Offshore wind turbines

SkySpecs Performance – Supplemental Terms and Conditions

These SkySpecs Performance – Supplemental Terms and Conditions (“Exhibit F”) are an exhibit to, subject to, and incorporated into the Master Software and Services Agreement (the “Agreement”).

Summary

For the avoidance of doubt, the terms and conditions of this Performance Exhibit will apply to SkySpecs Performance subscriptions provided by SkySpecs to Customer according to the Order Form, including the use of SkySpecs’ proprietary software platform Horizon (“Horizon” or “Software”). SkySpecs Performance subscriptions may include Fleet Optimization as outlined in Section 2 of this Performance Exhibit (“Fleet Optimization”) and transactional ad-hoc services that may be purchased together or individually, as outlined in Section 3 of this Performance Exhibit (“Transactional Services”). Fleet Optimization and Transactional Services are collectively referred to herein as the “Performance Services.”

Scope of Work – Fleet Optimization

The standard Fleet Optimization subscription includes the following. Modifications to the standard subscription may be noted on the Order Form.

Customer may choose to purchase a Proof of Concept “POC” for Fleet Optimization. A standard POC includes the following, which may be adjusted on the Order Form:

Scope of Work – End of Warranty ("EOW"):

The standard End of Warranty solution includes the following. Modifications may be made on the applicable Order Form:

Scope of Work – Transactional Services:

The following services may be purchased individually or together, and may be modified on the Order Form.

Inflation

SkySpecs reserves the right to increase the Order Form's Performance Services fees each calendar year to adjust for inflation, provided that SkySpecs provides 30 days' written notice to Customer and any such increase does not exceed the annual increase in the US Department of Labor Consumer Price Index for the preceding 12-month period.

SAAS

Customer's access and use of the Software is governed by the terms of the SkySpecs' SAAS Terms and Conditions, available at skyspecs.com/saas-agreement/, unless Customer has a written SAAS agreement executed by both parties, in which case such written SAAS agreement will govern.

Customer Commitments

In order to ensure that the Performance Services are performed in an efficient and timely manner, Customer understands that its cooperation and support is essential. As such, Customer agrees to the following responsibilities:

  • Customer will provide SkySpecs with data and data access necessary to perform the Performance Services, as further outlined in these attachments to this Performance Exhibit:
  • Attachment A: SkySpecs Performance Setup Guide &
  • Attachment B: SkySpecs Performance CSV File Upload Guidelines
  • Attachment C: SkySpecs Performance CSV File Upload Guidelines Alarms
  • Customer will provide SkySpecs with timely access to data, systems, file storage locations, and applications necessary to perform the Performance Services.
  • Customer will make the appropriate stakeholders available to participate in meetings and discussions outlined in this Performance Exhibit.

 

Out of Scope

The following items will be considered out of scope for the Performance Services:

  • Repair work or implementation of performance improvements.
  • Any other services or deliverables not documented within the Order Form.