Common use of SERVICE LEVELS AND SERVICE CREDITS Clause in Contracts

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 (Customer Termination Rights) except Clause 45.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 14 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 14.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 14.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 14.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13 shall apply where the Customer has specified Service Levels and Service Credits in the Contract Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Contract Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Contract Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s Suppliers failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous twelve (twelve12) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.7 (Termination Without Cause). Not more than once in each Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ Months notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoringthe Contract Order Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 14 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Contract Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 14.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 14.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 14.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.3.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring[ten (10)]; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(b) (Financial Limits)) be entitled, on written notice to the Supplier, to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 13.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 13.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 13.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13. shall apply where the Contracting Authority has specified Service Levels and Service Credits in the Call Off Order Form. Where the Contracting Authority has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer Contracting Authority and that it shall entitle the Customer Contracting Authority to the rights set out in the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer Contracting Authority as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the CustomerContracting Authority’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous twelve (twelve12) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Contracting Authority Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Contracting Authority Data) shall also be available); and/or the Customer Contracting Authority being required to make a compensation payment to one or more third parties; and/or the Customer Contracting Authority is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41. (Customer Contracting Authority Termination Rights) except Clause 45.6 41.6 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer Contracting Authority may, on giving the Supplier at least three (3) Months’ Months notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the CustomerContracting Authority’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 14. shall apply if the Contracting Authority has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer Contracting Authority shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 14.2 shall be without prejudice to the right of the Customer Contracting Authority to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 14.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 14.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s Suppliers failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous twelve (twelve12) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ Months notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 14 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 14.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 14.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 14.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties Service Levels may apply to the provision of certain Services, as specified in the relevant Order and Service Annex. Where Service Levels are so specified then SCC shall comply perform the applicable Services in accordance with the provisions of Part A (those Service Levels and the relevant provisions of such Order and Service CreditsAnnex. • During the term of an Order, changes, for example, projects, upgrades and (if applicable to an Order) additions to the Supported Equipment may occur that may have an impact on the Service Levels. However, SCC will use its reasonable endeavours to ensure that the current operational Service Levels are not affected by any such change. Where SCC reasonably considers it impossible to do so, SCC may on notice to the Customer suspend certain Service Levels for a limited period only. Such notice to specify the reasons for and period of Call Off Schedule 6 the suspension. • The Service Levels shall not apply in the monitoring period following the Service Commencement Date if any such monitoring period is specified in the relevant Order (the "Monitoring Period"). During any such Monitoring Period, SCC shall use its reasonable endeavours to perform the Services including in accordance with the Service Levels, but no Service Credits and Performance Monitoring)or other remedies in respect of any failure to perform the Services (including in accordance with the Service Levels) shall accrue. The Supplier shall • SCC may at all times during the Call Off Contract Period its sole discretion refuse to provide and/or continue to provide the Services for Supported Equipment which has been declared by a Third Party Vendor to meet be end of life, Beyond Economic Repair or exceed obsolete. If SCC elects to continue to provide the Services in respect of such Supported Equipment, then the provision of such Services shall be chargeable in accordance with Clause and on a reasonable endeavours basis only, and consequently the Service Level Performance Measure for each Levels shall not apply and no Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations Credits or other remedies in respect of the Customer and Service Levels shall accrue in respect of that it Supported Equipment. • SCC shall entitle not be in breach of its obligation to perform the Customer Services in accordance with the Service Levels to the rights set out in extent the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measurehas arisen as a result of the following situations: • as provided for in Clause (Dependency Failures); • where the services requested falls within one of the Excluded Services; • where the breach of the Service Level has arisen as a result of a fault which is referred to a Third Party Vendor, unless the Third Party Vendor is an authorised subcontractor of SCC; • where system restoration timeframes (applications and data) are extensive, so that is it is not possible to restore the Supported Equipment or the Service within the time period prescribed in the Service Levels; • where the Customer invokes a change to an Incident, therefore, the resolution needs to be rescheduled at the request of the Customer; or • where the User is not available when their input is required to resolve the call provided that a minimum of three (3) attempts will be made by SCC to contact the User, after which SCC shall be entitled to suspend the call. A • Where Service Credit Credits apply to the Services, Service Credits shall be the Customer’s 's sole and exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess breach of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (unless otherwise specified in which case the remedies under Clause 36.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 (Customer Termination Rights) except Clause 45.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Chargesan Order.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 18. shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 18.2, 18.3 and 18.7 shall apply. When this Clause 18.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 39.1.12 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 46. (Customer Termination Rights) except Clause 45.6 46.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 19. shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a41.(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 19.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 19.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 19.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13 shall apply where the Contracting Authority has specified Service Levels and Service Credits in the Call Off Order Form. Where the Contracting Authority has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer Contracting Authority and that it shall entitle the Customer Contracting Authority to the rights set out in the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer Contracting Authority as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the CustomerContracting Authority’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous twelve (twelve12) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Contracting Authority Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Contracting Authority Data) shall also be available); and/or the Customer Contracting Authority being required to make a compensation payment to one or more third parties; and/or the Customer Contracting Authority is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Contracting Authority Termination Rights) except Clause 45.6 41.6 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer Contracting Authority may, on giving the Supplier at least three (3) Months’ Months notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the CustomerContracting Authority’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 14 shall apply if the Contracting Authority has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer Contracting Authority shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 14.2 shall be without prejudice to the right of the Customer Contracting Authority to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 14.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 14.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 15 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 15.2, 15.3 and 15.7 shall apply. When this Clause 15.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 43 (Customer Termination Rights) except Clause 45.6 43.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 16 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a38.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 16.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 16.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 16.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Call-Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Call-Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Call-Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 31.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Call-Off Contract pursuant to Clause 45 38 (Customer Termination Rights) except Clause 45.6 38.7 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Call-Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Call-Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a33.2.1.(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Call-Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 11.1 shall be without prejudice to the right of the Customer to terminate this Call Call-Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 11.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 11.1 and has had the opportunity to price for that risk when calculating the Call Call-Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 16 shall apply where the Customer has specified Service Levels and Service Credits in the Contract Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 16.2, 16.3 and 16.7 shall apply. When this Clause 16.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Contract Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Contract Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s Suppliers failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous twelve (twelve12) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 44.1.13 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 51 (Customer Termination Rights) except Clause 45.6 51.7 (Termination Without Cause). Not more than once in each Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ Months notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoringthe Contract Order Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 17 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Contract Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a46.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 17.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 17.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 17.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 35.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 42. (Customer Termination Rights) except Clause 45.6 42.7 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a37.(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 15.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 15.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 15.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.3.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41. (Customer Termination Rights) except Clause 45.6 41.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring[ten (10)]; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.(b) (Financial Limits)) be entitled, on written notice to the Supplier, to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 13.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 13.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 13.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 32.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 39 (Customer Termination Rights) except Clause 45.6 39.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a34.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 12.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 12.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 12.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 (Customer Termination Rights) except Clause 45.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.:

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 15 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 15.2, 15.3 and 15.7 shall apply. When this Clause 15.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Products and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 37.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 44 (Customer Termination Rights) except Clause 45.6 44.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 16 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a39.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 16.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 16.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 16.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 16 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 16.2, 16.3 and 16.7 shall apply. When this Clause 16.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 43.2.11 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 50 (Customer Termination Rights) except Clause 45.6 50.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 17 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a45.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 17.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 17.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 17.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.3.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring[ten (10)]; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a) Error: Reference source not found (Financial Limits)) be entitled, on written notice to the Supplier, to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 13.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 13.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 13.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 16 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 16.2, 16.3 and 16.7 shall apply. When this Clause 16.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 48.1.13 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 56 (Customer Termination Rights) except Clause 45.6 56.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 17 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a51.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 17.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 17.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 17.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 15 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 15.2, 15.3 and 15.7 shall apply. When this Clause 15.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Products and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 37.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 44 (Customer Termination Rights) except Clause 45.6 44.8 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 16 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a39.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 16.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 16.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 16.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.7 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 14 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 14.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 14.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 14.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 16 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 16.2, 16.3 and 16.7 shall apply. When this Clause 16.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 46.1.13 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 54 (Customer Termination Rights) except Clause 45.6 54.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 17 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a49.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 17.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 17.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 17.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13. shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41. (Customer Termination Rights) except Clause 45.6 41.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 14. shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 14.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 14.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 14.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 16 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 16.2, 16.3 and 16.7 shall apply. When this Clause 16.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Lease Agreement Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Lease Agreement Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Lease Agreement Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 43.2.11 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract Lease Agreement pursuant to Clause 45 50 (Customer Termination Rights) except Clause 45.6 50.7 (Termination Without Cause). Not more than once in each Contract Year Lease Agreement Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Lease Agreement Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 17 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a45.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Lease Agreement Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 17.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract Lease Agreement and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 17.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 17.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Lease Agreement Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 15 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub-clauses 15.2, 15.3 and 15.7 shall apply. When this Clause 15.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 45.1.13 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 52 (Customer Termination Rights) except Clause 45.6 52.7 (Termination Without Cause). Not more than once in each Call Off Contract Year Year, the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of the Call Off Schedule 6: Service Levels, Service Credits and Performance MonitoringOrder Form; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE This Clause 16 shall apply if the Customer has specified both Service Credits and Critical Service Level Failure in the Call Off Order Form. On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a47.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 16.2 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 16.2 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 16.2 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.

SERVICE LEVELS AND SERVICE CREDITS. The This Clause 13 shall apply where the Customer has specified Service Levels and Service Credits in the Call Off Order Form. Where the Customer has specified Service Levels but not Service Credits, only sub- clauses 13.2, 13.3 and 13.7 shall apply. When this Clause 13.2 applies, the Parties shall also comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 (Customer Termination Rights) except Clause 45.6 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.:

SERVICE LEVELS AND SERVICE CREDITS. The Parties shall comply with the provisions of Part A (Service Levels and Service Credits) of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring). The Supplier shall at all times during the Call Off Contract Period provide the Goods and/or Services to meet or exceed the Service Level Performance Measure for each Service Level Performance Criterion. The Supplier acknowledges that any Service Level Failure may have a material adverse impact on the business and operations of the Customer and that it shall entitle the Customer to the rights set out in the provisions of Part A of Call Off Schedule 6 (Service Levels, Service Credits and Performance Monitoring) including the right to any Service Credits. The Supplier acknowledges and agrees that any Service Credit is a price adjustment and not an estimate of the Loss that may be suffered by the Customer as a result of the Supplier’s failure to meet any Service Level Performance Measure. A Service Credit shall be the Customer’s exclusive financial remedy for a Service Level Failure except where: the Supplier has over the previous (twelve) 12 Month period accrued Service Credits in excess of the Service Credit Cap; the Service Level Failure: exceeds the relevant Service Level Threshold; has arisen due to a Prohibited Act or wilful Default by the Supplier or any Supplier Personnel; and results in: the corruption or loss of any Customer Data (in which case the remedies under Clause 36.2.8 34.2.8 (Protection of Customer Data) shall also be available); and/or the Customer being required to make a compensation payment to one or more third parties; and/or the Customer is otherwise entitled to or does terminate this Call Off Contract pursuant to Clause 45 41 (Customer Termination Rights) except Clause 45.6 41.3 (Termination Without Cause). Not more than once in each Contract Year the Customer may, on giving the Supplier at least three (3) Months’ notice, change the weighting of Service Level Performance Measure in respect of one or more Service Level Performance Criteria and the Supplier shall not be entitled to object to, or increase the Call Off Contract Charges as a result of such changes, provided that: the total number of Service Level Performance Criteria for which the weighting is to be changed does not exceed the number set out, for the purposes of this clause, in Annex 2 to Part A of Call Off Schedule 6: Service Levels, Service Credits and Performance Monitoring; the principal purpose of the change is to reflect changes in the Customer’s business requirements and/or priorities or to reflect changing industry standards; and there is no change to the Service Credit Cap. CRITICAL SERVICE LEVEL FAILURE On the occurrence of a Critical Service Level Failure: any Service Credits that would otherwise have accrued during the relevant Service Period shall not accrue; and the Customer shall (subject to the Service Credit Cap set out in Clause 40.2.1(a36.2.1(a) (Financial Limits)) be entitled, on written notice to the Supplier, entitled to withhold and retain as compensation for the Critical Service Level Failure a sum equal to any Call Off Contract Charges which would otherwise have been due to the Supplier in respect of that Service Period (“Compensation for Critical Service Level Failure"), provided that the operation of this Clause 14.1 shall be without prejudice to the right of the Customer to terminate this Call Off Contract and/or to claim damages from the Supplier for material Default breach of condition as a result of such Critical Service Level Failure. The Supplier: agrees that the application of Clause 14.1 is commercially justifiable where a Critical Service Level Failure occurs; and acknowledges that it has taken legal advice on the application of Clause 14.1 and has had the opportunity to price for that risk when calculating the Call Off Contract Charges.