Lumenii Service Level Agreement

1.  Service Levels

Introduction:

1.1. This Service Level Agreement sets out the structure of the standard relationship between Lumenii and its clientele (“the Client”) with respect to the services offered to it (“the Services”).

Relationship Managers:

1.2.  Each Party will appoint a relationship manager who will be responsible for the ongoing monitoring and management of the relationship between the Parties and serve as a link between the Parties. The relationship managers shall:

1.2.1.  report to each other for the duration of this Agreement and shall ensure that any faulty or unacceptable performances of a Party is brought to the attention of the relevant relationship manager as soon as possible, to enable such Party to take suitable corrective action;
1.2.2. continually review the information exchange requirements of both Parties and agree on the dates for review meetings; and
1.2.3  meet regularly to review the relationship and to provide feedback regarding any specific requirements or issues raised by their respective principals.

Key Service Requirements:

1.3. In rendering the Services, Lumenii shall ensure that:
1.3.1. All Services are rendered and received within the agreed times;
1.3.2. All Services are rendered as per the required specifications and for the purpose they are rendered for.

Interruption to the Services:

1.4. Lumenii will promptly notify the Client upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance of any part of the Services.

1.5.  Lumenii shall perform its obligations under the Agreement, including the performance of the Services, subject to the following:

1.5.1. Lumenii shall accept no liability whatsoever for any loss or damage that may result from an interruption of the Services unless such interruption is caused by negligence, willful misconduct or any omission by Lumenii.
1.5.2. Lumenii shall have the right to suspend the Services at any time and without prior notice in the event that critical maintenance or critical software updates are required, or in the event of a potential security or data breach. Notwithstanding the aforesaid, Lumenii shall use its best endeavours to suspend the Services as a last resort. In the event of such suspension, Lumenii shall inform the Client of the reason for the suspension as soon as reasonably possible.
1.5.3.  Lumenii shall have the right to undertake non-critical or routine maintenance, software updates or backups on a daily basis, between the hours of 20:00 and 07:00 (SAST).
1.5.4.  Any service failures or interruptions may be reported to the Service Provider via the service telephone number and/or email address provided to the Client by Lumenii.
1.5.5.  In the event that the Client reports a service failure or interruption, Lumenii shall endeavour to trace the cause of the problem and restore services within four (4) hours of receipt of notice thereof. If it is impossible to restore services within four (4) hours, the Client shall be informed of the nature of the failure/interruption as well as the estimated time required in order to restore the Services.
1.5.6.  Lumenii shall only work to restore interrupted or failed services during business hours.
1.5.7.  In the event of a failure or interruption specifically relating to the SaaS Service, employees of the Client who have received certification training may make use of the “Helpdesk” service on Business Days between the hours of 08:30 and 17:30 (SAST) in order to resolve problems.

1.6.  Lumenii shall perform the Services during the Service Hours, or as otherwise agreed by the Parties.

1.7.  If the Client experiences an interruption, he should make sure that there is an Internet connection. The Client should use a web browser that is supported by the provider and that is fully updated.

1.8.  If a failure is reported the Client will be contacted as soon as possible during working hours (on working days between 9:00 and 17:00 hours). Lumenii and Assessio Group (Assessio International AB) will then take immediate action to trace the cause of the failure and restore the Services. If it is not possible to restore the services within 4 hours, the Client will be informed of the nature of the problems and the expected time required to solve the problem.

1.9.  Notwithstanding anything else contained herein, Lumenii cannot be held liable for any damages that result from the failure or interruption of services, unless such failure or interruption is the product of willful misconduct or gross neglect on the part of Lumenii.

Intrusion and loss:

1.10.  Lumenii reserves the right to temporarily close the system off from the Internet. This possibility will be used in Lumenii’s sole discretion if it is believed that the protection and stability of the platform or the stored data are likely at risk.

Helpdesk:

1.11.  The Helpdesk is the service desk for the Client for all problems that can be directly attributed to the SaaS Service that interrupts the normal use of the SaaS Service in accordance with the standard user documentation (hereinafter called: “Failure/Failures”). Lumenii supports the use of the purchased applications and the related data. This support focuses on giving instructions and suggestions in order to solve a specific problem.

1.12.  The Helpdesk can be contacted by telephone or email by employees of the Client who have received the certification training from Lumenii.

1.13.  The Helpdesk prioritizes each call for help according to a fixed scheme.

1.14.  The following minimum details should be reported to the Helpdesk:

1.14.1.   The nature of the problem and known details;
1.14.2.  The domain and client name pertaining to the problem;
1.14.3.  The seriousness of the problem;
1.14.4.  Details of all functions or properties that are affected by the problem;
1.14.5.  Name of the contact person, telephone number and email address for contacting the person.

Escalation matrix:

1.15.  The following escalation matrix and process will be followed in the event of any incident or service-related issue.

1.16   The distinctness of the Support Level Codes indicates the type and seriousness of the failure requiring support, and the related initial response time and the expected restore time.

2.  Use of the SaaS Service

Senior Administrator:

2.1.  The Senior Administrator is the person acting on behalf of the Client serving as the liaison between the Client and Lumenii. In case of a failure the Senior Administrator will be contacted.

2.2.  Only the Senior Administrator may, on behalf of the Client, give notice of new contact persons and Administrators via an email address to be obtained from Lumenii. Their complete names, sex, email addresses and telephone numbers should be mentioned. The Client is entitled to change the details of its Senior Administrators from time to time, provided that the Client duly notifies Lumenii of same through the appropriate channels.

2.3.  The Senior Administrator is responsible for de-activating contact persons and administrators who are no longer employed by the organisation or who need not access the system for other reasons.

2.4.  The Client may designate several Senior Administrators to provide for a backup in case of any absence. If another person assumes the function of Senior Administrator, or if a person is no longer a Senior Administrator, the Client should communicate this to Lumenii in writing.

Administrator:

2.5.  An Administrator is an authorised user put forward by the Senior Administrator who can access the SaaS Service through his own authentication, and who is authorised by the Client to make online assessments available to Applicants, to look into online assessments and to remove these (in whole or in part) under the responsibility of the Client.

2.6.  The Senior Administrator determines the access rights of the Administrator to perform certain actions within the SaaS Service such as, for example, adding Applicants, generating reports, or looking into or editing data of the Client and/or Applicants. Each Administrator will receive a personal login account that should be linked to their personal email address.

3.  The Rights and Obligations of the Client

3.1.  Only Administrators and Applicants may use the SaaS Service.

3.2. Before the Administrator will allow Participants to access the SaaS Service for an online assessment, the Client should timeously complete the form ‘Specifications Talentindex Online Assessment’; a template of this form is sent to the Client as a separate document.

3.3. The Client is solely responsible for the use of all reports and documents generated through the SaaS Service. The reports and documents are based on the answers that the Applicant concerned has entered. The Client recognises the limitations of a psychological instrument. Lumenii is not liable for any detrimental consequence that may result from or is connected with the use of these reports and documents or for the consequences of the decisions that the Client may have made on the basis of these reports and documents. The Client indemnifies Lumenii against all legal claims from third parties that are based on the said use and decisions made and the resulting detrimental consequence.

3.4. The Client indemnifies Lumenii against all legal claims from third parties that are based on the said use and decisions made and the resulting detrimental consequence.

3.5.  Lumenii only performs the Services on the order of the Client.

3.6.  At all times Lumenii may effect changes to the content and scope of the Services. If any changes initiated by Lumenii may involve internal costs for the Client, the Client may terminate the Agreement in writing effective on the date on which the change will take effect, unless (a) Lumenii assumes the reasonable internal costs of the Client that are the direct result of such change; or (b) the provisions in clause 13.6 [Change to the applicable clause]. If the Agreement should be terminated on the grounds of this section, Lumenii will not be held to any indemnity or to pay any other costs to the Client or otherwise.

3.7.  Without prejudice to any contractual right it may have, Lumenii may always effect changes to the SaaS Service that in its opinion will improve the quality of the Services or that will not change it, including additional functionalities and also any changes in the service levels that will benefit the Client or will not be less than the then applicable Service Levels. The same applies to changes connected with changes in relevant legislation or other regulations laid down by competent agencies. Any changes in the Services as referred to in this clause does not entitle the Client to terminate the Agreement.

3.8.  Lumenii endeavours to the best of his ability to timeously adapt the software underlying the SaaS Service to changes in law and regulations within the framework of his Services. If so requested Lumenii will advise the Client about the consequences of such adaptations for the Client at the usual rates applied by Lumenii.

3.9.  If an Agreement has been concluded for Training and/or Other Services to be performed by a certain person, then Lumenii may always replace this person with one or more other persons with similar qualifications.

4.  Sub-Contractors

4.1. Within the framework of the Agreement Lumenii may use the services of a third party. At the Client’s request, Lumenii will inform the Client of the identity and place of residence of the third party. If the third party resides in a country that does not prescribe an appropriate level of protection of Personal Data or Information, then Lumenii may use their services only after prior express permission from the Client, which permission the Client will not unreasonably withhold.

4.2. Lumenii will impose on the engaged third party obligations similar to its obligations under the Agreement.