AGREEMENT

This Master Services Agreement is entered into on this day of XXXXX 2019 by and between
Edi5 Solutions Private Limited, a company incorporated under the Companies Act, 2013 and having its
registered office at No 68, 1st floor, Srinivasa Nilaya, 6th cross, New Byapanahalli Ext, Bangalore,
Karnataka - 560038 (hereinafter referred to as “Edi5 Solutions Private Limited or Edi5" which
expression shall include its successors and assignees) and service provider MR/Miss XXXXX holding
(PAN Number) (hereinafter referred to as the “Service Provider " which expression shall include its
successors and permitted assignees).

Edi5 and Service Provider shall individually be called a “Party” and together the “Parties”.

WHEREAS
The Edi5 wishes to avail the Services from Service Provider and Service Provider has agreed to provide the
Services to the Edi5 ;
A. The Parties have agreed that the provision of Services by Service Provider to the Edi5 shall be
governed by the terms and conditions of this Agreement.

INITIAL TERM

The Initial Term for the Services shall commence on the Service Commencement Date. Service provider
acknowledges and accepts that the provision of Services by Edi5 shall be subject to a minimum service period of
12 months from the Service Commencement Date (“Minimum Service Period”) if incase resource decides not to
support edi5 within this 12 month period and without prior notice, resource needs to provide one good
replacement (i.e equivalent to his/ her technical expertise and product support) and to a maximum period of one
year. The Service Provider shall not be entitled to terminate this Agreement during the Minimum Service Period
for any reasons whatsoever except for the sole reason as specified in Clause 2. Notwithstanding anything
contained herein, if the Service Provider terminates this Agreement before the expiry of Minimum Service Period,
then the Service Provider undertakes and agrees to notify Edi5 two month on or before the effective date of
termination of this Agreement.

On expiration of the Initial Term, the Renewal Term shall automatically commence upon the same
terms and conditions mentioned in this Agreement.

In the event a Party does not wish to extend/renew this Agreement after the expiry of the Initial Term or
as the case may be a Renewal Term, that Party shall send a written notice of at least thirty (30) days prior to the
expiry of the Initial Term or the Renewal Term as the case may be, to the other Party. Upon receipt of such
notice by the other Party and expiry of the Initial Term or a Renewal Term (as the case may be), the Agreement
shall be deemed to have expired.

2. TERMINATION

Termination by Service Provider

Service Provider may terminate the Agreement by immediate written notice to Edi5 if:

Edi5 fails to provide the Services as agreed; or

Edi5 fails to comply with any other terms of this Agreement other than provision of Services, within a period of
thirty (30) days from the date of written notice issued by the service provider.

Termination by Edi5

Edi5 has the right to terminate the Agreement on immediate written notice to the Service Provider
when

Any service provider fails to abide by the project terms and conditions as mentioned in the table 1.1 and 1.2 of
this agreement.

when the Service Provider fails to comply with the terms of this Agreement and fails to cure such non-
compliance within a period of thirty (30) days from the date of written notice issued by Edi5 asking it to cure such
non-compliance.

IN WITNESS WHEREOF EACH PARTY HAS EXECUTED THIS AGREEMENT ON THE DATES
WRITEN BELOW:

L2 Secondary Obligations (For Origina Support Work):

1. You will be required to attend a technical on boarding call with the customer and primary resource – Origina
will contact you via your personal email address.
2. You will be automatically contacted by our L1 Support team if the Primary Engineer is unavailable.
3. The Origina L1 team will contact you via your personal email or phone number to assist with an incident. Your
personal email and phone number must be configured to receive communication from the L1 team in Dublin.
4. As per the contractual agreement with EDI5 - you must always be available to answer a support request.
5. No Origina secondary can be a contractor or employee of IBM for the duration of the customer assignment.
6. You must notify EDI5 if you are unavailable for support calls. If we arrange a call or request support and
you do no answer, we can remove you from the contract.
Commercial in confidence
Golden Rules for Interacting with Origina Customers

1. Origina is not a partner of IBM’s – they are a third-party independent maintenance provider.
2. You work for Origina as a L2 Subject Matter Expert.
3. You cannot suggest to a customer to raise a PMR with IBM – Origina takes full ownership for solving the
customer’s incident.
4. You do not raise or discuss commercials with a customer.
5. Origina does not sell software.
6. Do not advise a Customer that they can avail of scripts, fixes, upgrades from the IBM PA site unless
authorised by Origina Senior Management.
7. You must not contact a customer directly - all correspondence must go through Origina (L1 team)
8. Do not suggest that you can access a customer’s system remotely (We provide guidance and support but we
do not remote onto a customer’s environment unless this has been pre-approved by the Customer and Origina.
9. You must remain professional and courteous at all times with a customer.

Table 1.1

SLA Chart:
Priority Description Response SLA to Client Target Resolution Time

Business Critical component is

inoperable or critical interface
has failed. This indicates you
are unable to use the program Initial Response within 30
Priority 1 resulting in a Minutes Within 5 Hours
The Programme is usable but is
Priority 2 severly limited Initial Response within 1 Hour Within One Working Day
The Programme is usable with
less significant Components Mail Acknowledgement/Initial
Priority 3 unavailable Response within 2 Hour Within 4 Working Days

The programme causes little or

no impact on operations or that
a reasonable circumvention to
the problem has been Mail Acknowledgement/Initial Target Resolution will be on
Priority 4 implemented Response within 6 Hours agreement between both parties

Table 1.2

 It’s a 24*7 Support as emergency might arise being a technical field.

 Resource expected to keep mobile phones handy to accept calls/messages and provide prompt
responses.
 Resource expected to have good internet connectivity to respond to the clients queries/attend Webex
call as and when required.
 Any planned leave to be notified to Edi5 well in advance.
 Any unplanned leave to be notified to Edi5 once it has been identified.

IN WITNESS WHEREOF EACH PARTY HAS EXECUTED THIS AGREEMENT ON THE DATES WRITEN
BELOW:

Signed By: Signed By:

________________ _________________
Name: AMITA JAIN Name: Abbas Tikiwala

DIRECTOR L2 expert

FOR AND ON BEHALF OF

EDI5 SOLUTIONS PRIVATE LIMITED