Software Schedule: Alcumus ESG

The following are the specific terms and conditions for the Software entitled “Alcumus ESG” (“Alcumus ESG”) ordered by Customer as a Cloud Service pursuant to the Alcumus Cloud Service Agreement (the “Agreement”) at https://www.INSERTLINK. Capitalized terms shall have the meanings set forth in the Agreement or elsewhere herein. Unless otherwise indicated, references in this Schedule to Sections means the Sections of this Schedule.

1. Description of Alcumus ESG

  1. Alcumus ESG. Alcumus ESG is a software platform which is used for the transfer, storing and aggregation of supplied data, for the primary purpose of tracking an organization’s Environmental, Social and Governance (“ESG”) performance. It is available on a modular basis, with the available functionality of each individual module relating to a specific discipline of ESG within one of its three pillars – Environmental, Social and Governance.
    1. The Alcumus ESG platform is supplied on a software-as-a-service (SAAS) basis. All data and other tools within it are provided in a secure cloud environment hosted by a globally recognized service provider. Responsibility for the management and maintenance of the platform is solely that of Alcumus.
    1. Modules. Eleven modules are available (as described in Exhibit 1). Modules can be subscribed to either individually or collectively, along with each Add-on, as defined in Section 1.4 below. Each module is provided in a dedicated Customer instance, such that when a new Module is added, the data from it can be aggregated up to a Customer level along with any from other already operational modules. This enables a single view of that data.  
      1. ESG Dashboard. Whichever Module(s) are procured, a separate module called “ESG Dashboard” is included. The purpose of the ESG Dashboard is to provide a single, aggregated, snapshot view of progress against targets, which are set by the Customer using the administration tools. These targets can be changed at any time.
      1. Standard Features. Each Module comprises of a set of standard features and capabilities, unless indicated otherwise here:[rb1] [SX2] 
  2. Setup – An unlimited number of individual site records can be created along with designations such as division, address, contacts, and status
  3. Data input – This can be done using automated tools or manually if required
  4. Data aggregation – Summary data is automatically aggregated into a view available in the ESG Dashboard
  5. Data presentation – Summary views are available in each module using pie and bar charts
  6. Target setting – Targets can be set at a site-specific level and changed at any time
  7. Reporting – In addition to standard reports it is possible to custom build additional views as required
  8. Search – A search function enables a user to extract specific records or groups of records as required
  9. User management – Users who require access to the Alcumus ESG platform do not need a software license to do so, access is enabled by a Customer administrator
  10. Conversion factor setting – For certain modules related to the capture of information on greenhouse gas emissions, specific pre-agreed formula can be set and changed as necessary (Not all modules)
  11. Document storage[rb3] [SX4]  – Relevant documents can be stored in various formats (Not all modules)
  12. Workflow – Simple workflow tasks can be initiated from within the platform (Not all modules)
  13. Item Status Monitoring – Tasks and action items can be created, and their status updated (Not all modules)
    1. Implementation. Alcumus has a standard process for implementing all ESG modules, a copy of which is available on request. Alcumus will provide a Project Manager who will co-ordinate all aspects of the build on the Customer’s behalf. It is strongly recommended that Customer provides a single point of contact for the Alcumus Project Manager to liaise with during this phase. At the conclusion of the build, it will be necessary for written agreement to be secured between the two parties that the software is fit for purpose. Following this the software will be deemed ready for use and handed over to the Customer’s nominated owners.
    1. Data. Alcumus will make available various means both automated and manual by which data can be imported into the ESG module(s) by the nominated representatives of the Customer using appropriate access. All aspects of the data contained within each Alcumus ESG Module, including timeliness, accuracy, import, export, and any issues related to requests by individuals for access to stored data held within any part of the system are the responsibility of the Customer at all times. On closure of the module a copy of the data can be provided to the Customer by Alcumus if required if that request is made in writing within a month of either the agreement terminating, or the specific module being discontinued. Alcumus will securely delete all data 90 days after either of the pre-stated events. Individual records can be deleted manually at any time.

1.4 Optional Add-Ons.  The following are offerings for optional add-ons (“Add-ons”), which may be added to Customer’s current or prior Orders of Alcumus ESG for an additional Fee.

1.4.1. Languages. Modules are available translated into a number of different languages. Where a specific language is not catered for, Alcumus will consider a request from Customer to add a translation of that language. Any decision to do so is entirely at Alcumus discretion. Translations may take up to three months to complete. The provision of a module in either a language which is already available or one which is translated at Customer’s request is available for an additional fee.   

1.4.2. API. An API is available. This provides capability for Customer to both push and pull data to and from their central ecosystem into Alcumus ESG, for purposes such reporting or migrating information into an application such as Power BI. Separate technical specifications for the API are available on request.

1.4.3. Single sign-on (SSO). Single sign-on (SSO) is an authentication method that enables users to securely authenticate using the same credentials as their corporate active directory. This authenticates users directly into Alcumus ESG without the need for them entering additional usernames and passwords.

1.4.4. Module Build. Each module of Alcumus ESG is pre-configured and has been designed to require minimal customization before being made live. Requests for amendments to the standard specification will be considered, but any requirements will need to impact assessed prior to acceptance by a suitably authorized party from Alcumus (such as the Project Manager). The design and development of all changes to the standard pre-configured module specification and/or stated functionality are at the discretion of Alcumus, without exception. Additional fees may, and these will be documented and sent in writing to Customer for agreement prior to the commencement of any work.

1.4.5. Training. At the request of the Customer and at a convenient time for both parties, training will be provided on the correct working practices to be adopted when using the Alcumus ESG platform. Training will be delivered at the discretion of Alcumus and at a mutually agreed time prior to final acceptance of the product by the Customer. Additional subsequent training will be available on request but provided at the discretion of Alcumus and subject to additional fees.

2. Certifications

3.1. Alcumus is subject to the following annual certifications of compliance in respect of the Cloud Service for Alcumus ESG:

a. ISO 27001

3. Alcumus Hosting and Processing Locations

4.1. The following Alcumus data hosting and processing locations are used for the Cloud Service. Alcumus may add additional hosting and processing locations in accordance with the Data Security Standards.

a) United States

4. Third Party Sub-processors

5.1. Alcumus ESG Third Party Subprocessors:

a) Microsoft Azure

Exhibit 1