notices required or permitted to be given by one Party to the other under this Agreement shall be sufficient if sent by certified
mail, return receipt requested, to the Parties at the respective addresses set forth below or to such other address as the Party
to receive the notice has designated by notice to the other Party.


 


Licensor


 


Jennifer
Perera


Chief
Finance Officer,


Duo
Software (Pvt) Ltd.


Level
6,


403
Galle Road,


Colombo
3, Sri Lanka.


 




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    	End User Software License Agreement
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Licensee


 


Pancherine
Diaz


Group
Finance Director 


Hello
Corp (Pvt) Ltd.


No
3, R A De Mel Mawatha


Colombo
03 


Sri
Lanka


 


	33.	GOVERNING
    LAW


 


This
Agreement shall be governed by and construed under the laws of Sri Lanka without giving effect to the principles thereof relating
to conflicts of laws.


 


	34.	CONSENT
    TO JURISDICTION, VENUE AND SERVICE


 


Licensor
consents and agrees that all legal proceedings relating to the subject matter of this Agreement shall be maintained in courts
sitting within Singapore and Licensor consents and agrees that jurisdiction and venue for such proceedings shall lie exclusively
within such courts. Service of process in any such proceeding may be made by certified mail, return receipt requested, directed
to the respective Party at the address at which it is to receive notice as provided herein.


 


	35.	SEVERABILITY


 


If
any provision of this Agreement is held invalid or otherwise unenforceable, the enforceability of the remaining provisions shall
not be impaired thereby.


 


	36.	NO
    WAIVER


 


The
failure by any Party to exercise any right provided for herein shall not be deemed a waiver of any right hereunder.


 


	37.	FORCE
    MAJEURE


 


Should
any contingencies arises which prevent the complete or partial fulfillment by either of the parties of their respective obligations
under this contract, namely Fire, Acts of God, prohibition of export, arrest and restrain of Rules, Government or any other causes
beyond the Parties control, the time stipulated for fulfillment of the obligations shall be extended for a period equal to that
during which such contingencies will remain in force.


 


If
a force majeure situation arises, the parties to this Agreement shall notify in writing within fourteen (14) days with evidence
showing the force majeure.


 




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	38.
    	COMPLETE
    AGREEMENT


 


This
Agreement sets forth the entire understanding of the Parties as to its subject matter and may not be modified except in writing
executed by both parties.


 


This
contract is made in English and signed via email or telefax that is considered original. This contract comes into effect as of
the date of signing.


 


IN
WITNESS WHEREOF, the Parties have executed this Agreement on the dates set forth first above, with full knowledge of its content
and significance and intending to be legally bound by the terms hereof.


 


	Licensor	 	Licensee
	 	 	 
	/s/
    Jennifer Perera	 	/s/
    Pancherine Diaz
	Jennifer
                                         Perera

        Chief
        Finance Officer
	 	Pancherine
                                         Diaz

        Group
        Finance Director

	 	 	 
	/s/
    Ajeewan Arumugam	 	/s/
    Chinthaka Athulathmudali
	Ajeewan
                                         Arumugam

        Pre
        Sales & Branding
	 	Chinthaka
                                         Athulathmudali

        Manager
        - ICT





 




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SCHEDULE
A - SOFTWARE DESCRIPTION


 


Duo
Contact Version 3.2 - Multi-Tenant Contact center and CRM system integrated with Voice Payment Gateway.




 




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SCHEDULE
B - LICENSE TERMS


 


DuoContact
Version 3.2,


 


	Call
    Server License	-
    One
	 	 
	Redundant
    Call Server License	-
    One
	 	 
	Database
    Server License	-
    One
	 	 
	Backup
    Database License	-
    One
	 	 
	Voice
    Ports	-
    (Live -120, Redundancy 0)
	 	 
	Agents
    Licenses	-
    60 Agents 
	 	 
	Supervisor
    Licenses	-12
    Agents
	 	 
	Tenant
    License	-
    Four


  




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SCHEDULE
C - LICENSE PAYMENT TERMS


 


Licensee
shall pay a monthly fee or Sri Lankan Rupees five hundred fifty thousand (Rs. 550,000.00) for the first year. Lifetime of the
contract is three years.


 


Note:
The monthly fee will be increased by a minimum of 5% annually by a mutual agreement by both parties.


 


Fee
is payable at the commencement of the period (monthly)


 


Pricing
for Additional License


 


	Description	 	Fee	 	Software
    Features Summary Scope

    Schedule E
	Tenant
    license	 	USD
    225 Per Month	 	1,2,
    3,4, 5, 6, 14, 18, 19, 20
	Voice
    Payment Gateway License	 	USD
    180 Per Month	 	N/A
	Voice
    Port (IVR and Voice)	 	USD
    25 Per Port/Per Month	 	N/A
	Agent
    Console	 	USD
    75 Per Agent/Per Month	 	16
	Supervisor
    Console	 	UJSD
    50 Per Agent/Per Month	 	17
	Standard
    Reporting Tenant License	 	Included
    along with Tenant License	 	15
	SMS/Chat/Fax/Email
    module license	 	USD
    100 Per Month	 	10,
    11, 12, 13
	Work
    Action	 	USD
    20 Per Agent/Per Month	 	7,
	Outbound
    Dialer	 	USD
    75 Per Tenant	 	8,
    9


 


The
fee shall cover all the features on schedule E, indicated in the Software feature summary.


 


All
prices above are quoted in United States Dollar.


 


Note:
Any CRM/Report customization or any new development will be charged based on the job and the rate will be discussed and mutually
agreed.


 


Training
Cost


 


Initial
training under the contract in clause 13 shall be provided free of charge,


 


Settlement
of Invoice


 


All
Invoices shall be generated on the 30th day of every calendar month, and that invoice shall be settled within a period
of 15 days from the date of Invoice, and delayed invoices will give the Licensor the right to charge interest at 2% per
month or revoke any services under this agreement.


 


Taxes


 


Above
prices are subject to deduction of tax at source. For the purpose of clarity all other taxes must be borne by the Licensee including
any amount deducted at source.





 




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SCHEDULE
D - HARDWARE. PROGRAMMING LANGUAGE AND OPERATING SYSTEM


SPECIFICATIONS


 


Live
Server Specification


 


Note*
- Current Server Specification to be added.


 


Note:
The above specification may vary based on the number of subscribers and users. The above is only an indicative requirement for
running of the licensed application. In the case of cloud and Virtual Machines offering a similar configuration instances. It
is recommended to go for a Virtual Machines as it would provide better redundant and high available cluster in the case of smaller
volumes of workload.


  




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End
user client specification


 


	End
    Users Desktops	 	Recommended
    Hardware Specification
	Standard
    Along Users	 	Intel®
    Centrino or above /I GB RAM/60 GB
	Web
    users	 	Compatible
    with Browser (IE, Chrome, Firefox)


  




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SCHEDULE
E - SOFTWARE FEATURE SUMMERY


 


	Features	 	Tenant
	l.
    Telephony features	 	Sri
    Lankan	 	Mihin	 	Amana
    Takaful
	Answer	 	X	 	X	 	X
	Hold	 	X	 	X	 	X
	Transfer	 	X	 	X	 	X
	End
    Call	 	X	 	X	 	X
	Make
    Call	 	X	 	X	 	X
	Call
    Conference	 	X	 	X	 	X
	 	 	 	 	 	 	 
	2.
    IVR	 	 	 	 	 	 
	Basic
    IVR Functions	 	X	 	X	 	X
	 	 	 	 	 	 	 
	Multiple
                                         instances of IVR 

                                         (provide
                                         multiple numbers from which a customer 

                                         an obtain
                                         various services from and handle each 

                                         number differently

                                         
	 	 	 	 	 	 
	E.g.
    Call 123 to change package 

    Call
    456 to check current outstanding amount)	 	X	 	 	 	 
	 	 	 	 	 	 	 
	3.
    ACD	 	 	 	 	 	 
	Skill
    based routing 

    (route calls based on agent skills such as

    language skills or customer support skills)	 	X	 	X	 	X
	 	 	 	 	 	 	 
	Priority
    Queuing 

    (ensure that VIP customers get priority treatment)	 	 	 	 	 	 
	 	 	 	 	 	 	 
	4.
    Call Features	 	 	 	 	 	 
	Call
    recording	 	X	 	X	 	X
	Voice
    Playback	 	X	 	X	 	X
	5.
    Quality monitoring	 	 	 	 	 	 


  




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	6.
    CRM	 	 	 	 	 	 
	Customer
    registration	 	Implemented
    only for	 	 	 	 
	Account
    creation	 	Sri
    Lankan Tenant	 	 	 	 
	7.
    WorkAction	 	 	 	 	 	 
	Complaint
    management	 	
	 		 	 
	Inquiry
    management	 	Implemented	 	 	 	 
	Activity
    management	 	and
    Partially	 	Any	 	 
	Define
    interaction category specific fields	 	Functional.	 	additional	 	 
	Attach
    previous interactions	 	User	 	cost
    as we	 	 
	Assign
    tasks	 	interfaces	 	have
    the	 	 
	Add
    comments	 	available	 	license,
    but 	 	 
	SMS
    notifications to customers	 	only
    for 	 	only	 	 
	Interaction
    history and Audit Trail view	 	Sri
    Lankan	 	 	 	 
	Interaction
    categorization	 	Tenant.	 	 	 	 
	Interaction
    reports	 	 	 	 	 	 
	8.
    Dialer	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	9.
    Campaign management	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	10.
    Email	 	 	 	 	 	 
	Send
    emails	 	X	 	 	 	 
	Receive
    emails	 	X	 	 	 	 
	Email
    Templates Management	 	X	 	 	 	 
	11.
    SMS	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	e.g.
    type ‘CMB <ticket no.>’ and send to 123 to obtain your flight time)	 	 	 	 	 	 


  




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	12.
    Fax	 	 	 	 	 	 
	Send
    faxes	 	X	 	 	 	 
	Receive
    Faxes	 	X	 	 	 	 
	Fax
    Templates Management	 	 	 	 	 	 
	13.
    Snail mail	 	 	 	 	 	 
	 	 	 	 	 	 	 
	14.
    Knowledge base	 	 	 	 	 	 
	 	 	 	 	 	 	 
	15.
    Report list	 	 	 	 	 	 
	Real
    time report	 	X	 	X	 	X
	Historical
    report	 	X	 	X	 	X
	IVR
    report	 	X	 	X	 	X
	Dynamic
    Report generator	 	 	 	 	 	 
	16.
    Agent console	 	 	 	 	 	 
	Telephony
    features	 	X	 	X	 	X
	Agent
    productivity	 	X	 	X	 	X
	Centre
    status	 	X	 	X	 	X
	Call
    status	 	X	 	X	 	X
	Volume
    configuration	 	X	 	X	 	X
	17.
    Supervisor console	 	 	 	 	 	 
	User
    management module	 	X	 	X	 	X
	Accounts
    management	 	X	 	X	 	X
	Security
    management	 	X	 	X	 	X
	Console
    Configurations	 	X	 	X	 	X
	 	 	 	 	 	 	 
	18.
    Back office console	 	 	 	 	 	 
	Task
    Management - Task inbox and Task outbox	 	Task
                                         Management - Implemented and Partially Functional for 
	 	 	 	 
	Case
                                         Management

        (bundle
        similar complaints for collective resolution)
	 	Sri
    Lankan. Case Management not implemented.	 	 	 	 
	19.
    Administration console	 	 	 	 	 	 
	 	 	 	 	 	 	 
	20.
    Mail Room Operator Console	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	21.
    Redundancy	 	 	 	 	 	 
	Call
    Server redundancy	 	Partially	 	 	 	 
	Database
    Server redundancy	 	implemented	 	 	 	 
	Remote
    call server redundancy

    (based on BPO system architecture)	 	 	 	 	 	 
	chat
    all features	 	 	 	 	 	 


  




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    	End User Software License Agreement
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SCHEDULE
F-SLA PLANS


 


Support
Priority Levels 


 


Definition
of critical levels


 


	 	Priority
    1	 
	 	 	 
	 	Critical	Trouble
    condition where DUO system is completely out of service or is causing significant business impact to the customer and no immediate
    workaround is available.
	 	 	 
	 	Priority
    2	 
	 	 	 
	 	High	Trouble
    condition where some functions are out of service or is causing significant Degradation in Performance or Functionality no
    immediate workaround is available.
	 	 	 
	 	Priority
    3	 
	 	 	 
	 	Medium	Trouble
    condition where DUO Product or Feature not working to Specifications, but relief is provided through some other means.
	 	 	 
	 	Priority
    4	 
	 	 	 
	 	Low	Any
    condition or request for assistance that is not business-impacting. This priority is also used for information exchange and
    feature requests.


 


Maximum
number of conditions rated as critical or medium allowed per month is three (03 instance per month per condition)


 


HelloCorp
will have the right to charge penalty if the no of occurrence per level exceeds the above set maximum limit, in accordance with
Clause No 16.3 of the End User Software License Agreement.


 




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Service
Level Assurance


 


	Criticality
    Level	 	Support
    offering
	Critical	 	Less
    than 90 minutes (under normal conditions)
	High	 	Less
    than 180 minutes (under normal conditions)
	Medium	 	Less
    than 48 hours (under normal conditions) or Next Release
	Low	 	Next
    Release (under normal conditions)


 


The
following levels of response time are offered to meet the needs of your business.


 


Please
note, should a bug cause for incorrect data writes and script needs to be performed to correct the data, the time required for
correction of the data is not included in the above timings.


 


Escalation
time frames for critical levels


 


The
following escalation levels of response time are offered to meet the needs of your business.


 


	Criticality
    Level	 	Escalation
    Levels
	 	 	First
    Level	 	Second
    Level
	Critical	 	Minimum
    60 minutes from promised time	 	After
    3 hours from promised time
	High	 	Minimum
    2 hours from promised time	 	After
    6 hours from promised time
	Medium	 	Minimum
    48 hours from promised time	 	Minimum
    5 Days from promised time
	Low	 	Minimum
    96 hours from promised time	 	Minimum
    7 Days from promised time


  




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