LYNX SOFTWARE AS A SERVICE CONTRACT A. WHEREAS, THE CLIENT is a non-profit company registered in South Africa with the focus of providing integrated care for patients with TB and HIV; B. WHEREAS, QODE is a private company registered in South Africa, with the main purpose of supplying Training Risk and Compliance Management Systems (TRISCOMS®) and related systems and software solutions to companies from various industries, including the healthcare industry; C. AND WHEREAS QODE has developed and successfully implemented, in South Africa, an HIV Counselling, Testing and Reporting software solution (Lynx) which is offered to THE CLIENT as a service; D. AND WHEREAS THE CLIENT has been mandated to conduct HCT services in various geographical locations; E. AND WHEREAS the parties have reached an agreement to regulate their relationship in accordance with the terms and conditions set out in this software as a service contract; and F. NOW THEREFORE, the parties record their aforesaid agreement as set out herein. G. INTRODUCTION QODE is a well-established, experienced and capable software solutions provider specialising in the healthcare industry. THE CLIENT is a well-established, experienced and capable healthcare services provider, specialising in the delivery of various healthcare services, including HCT. QODE has, at its own risk, over the last several years developed the TRISCOMS® software framework which includes mobile software frameworks, web software frameworks, reporting software frameworks as well as integrations with third party proprietary software. The TRISCOMS® software framework has been developed, optimized and configured by QODE to support the rendering of HCT services to clients and the reporting of these services to stakeholders including national departments of health and donor agencies which fund HCT. THE CLIENT wishes to make use of the TRISCOMS® Lynx solutions under a service contract. The services to be rendered by QODE is the provision of a solution which can be used by THE CLIENT to: • Reduce the risk of healthcare professional non-compliance with HCT guidelines when HCT is conducted; • Capture THE CLIENT, HCT service and related data during the HCT session; • Process THE CLIENT and HCT-related data to information and • Report on THE CLIENT and HCT-related data in a required format. QODE wishes to render this service through the intervention of TRISCOMS® Lynx as a services model and not under a software licensing or sales model. 1 DEFINITIONS AND INTERPRETATION 1.1 In this agreement, the following terms or expressions shall bear the meanings assigned to them below: “agreement” means the agreement set out herein together with any annexures initialled by the parties and attached hereto; “Android” means the Android operating which is primarily used in mobile devices. Written primarily in Java and based on the Linux operating system, it was initially developed by Android Inc. and was eventually purchased by Google in 2005. “business day” means any day except a Saturday, a Sunday or a proclaimed public holiday in the Republic of South Africa; “confidential information” means information relating to a party's business and, without detracting from the generality of the foregoing, includes information relating to the party’s or a third party, such as a sponsor’s: • proprietary interests; • trade secrets, including but not limited to its business and strategic plans, financial affairs, financing arrangements, contractual relations, business methods and know-how, technology, computer systems and other technical matters; • trade connections, including but not limited to the identity of, and its relations with, its customers or clients, financiers, suppliers and service providers; and • member information; • Clients information. as well as any copy, summary or other rendition of, or any extract from, any recording of such information; “clients” means any individual enrolled in HCT by THE CLIENT or HCPs. “downtime" means a period of time that a Lynx fails to render the services as set out in this agreement; “HCP” means healthcare professionals mandated by THE CLIENT to conduct HCT through direct employment by THE CLIENT, national health departments, partners, service providers, agencies or extensions of THE CLIENT; “HCT” means HIV Counselling and Testing; “HCT Units” means the number of HCT unit (tests) included in the Service Option; “HCT Unit Cost” means the cost per HCT unit (test) under the respective Service Option; “HIV” means human immunodeficiency virus; “intellectual property" means all the parties, patents, trademarks, service marks, designs, copyright (including all copyright in any designs and computer software), including source codes of TRISCOMS®, formats, inventions, trade secrets and all other incorporeal property which may be the subject-matter of a right whether registered or capable of registration or not; “Lynx” means the TRISCOMS® -based HCT software solution currently in version 2.0, which has been developed by QODE; “parties” means QODE and THE CLIENT when referred to collectively and “party” means either of them when referred to individually; “QODE” means Qode Health Solutions (Pty) Ltd a private company incorporated in accordance with the laws of the republic of South Africa as amended from time to time and with principal place of business at Unit A, Old Farm Office Park, 881 Old Farm Road, Faerie Glen, Pretoria, South Africa and with Registration Number 2017/115232/07; “representatives" means a party's directors, officers, employees or professional advisers; “Services” means services rendered by QODE to THE CLIENT, regardless of method, nature, form or mode which include the following service criteria: • Reduces the risk of HCP’s non-compliance with HCT guidelines when HCT is conducted; • Captures client, HCT service and related data during the HCT session; • Process client and HCT-related data to information and • Report on client and HCT-related data in a required format. All four (4) service criteria are collectively referred to as an HCT Unit and QODE chooses to render these Services through intervention of Lynx. “Service Option” means an option that THE CLIENT must execute regarding the terms and conditions, under which QODE is to render the services. Each Service Option has different variables attached to it, which affects the price (cost) of the services; “software updates” means enhancements made by QODE to the Lynx TRISCOMS® software framework to ensure sustainability of the service over multiple contract periods; “software upgrades” means new functionality and features added by QODE to the Lynx TRISCOMS® software framework, which can either be initiated by QODE or THE CLIENT; “TRISCOMS®” means Training, Risk and Compliance Management Systems – a software product, trade mark and intellectual property of QODE which is used as the technology framework of Lynx; “writing” includes e-mailed or faxed correspondence and “written” bears a corresponding meaning. 1.2 Defined terms appearing in bold shall be given their meaning as defined, while the same terms appearing in non-bold shall be interpreted in accordance with their ordinary meaning. 1.3 Clause headings are used for the purpose of convenience only and shall not be taken into account in the interpretation of the agreement. 1.4 Where the singular form of a word is used, it shall be deemed to include the plural and vice versa. 1.5 Any reference to one gender shall include the other genders. 1.6 Any provision in the definition and interpretation clause conferring rights or imposing obligations on any party shall be regarded as a substantive provision of the agreement, although it only appears in the said clause. 2. APPOINTMENT AND DURATION 2.1 This agreement will commence on signature date and will continue for as long as THE CLIENT has a positive Lynx HCT Unit Balance under Service Options 1 and 2 or for as long as THE CLIENT continues to make use of QODE Services under Service Option 3. 3. SERVICE LEVELS 3.1 The Service Level Agreement is attached hereto as Annexure A “Service Level Agreement”. 4. FEES AND PAYMENT CONDITIONS 4.1 The Lynx HCT Unit Cost for the respective calendar year, including the Contract Unit Cost order value, is attached hereto as Annexure B “Lynx HCT Unit Cost”. 4.2 Lynx HCT Unit Costs are payable 30 days after invoice date. 4.3 THE CLIENT may elect to settle the order in two equal payments – one at initiation of the contract and the other after half of the ordered HCT Units have been consumed. 4.4 Lynx is provided under three (3) HCT Unit Cost Service models: 4.4.1 Service Option 1: Pre-paid HCT Units (excluding mobile tablet devices); 4.4.2 Service Option 2: Pre-paid HCT Units (including mobile tablet devices) and 4.4.3 Service Option 3: Post-paid HCT Units (excluding mobile tablet devices). 4.5 Under all three (3) HCT Unit Cost Service models, HCT Unit Costs are billed for rendering the Service. 4.6 Service Options 1 and 2 result in a lower cost per HCT Unit Cost than Service Option 3, as THE CLIENT would assume the risk to use all HCT Units on a pre-paid model, whereas QODE assumes the risk on the post-paid model. 4.7 Service Option 2 results in a higher HCT Unit Cost than Service Option 1, as Service Option 2 includes hardware as a service through the provision of mobile tablet devices. Refer to Annexure B “Lynx HCT Unit Cost”. 4.8 HCT Unit Cost is payable under Service Option 3 and redeemable under Service Option 1 and Service Option 2 when the 4 Service criteria are met, unless where an HCT is not completed for any external reasons, whether HCP or client related, that do not relate to QODE Service defects. 5. LYNX TECHNICAL SPECIFICATION AND SCOPE OF WORK 5.1 The Lynx technical specification is attached hereto as Annexure C “Lynx Technical Specification”. The Lynx technical specification provides a detailed analysis of the functionality and information flow contained in Lynx, used to render the service. 5.2 The Lynx Statement of Work for the rendering of Services to THE CLIENT is attached hereto as Annexure D “Lynx Statement of Work”. 5.3 Where THE CLIENT acquires the Services of QODE through intervention of Lynx as per Annexure C “Lynx Technical Specification”, without any changes to the standard Lynx Services, the Lynx Statement of Work (Annexure D) will not result in any additional fees, other than those contained in Annexure B “Lynx HCT Unit Cost”. 5.4 Where THE CLIENT wishes to make changes or amendments to the Services rendered by QODE through intervention of Lynx, based on THE CLIENT-specific criteria, the scope and extent of amendments is documented in the Lynx Statement of Work (Annexure D) along with the fees for the respective changes or amendments to Services. Fees for changes or amendments documented in the Statement of Work is based on alternative setup models that need to be made to Lynx, which is billed at hourly rates. 6. INACCURATE PAYMENTS 6.1 Any overpayment or underpayment by THE CLIENT shall forthwith be rectified by an appropriate payment made by THE CLIENT to QODE or vice versa. 7. CONFIDENTIALITY 7.1 The provisions of this clause 7 apply to all the confidential information which the one party (the “disclosing party”) discloses to the other party (the “recipient”) irrespective of whether such disclosure takes place: 7.1.1 during the negotiations conducted with a view to the conclusion of the agreement; 7.1.2 in the course of performance of the agreement; or 7.1.3 on expiry or termination of the agreement. 7.2 Each party, as recipient shall not, without the prior written consent of the disclosing party, for the continuance of this agreement and the termination or expiration thereof – 7.2.1 use any confidential information relating to the business of the disclosing party otherwise than in the performance of this agreement; 7.2.2 disclose the confidential information to or discuss it with any person, firm, corporation, association or any other entity for any reason or purpose whatever, other than the recipient’s representatives and then only to the extent that its representatives require the confidential information in the performance of their duties; or 7.2.3 disclose the disclosing party’s confidential information or any part thereof to any third party and in particular, without detracting from the generality of the foregoing, to any of the recipient’s business associates or affiliates. 7.3 Each party – 7.3.1 acknowledges the importance of maintaining the confidentiality of the disclosing party’s confidential information and accordingly undertakes to maintain and uphold the utmost confidentiality and good faith in relation to the confidential information; and 7.3.2 warrants that it will disclose the confidential information only to its representatives who: 7.3.2.1 have a need to know (and then only to the extent that each such person has a need to know); 7.3.2.2 are aware that the confidential information shall be kept confidential; 7.3.2.3 are aware of the recipient’s undertaking in relation to such information in terms of this agreement; 7.3.2.4 have been directed by the recipient to keep the confidential information confidential; and 7.3.2.5 have bound himself or herself contractually to keep the confidential information confidential. 7.4 On termination or expiry of this agreement, each party shall promptly return the other party’s confidential information to it. 7.5 A disclosing party may at any time by written notice direct that the confidential information which it disclosed to the recipient, be destroyed, deleted or returned to it. 7.6 The recipient shall comply with any such notice within 5 (five) business days after receiving it. 7.7 If a disclosing party requests that the recipient destroy or delete the confidential information, a director of the recipient shall within 10 (ten) business days furnish the disclosing party with an affidavit confirming that the information in question has been destroyed or deleted. 7.8 Any news release, public announcement, media announcement, advertisement or publicity proposed to be released by a party about the mutual relations of the parties, including the existence or contents of this agreement, shall be subject to the prior written approval of the other party, which approval shall not be unreasonably withheld. 8. INTELLECTUAL PROPERTY RIGHTS 8.1 QODE acknowledges that all the rights in or to the client data (excluding source code of the TRISCOMS® technology or any other thirdparty proprietary software used to render the service) contained in Lynx database or data warehouse belongs exclusively to and shall be and remain the sole property of THE CLIENT. Neither party shall during or at any time after the expiry or termination of this agreement do anything, which might bring into question or dispute the ownership by clients of any such rights or the validity thereof. 8.2 THE CLIENT acknowledges that all the rights in or to TRISCOMS® and Lynx belongs exclusively to and shall be and remain the sole property of QODE. THE CLIENT shall not during or at any time after the expiry or termination of this agreement do anything, which might bring into question or dispute the ownership by QODE of any such rights or the validity thereof. THE CLIENT furthermore acknowledges that any corporate and/or product identity of Lynx (i.e. logos, trademarks, branding or displays), remains the sole and exclusive property of QODE. 8.3 THE CLIENT furthermore acknowledges that it, its staff, representatives and partners receives the right to the use of the Lynx through the intervention of QODE rendering the service and that ownership of TRISCOMS®, Lynx nor any other third party proprietary software transfers to or vests in either THE CLIENT during or at the expiry of this agreement. Where Service Option 2: Pre-paid HCTs (including mobile tablet devices) is selected, the mobile tablet devices will become the property of THE CLIENT upon termination of the agreement. 8.4 THE CLIENT is not entitled to sell, transfer or licence the intellectual property rights contained in TRISCOMS® or Lynx without prior written consent from QODE. For the purposes of this agreement the client data contained in the TRISCOMS® databases and the Lynx software will be two separate assets that will remain the intellectual property of the respective owner. The ownership of the respective intellectual property will remain vested in the original owner upon completion of this agreement. QODE shall transfer all client data to a THE CLIENT-nominated technology solution upon completion of this agreement. QODE will not transfer the TRISCOMS® Lynx database but the data contained in the database. 8.5 All intellectual property rights relating to any products owned by a party, its vendors or suppliers and the software used to implement such products, shall at all times remain the sole property of the party or its vendors or suppliers, as the case may be. 8.6 Neither party shall in any manner alter or affect the display of the names, notices and disclaimers relating to the respective intellectual property rights (and disclaimers) of the other party, or the vendors or suppliers, without the prior written approval of the other party, or the vendors or suppliers concerned. On expiry of the agreement between THE CLIENT and QODE. 9. RELATIONSHIP MANAGEMENT Each party shall appoint a designated representative who shall be authorised to act as the primary point of contact for each party in dealing with the other with respect to each party's obligations under this agreement and who will issue all consents or approvals and make all requests on behalf of each party and who will generally be in charge of implementing the provisions of this agreement. Changes may be confirmed in writing. 10. DISPUTE RESOLUTION 10.1 All disputes or claims arising out of or relating to this Agreement shall be referred to the Project Committee, which comprises the respective Project Managers of THE CLIENT and QODE. 10.2 If the Project Committee is unable to resolve, or informs the parties that it does not anticipate resolving, the dispute within seven (7) calendar days after referral of the matter to it, the parties shall submit the dispute to a panel (“the Dispute Resolution Panel”) consisting of a senior executive of both parties (who may or may not be the parties’ Project Managers) and one (1) independent expert appointed jointly by the said senior executives. 10.3 If a party elects to use the procedure set forth in this clause, the other party is obliged to participate in the hearing. 10.4 If the Dispute Resolution Panel cannot resolve the dispute, the matter shall be referred to arbitration by the Arbitration Foundation of Southern Africa (“AFSA”), in accordance with the rules of AFSA. The arbitration proceedings shall be held in Pretoria and conducted in the English language. 10.5 Continuity of Services: In the event of a dispute between THE CLIENT and QODE, during the subsistence of the dispute resolution process described in this clause 10, the parties shall continue to implement the agreement pending the outcome of the dispute resolution process. 11. TERMINATION 11.1 Termination for Cause. If either party defaults in the performance of any of its material obligations under this Agreement and such default is not remedied within twenty one (21) Business Days or such other period as agreed by the parties in writing, after written notice is received by the defaulting party specifying, in reasonable detail, the nature of the default, the non-defaulting party may, upon further written notice to the defaulting party, terminate this Agreement as of the date specified in such notice of termination. 11.2 In the event of termination and more specifically caused by QODE, then QODE will refund all credits paid and not used on date of termination to THE CLIENT. The parties further agree in such a event credit less device costs will be refunded. 12. LIMITATION OF LIABILITY 12.1 The parties indemnify and hold each other harmless for any losses sustained by each other which are attributable to: 12.1.1 the negligence of either party, its representative or agent in the supply of the services and other failure by either party or its directors, employees, representatives or agents to properly comply with its obligations in terms of this agreement; or 12.1.2 breach by either party of any material term of this agreement other than as a result of a failure, delay or interruption in the performance by either party which result from an occurrence, not reasonably within its control; or 12.1.3 notwithstanding the foregoing, no party shall be liable whatsoever to the other party in respect of indirect or consequential damages (including loss of profit, loss of customers, goodwill and /or reputation) caused to the latter party, except for loss or damages arising from gross negligence or wilful default by the former party. 13. INSURANCE AND INDEMNITY 13.1 QODE shall maintain at its own costs a comprehensive policy of insurance to cover the liability of QODE in the provision of the services under this agreement in respect of any act or default for which QODE may become liable to THE CLIENT or any other person, corporate or entity under the terms of this agreement. 13.2 QODE shall obtain or maintain a comprehensive policy of public liability insurance to cover any liabilities that may be incurred by QODE for death or personal injury to employees, sub-contractors or personnel of the other which may occur during the course of the provision of the services. 14. DATA PROTECTION 14.1 Each party to this agreement undertakes to, and shall procure that any of its data operators ( as defined in the Protection of Personal Information Act 4 of 2013) ( "POPI Act"), agents and contractor's comply with the Data Protection Legislation and all other applicable data protection legislation and regulations in connection with the performance of its obligations and exercise of its rights under this agreement. 14.2 Without prejudice to the generality of this clause 14.2, with respect to any processing of personal data ( as described in the POPI Act) under this agreement each party to this agreement shall procure that any of its data operators take appropriate technical and organisational security measures against unauthorised or unlawful processing of personal data supplied to it by another party to this agreement and against accidental loss or destruction of, or damage to, that personal data in accordance with condition seven as set out in the POPI Act. 14.3 Each party to this agreement undertakes: - 14.3.1 to obtain the relevant consent as prescribed within the POPI Act; 14.3.2 to treat the customer data as confidential information in accordance with this agreement; 14.3.3 not to use or knowingly permit any third party to use, or have access to, the customer data for any purpose other than as is expressly permitted by this agreement; and 14.3.4 That it shall not use the customer data held by it pursuant to this agreement for any purpose that is inconsistent with those purposes notified to the relevant data subject on or before the time of collection of the customer data. 14.4 Each party shall promptly inform the other of any actual or suspected unauthorised access, use or abuse of the data and / or any information technology systems relating thereto ("unauthorised use") of which it or any of its contractors becomes aware. 14.5 Each party shall at its own costs provide at the other party's request all reasonable assistance to the requesting party in relation to the preparation and presentation of the relevant information to the regulators or as otherwise required by the applicable legislation for the purpose of prosecuting those individuals responsible for any incident of unauthorised use for any legal actions that the requesting party may bring against third parties responsible for an incident of unauthorised use or to co-operate with any regulator or authority. 15. ANTI-CORRUPTION 15.1 The parties and each of its owners, affiliates, officers, directors, employees and agents acting under instructions and / or influence and taking action in furtherance of this agreement, will comply with all applicable anti-corruption laws, including the Prevention and Combatting of Corrupt Activities Act No.12 of 2004 as amended, of the Republic of South Africa, the United States Foreign Practises Act of 1977 as amended, to the extent that they are applicable and the parties also agree to adhere to any other applicable anti-bribery laws and regulations applicable in the Republic of South Africa( collectively, the "Applicable Anti-Corruption Legislation"). 15.2 Should there be any breach of the Applicable Anti-Corruption Legislation by either party, the aggrieved party may demand that any monies already paid under this agreement to be paid back, the aggrieved party by demanding refund of the moneys already paid will not be seen as a condonation of the actions of the defaulting party and the aggrieved party reserves the right to take any action it may deem fit and not limited to immediate cancellation of the agreement. 16. GENERAL Entire agreement 16.1 This agreement constitutes the sole record of the agreement between the parties in regard to the subject-matter thereof. The parties shall not be bound by any representation, express or implied term, warranty, undertaking or other obligation, unless recorded herein. This agreement supersedes any previous agreements pertaining to the subject-matter concluded between the parties. Amendments 16.2 No consensual cancellation or amendment of this agreement (or this clause) shall be valid, unless in writing and signed by or on behalf of both of the parties. Waiver 16.3 No indulgence, which either party may grant to the other, shall constitute a waiver of or prejudice the rights of the party granting the indulgence. Severability 16.4 If any part of this agreement is found to be invalid or unenforceable, it shall be severed from the remainder of the agreement, which shall remain valid and enforceable. Cession and delegation 16.5 Neither party may cede its rights or delegate its obligations in terms of this agreement, without the prior written consent of the other party, which consent shall not be unreasonably withheld. 16.6 The street addresses specified above shall serve as the domicilia citandi et executandi of the respective parties. 16.7 Any notice addressed to a party shall be delivered by personal service or a recognised courier service at the domicilium of that party, or sent to it by fax. 16.8 Any notice shall be deemed to have been given: 16.8.1 if hand delivered during business hours on a business day; on the day of delivery; 16.8.2 if delivered by courier, on the recipient’s first business day at least 2 (two) clear business days after being handed over to the courier; 16.8.3 if sent by fax on a business day; on the date of sending of such fax, or otherwise, on the first business day following on the date of such sending. 16.9 Notices may also be delivered by electronic mail, which notices will be deemed delivered on the recipient’s first business day following the date of receipt of an automated delivery receipt or confirmation of delivery from the relevant server. Counterparts 16.10 This agreement may be signed in counterparts, in which case the counterparts jointly shall constitute the agreement. Applicable law 16.11 This agreement shall be governed by and construed in accordance with South African law 17. QODE COMMITMENT 17.1 QODE undertakes and warrants that the services will comply with the standard of professionalism as well as other standards generally accepted in the information technology and healthcare industries and that the services shall be rendered with the utmost care, skill and diligence. 18. LYNX SYSTEM DOWNTIME 18.1 In the event of Lynx system downtime, no HCT Units will be deducted from Service Option 1 or 2 and no HCT Units will be billed under Service Option 3. 19. DEPLOYMENT OF MOBILE TABLET DEVICES 19.1 QODE will not be liable for the management and deployment of mobile tablet devices, regardless of Service Option selected, other than that included in Annexure D “Statement of Work”. 20. LYNX AS A SERVICE 20.1 QODE Services which are rendered through the intervention of Lynx includes all technology-related costs, including: 20.1.1 All relevant software licences directly related to the functioning of Lynx; 20.1.2 Hosting of THE CLIENT data; 20.1.3 Server-side data usage; 20.1.4 Backups of THE CLIENT data and 20.1.5 Lynx Software Support. 20.2 QODE shall provide for daily backups of Lynx and related THE CLIENT data. Backups are held for 30 days, after which the 30th day’s backups are replaced by the last day’s backups. 20.3 QODE will not be liable to restore data due to incorrect THE CLIENT data capturing by the HCP. 20.4 QODE shall host, service and maintain Lynx as part of the Service. 21. DATA SECURITY AND HOSTING 21.1 QODE shall provide specialised third party data security software as an addition to Lynx during the transmission and storage of THE CLIENT data. Where industry-standard security protocols are in place QODE does not accept any responsibility for leaked information of THE CLIENT due to hacking or other malicious activities of third parties, other than where QODE or its staff were negligent in its responsibilities to follow best security practices. 21.2 QODE relies on the Payment Card Industry (PCI), U.S. Health Insurance Portability and Accountability Act (HIPAA), ISO9001, ISO27001, ISO27017 and ISO27018 certification of Amazon Web Services (AWS)(Ireland data centre) for the safekeeping and protection of THE CLIENT data. By accepting this contract and related Service Level Agreement Annexure to the Software as a Service Contract, THE CLIENT acknowledges that it has reviewed and is satisfied with the certifications of AWS as a THE CLIENT data host and that THE CLIENT accepts the certifications included in this section as a sufficient control measure implemented by QODE to secure THE CLIENT data as far as reasonable possible. 21.3 The HCT Unit Cost includes the cost of server data usage as part of the Service. Mobile tablet data at the point of HCT is however excluded, refer to 11.1.1 22. LYNX SOFTWARE SUPPORT 22.1 Lynx HCP support includes support to HCPs on the use and functionality of Lynx and matters directly attributable to Lynx only. It does not include general information technology support regarding mobile tablet problems (subject to Section 7.1), connectivity, general HCP information technology literacy etc. 22.2 QODE shall provide HCPs and THE CLIENT with call centre support, capable of assisting Lynx support queries. The call centre will be available daily (Monday to Thursday) between 08h00 and 16h00 and Fridays between 08h00 and 15h00, South African Standard Time at a South African-registered landline number. 22.3 QODE shall provide HCPs and THE CLIENT with a support desk managed through a ticket system for the support of Lynx. The support desk is available online 24 (twenty-four) hours per day and 7 (seven) days per week. Tickets received between 08h00 and 16h00 (Monday to Friday) will be addressed within 2 (two) hours. Tickets received after 16h00 (Monday to Thursday) will be resolved by 10h00 the next morning and tickets received after 15h00 Fridays will be resolved by 10h00 the following Monday morning. 22.4 QODE shall provide THE CLIENT with the direct contact details of the QODE Support Studio Operations Manager as well as the QODE Operations Studio FPD Relations Manager assigned to THE CLIENT for the reporting of any emergencies outside of call centre and support desk hours. These QODE staff is strictly for the support of THE CLIENT HCT programme managers and not for the general support of HCP or Lynx users, who should make use of the call centre or support desk. Any emergencies identified by HCPs outside of call centre or support desk hours should be reported to THE CLIENT HCT programme managers who should in turn report to QODE Support Studio Operations Manager or QODE Operations Studio FPD Relations Manager. 23. MOBILE TABLET SUPPORT 23.1 QODE Services excludes the cost of mobile tablet device support in South Africa, which is not billed for or included in the HCT Unit Cost as all HCT-related mobile tablet device support is offered to THE CLIENT, at no additional cost, under an agreement with the THE CLIENT and USAID. Mobile tablet device support is thus specifically excluded from the scope and HCT Unit Cost contained in this contract and all Annexures thereto. 23.2 Mobile tablet device support is not offered in any other countries other than South Africa. Mobile tablet device support is conducted via the QODE call centre and ticket desk. Where mobile tablet devices need to be recalled from the field for extended support, extended support is only offered at the QODE offices. The cost to recall and re-issue mobile tablet devices is for the cost of THE CLIENT. 23.3 Mobile tablet device support includes support on all matters relating to the tablet itself but does not include support on connectivity-related matters that are outside the scope of device interaction. These relate to telecommunications matters which should be addressed with the telecommunications provider. 24. HCT PROGRAMME SUPPORT 24.1 QODE shall only be required to attend technical meetings with HCT programme managers of THE CLIENT. 25. LYNX TRAINING 25.1 Lynx training includes a “train the trainer” programme, where THE CLIENT trainers will receive face to face training on Lynx as well as copies of user manuals to facilitate training to HCPs. QODE will not train all HCPs that will use Lynx to conduct HCT. 25.2 Train the trainer cost is included in the HCT Unit Cost for a total training duration of 4 hours per 100,000 tests acquired. Where fewer than 100,000 tests are acquired, the cost of training will be included in the Statement of Work. 25.3 Training is conducted at no additional travel cost at any location in Gauteng Province, South Africa. Where training is conducted outside of Gauteng, South Africa, THE CLIENT will be liable for direct travel costs of training only. Training can be conducted at facilities selected by THE CLIENT to ensure convenience for trainers. HCT AND DATA CAPTURE 25.4 QODE will not be responsible for the manual capturing of THE CLIENT data. 26. UPDATES & UPGRADES TO LYNX 26.1 QODE will as far as technically possible deploy any software updates and software upgrades to Lynx via the operating system update frameworks or protocols to reduce the risk of mobile tablets devices having to be recalled from the field for updates. 26.2 In the case of any Lynx updates or upgrades, QODE will notify THE CLIENT of the planned activity at least 10 (ten) business days prior to the planned update or upgrade. 27. ITEMS SPECIFICALLY EXCLUDED FROM THE HCT UNIT COST AND SLA 27.1 QODE will not incur the following costs as part of the HCT Unit Cost/Service: 27.1.1 The cost of mobile tablet data used at the point of HCT; 27.1.2 Travel cost for QODE staff to train the THE CLIENT trainers outside of Gauteng, South Africa; 27.1.3 Mobile tablet support cost incurred under Section 7.1, where tablets need to be recalled from the field and the support cannot be provided from the QODE offices;