ON-PREMISE ADDENDUM

Effective Date: July 31, 2026

1. Preamble and Scope

This On-Premise Addendum (this “Addendum”) forms part of the Master Services Agreement between Customer and Service Provider (as identified on the Order Form) (the “Agreement”). Capitalized terms used but not defined in this Addendum have the meanings given in the Agreement.

This Addendum applies only to On-Premise Services. Where an Order Form designates a Service for on-premise installation and use by Customer, this Addendum supplements the Agreement with respect to that Service. In the event of any conflict between this Addendum and the body of the Agreement with respect to On-Premise Services, this Addendum prevails to the extent of the conflict, subject to the Order of Precedence in Section 12.13 of the Agreement.

This Addendum does not apply to SaaS Services, which are governed by the Agreement and the Product-Specific Terms applicable to each SaaS Service.

2. License and Use

2.1   Grant.

Subject to Customer’s payment of all applicable Fees and Customer’s compliance with the Agreement and this Addendum, Service Provider grants Customer a nonexclusive, nontransferable, nonsublicensable right to install, access, and use the Software in object code form, solely for Customer’s internal business purposes and in accordance with the Documentation, the applicable Order Form, and this Addendum. The scope of the license, including any per-user, per-seat, per-server, or other use metric, the licensed version of the Software, and the duration of the license (term-based or, where expressly designated in the Order Form, perpetual), shall be as set forth in the applicable Order Form.

2.2   Permitted Environments.

Customer may install and operate the Software solely on hardware and software environments that meet the system requirements set forth in Appendix A (System Requirements) and at the locations identified in the applicable Order Form. Use of the Software at any other location, or on any hardware or software environment that does not meet the applicable system requirements, requires Service Provider’s prior written consent.

2.3   Customer Self-Hosting Responsibilities.

Customer is solely responsible for: (a) procuring, configuring, and maintaining all hardware, operating systems, databases, network infrastructure, security controls, and other systems required to install and operate the Software; (b) implementing and maintaining backup, disaster recovery, and business continuity procedures; (c) maintaining appropriate technical and organizational security measures to protect the Software, Customer Data, and Customer’s environment, including patch management, access controls, monitoring, and incident response; (d) ensuring that any third-party hosting provider engaged by Customer to host the Software is bound by confidentiality and security obligations no less protective than those in the Agreement; and (e) Authorized User compliance with the Agreement and this Addendum.

2.4   No Service Level Commitments for Customer Environment.

Service Provider makes no service availability or uptime commitment with respect to On-Premise Services. The Service Level Agreement and Service Credits applicable to SaaS Services under the Product-Specific Terms do not apply to On-Premise Services. The Maintenance and Support commitments in this Addendum (Section 4) describe the entirety of Service Provider’s ongoing service commitments for On-Premise Services.

3. Delivery, Installation, and Acceptance

3.1   Delivery.

Service Provider shall deliver an object code version of the Software to Customer, via electronic download or other reasonable means designated by Service Provider, promptly following execution of the applicable Order Form. Risk of loss for any physical media passes to Customer upon delivery.

3.2   Installation.

Service Provider will perform the installation and configuration of the Software in cooperation with Customer, and the basic information required for installation will be provided through Customer’s Account Manager. Customer is responsible for the proper setup of its own servers and network environment in accordance with the Documentation and the system requirements in Appendix A. Any work requested by Customer that falls outside the scope of the basic installation, including installation in additional environments, will be provided as additional professional services and charged separately as set forth in the applicable Order Form or an Order Form Addendum.

3.3   Acceptance.

The Software is deemed accepted upon delivery, except that where the Order Form expressly includes professional installation services with stated acceptance criteria and an acceptance period, the Software is deemed accepted on the earlier of (i) Customer’s express written acceptance, (ii) Customer’s use of the Software in production, and (iii) the expiration of the acceptance period without written notice from Customer identifying material non-conformance with the Documentation.

4. Maintenance and Support

4.1   Entitlement.

Where the applicable Order Form includes Maintenance and Support for the Software, Service Provider shall provide the Maintenance and Support services described in this Section 4 during the period set forth in the Order Form. The specific scope, coverage hours, and pricing for Maintenance and Support shall be as set forth in the applicable Order Form.

4.2   Updates and Upgrades.

During any period for which Customer has a current paid Maintenance and Support subscription for the Software, Customer is entitled to receive, at no additional charge, bug fixes, patches, and minor updates to the Software that Service Provider makes generally available to its on-premise customers (collectively, “Updates”). Service Provider will install Updates at no additional charge for one (1) production environment during Service Provider’s regular office hours; installation of Updates in additional environments, or installation outside of regular office hours, will be provided as additional professional services and charged separately. New releases and version upgrades of the Software (collectively, “Upgrades”) are not included within Maintenance and Support and are licensed separately, and Service Provider may, at its sole discretion, designate certain new releases, features, or modules as separately-licensed products. Customer is responsible for installing all Updates and Upgrades within a commercially reasonable time after they are made available; Service Provider has no obligation to support versions of the Software that are more than two (2) version releases behind the then-current version.

4.3   Issue Severity and Support Response.

Issues are classified by Service Provider according to the severity of their impact on Customer’s use of the Software. Service Provider will use commercially reasonable efforts to respond to and resolve Issues based on their severity and priority, during the regional support hours referenced in Section 4.6. Service Provider does not commit to specific response or resolution times for On-Premise Services under this Addendum.

Service Provider’s support under this Section applies only to Issues that are reproducible by Service Provider. Issues that require modifications to the Software are addressed through Service Provider’s standard product development process.

4.4   Technical Contacts.

Customer shall designate trained technical contacts who are authorized to submit Support requests on Customer’s behalf. Customer’s technical contacts must be trained on the Software and must have a working understanding sufficient to participate in initial analysis and resolution of Issues. The number of technical contacts permitted is as set forth in the Order Form.

4.5   Contacting Support.

Service Provider’s support teams can be reached as follows: (a) Service Provider Customer Portal: Customer should use the Customer Portal as the primary means of submitting and tracking Support requests; (b) Email: support@voxco.com (Voxco products); support@goascribe.com (Ascribe products); customercare@discuss.io (Discuss products); (c) Telephone: for critical or high-priority Issues, Customer may also contact Service Provider via telephone at the regional support office numbers referenced in Section 4.6 (telephone support is not available for Discuss products). For critical or high-priority Issues, Customer should submit a case via the Customer Portal or email and also call Service Provider Support to receive immediate attention.

4.6   Support Channels and Regional Offices.

Service Provider provides Support for On-Premise Services through the Customer Portal, by email at the addresses set forth in Section 4.5, and, for critical or high-priority Issues, by telephone through Service Provider’s regional support offices (telephone support is not available for Discuss products). Service Provider’s current regional support office locations, telephone numbers, local support hours, product coverage, and holiday or limited-support periods are published by Service Provider and are available to Customer on request and, where applicable, in the Order Form. Service Provider may update its support office details and support hours from time to time.

4.7   Case Escalation.

Service Provider’s front-line technical support team is Customer’s first point of contact for Support requests. If Customer is not satisfied with the speed or manner of resolution, Customer may request escalation by: (a) requesting escalation from the Support specialist assigned to the case; and (b) if unresolved, contacting Customer’s Account Manager or Sales Manager. Service Provider recognizes two types of escalation, functional escalation (reassignment to a team with the required skill set) and hierarchical escalation (elevation to a senior member of Service Provider’s support organization), which are not mutually exclusive and either or both may apply.

4.8   Remote Support Access.

If appropriate to resolve an Issue, Customer shall cooperate with Service Provider to allow Support to be provided via remote connection using standard, commercially available remote-control software. Customer is solely responsible for implementing and maintaining appropriate security safeguards to protect its systems and data when granting remote access, including authentication, session monitoring, and timely revocation of access.

4.9   Support Exclusions.

Service Provider has no obligation to provide Support, Updates, Upgrades, or other maintenance services to the extent that an Issue arises from: (a) Customer’s misuse, improper use, misconfiguration, alteration, or damage to the Software; (b) Customer’s use of the Software with hardware or software not recommended by Service Provider in the Documentation or applicable system requirements; (c) Customer’s use of the Software at an unauthorized location; (d) Customer’s failure to install an Update or Upgrade that would have resolved the Issue; (e) Customer’s use of any version of the Software that is more than two (2) version releases behind the then-current version, except where Service Provider has expressly agreed in writing to provide extended-version support; (f) third-party products, services, or data not provided by Service Provider; or (g) Customer’s breach of the Agreement, this Addendum, or applicable law.

5. Term and Reinstatement

5.1   Maintenance Term.

The initial term of Maintenance and Support and any renewal terms shall be as set forth in the applicable Order Form. The renewal mechanics, non-renewal notice period, and renewal pricing for Maintenance and Support are governed by Sections 4.2 and 4.3 of the Agreement.

5.2   Reinstatement of Maintenance and Support.

If Maintenance and Support for the Software has lapsed (whether by expiration, non-renewal, or termination), Customer may request reinstatement of Maintenance and Support. Reinstatement is subject to: (a) the Reinstatement Fee under Section 3.10 of the Agreement; (b) payment in advance of the Maintenance and Support Fees that would have been payable for the lapse period (or such lesser amount as Service Provider may agree in writing); and (c) Customer’s installation of the then-current version of the Software, or, where the lapsed Software version is no longer supported, Customer’s upgrade to a supported version. Service Provider may decline to reinstate Maintenance and Support in its sole discretion.

6. Termination and Post-Termination

6.1   Effect of Termination of License.

Upon expiration or termination of the license to the Software granted under an Order Form, Customer shall: (a) immediately cease all use of, and uninstall, the Software from all systems on which it is installed; (b) return to Service Provider or destroy all copies of the Software (including object code, Documentation, and any related materials) in Customer’s possession or control; and (c) within ten (10) business days of expiration or termination, certify in writing to Service Provider that Customer has complied with subsections (a) and (b). Customer’s obligation to certify destruction does not apply where the license has been designated in the Order Form as a perpetual license that survives expiration of the Maintenance and Support subscription, in which case Customer may continue to use the licensed version of the Software in accordance with the Order Form, without entitlement to further Maintenance and Support.

6.2   Customer Data on Customer Systems.

Customer Data residing on Customer’s systems in connection with on-premise installation of the Software is at all times within Customer’s sole custody and control. The post-termination data access provisions of Section 4.7 of the Agreement (which address Customer Data residing on Service Provider systems) do not apply to Customer Data on Customer systems. Customer’s retention, deletion, and handling of Customer Data on its own systems is Customer’s responsibility, subject to any applicable Data Processing Addendum obligations.

6.3   Survival.

In addition to the survival provisions in Section 4.8 of the Agreement, Sections 6.1, 6.2, and 6.3 of this Addendum survive expiration or termination of the Agreement or any Order Form.

Appendix A – System Requirements

This Appendix sets forth the current system and hardware requirements and recommendations for the on-premise Software (Voxco Survey Platform, version 7.4), including Voxco UCATI, Voxco Online, Voxco Dialer, Voxco CATI (Legacy), Voxco IVR, and Voxco Mobile Offline. The requirements below are provided as recommendations and minimums; actual requirements may vary with the size and configuration of Customer’s deployment. Service Provider may update this Appendix from time to time to reflect the then-current supported versions and requirements.

A.1   Hosting Environment

Private cloud. Voxco encourages the use of virtualization to host all servers. Known supported virtualization technologies are VMware and Hyper-V. VoIP/SIP telephony has additional performance and network-latency requirements and is only known to be compatible with VMware ESXi virtualization.

Public cloud. Voxco Survey Platform installed on SQL Server and web servers provided by cloud hosting providers (such as Amazon or Azure) is supported where dedicated Virtual Machines (IaaS) are provisioned. Deployment requires installation of components that cannot run in App Services offerings, and services purchased from cloud providers must allow access to the operating system (for example, Azure VM or AWS EC2). VoIP/SIP telephony is not compatible with all cloud providers; Azure and AWS proprietary virtualization is compatible when used with Dialogic HMP SU525+, with audio quality varying by instance type and load.

A.2   Installation Process

The Software is installed by qualified Voxco technical support staff. Depending on Customer’s security policies, installation may be performed by: (1) full remote access provided to Voxco (for example, VPN plus Remote Desktop access to servers, optionally with MFA); (2) Customer-initiated web screen sharing with keyboard and mouse control passed to Voxco staff (for example, TeamViewer or JoinMe); or (3) Customer-initiated web screen sharing with Customer IT staff performing the installation guided by Voxco staff. Options (1) and (2) are recommended for efficiency. Administrator credentials are required to configure each server and install the Software, and Customer IT staff should be available to update firewall rules and load balancer configurations as appropriate.

SQL server. Provides shared access to projects and survey data. Operating system: per Microsoft SQL Server requirements for the applicable version (minimum Windows Server 2012). Software: Microsoft SQL Server 2017 minimum, Standard Edition or better (SQL Express is not compatible), latest Service Pack. Hardware: server-class machine, 4-core Xeon processor or better, 8 GB RAM minimum (16 GB recommended), enterprise-class IOPS storage with a typical minimum of 300 GB, Gigabit Ethernet. Notes: per-core licensing recommended; SQL Cluster active-passive nodes supported; Transparent Data Encryption supported (included in SQL Standard Edition 2019 and later); SQL Always Encrypted is not compatible.

Management web server(s). Microsoft Windows Server 2016 or better (latest Service Pack); server-class machine, 2-core Xeon processor or better; 8 GB RAM minimum; approximately 160 GB storage; Gigabit Ethernet; IIS 7.0 or above (IIS 6 compatibility mode required for initial installation); Microsoft .NET Framework 4.8 and .NET Core 8. HTTPS is highly recommended and must be set up at initial installation, with protocols limited to TLS 1.2 or above.

Data collection web server(s) (UCATI, CATI, and Online). Must be a dedicated machine running only the Voxco survey software; consider a DMZ if the solution must be accessible outside Customer’s corporate network. Microsoft Windows Server 2016 or better (latest Service Pack); server-class machine, 2-core Xeon minimum (4-core recommended); 8 GB RAM minimum; approximately 80 GB storage; Gigabit Ethernet; IIS 7.0 or above; Microsoft .NET Framework 4.8 and .NET Core 8. HTTPS is highly recommended to protect respondent PII, with protocols limited to TLS 1.2 or above.

Telephony server(s) (Pronto Dialer and TCPA Connect). Must be a dedicated machine running only the Voxco survey software. For a Dialogic card-based telephony server, hardware must be provided by Voxco; for a VoIP-based telephony server, hardware must follow the VoIP/SIP telephony requirements in Section A.5. Operating system: Microsoft Windows Server 2016-2022 (Windows Server 2025 with SU561+) using Dialogic HMP SU395+, latest Service Pack.

Respondent computer or device. Browser-based, per the requirements of the web browser developer. Supported browsers: Google Chrome, Microsoft Edge, Mozilla Firefox, and Safari. Internet Explorer and Windows XP are no longer supported. Custom survey components and logic may limit compatibility.

Workstations (interviewers, managers, programmers, supervisors). Per the requirements of the web browser developer (Windows 7-11 recommended); Microsoft .NET Framework 4.5; Voxco Design (Windows only) for programmers; Pentium IV 2.8 GHz processor, 1 GB RAM minimum, approximately 40 GB storage, 100 Mb Ethernet. Internet bandwidth: CATI-only interviewer, minimum 500 kbps download and 100 kbps upload; CATI with VoIP, minimum 1 Mbps download and 250 kbps upload, with VoIP latency target under 150 ms to the hosting data center.

CAPI laptop (Command Center) station. Windows XP Pro SP2 minimum, Windows 7, or Windows 8.1; SQL Server Express per the CAPI client version; 4 GB RAM minimum; 10/100 Mb TCP/IP networking.

Voxco Mobile Offline (Acuity) tablet. Android 5.0 minimum (6.0 or later recommended); modern mid-tier tablet with a UL “Work Performance” benchmark score of 3000+ minimum (5000+ recommended), 7-inch screen minimum (9-inch recommended), 2 GB RAM minimum (3 GB recommended), and 16 GB storage minimum (32 GB recommended).

StatXP stations. Windows XP Pro SP2 minimum; Windows 7, 8, 8.1, or 10 recommended.

A.5   VoIP/SIP Telephony

Server specifications (if provided by Customer). Hardware configuration to support up to 200 concurrent sessions (scale up for higher density): dual Intel Xeon 3.06 GHz or faster (for G.711); 16 GB RAM; disk space dependent on recording requirements (typically 1 TB recommended, with call recording requiring approximately 1 MB per two minutes of call); and two 1-Gigabit network interfaces (one for data, one for voice). Software: Windows Server 2008 R2, 2012 R2, 2016, or 2019. Virtualization: VMware ESXi 6+ configured for latency-sensitive applications, using CPU affinity and reserving one physical host CPU for the hypervisor; virtualization is not supported on thin-blade configurations.

Telephony protocol. A SIP trunk is used between the Voxco Dialer and the PBX. Call control interfaces: SIP RFC 3261. Audio codecs: G.711. Tone generation and detection: RFC 2833 (data) or DTMF in-band (sound). Media streaming: IPv4/RTP. QoS is required and is Customer’s responsibility. Channel density: a maximum of 480 concurrent voice channels per system using G.711. Customer is responsible for calculating and providing the bandwidth required to transport the necessary number of simultaneous channels.

A.6   T1/PRI/Analog Telephony

T1/PRI/analog specifications are general and are subject to any site-specific information provided by Voxco for the installation. CSUs are recommended by the Telco provider, with at least one RJ-45 port for every external T1 or ISDN span; spans must be configured by the provider for the intended use; PRI T1 should be configured with Extended Super Frame and B8ZS coding (23 voice channels plus one D channel per span); supported PRI protocols include DMS 100, DMS 250, 4ESS, and National ISDN-2 (NI2); DTMF signaling should be used; and the T1 must be fully tested by the provider before the installation date. Analog (MSI or DISI) and digital (via PBX) agent-connection details are as specified by Voxco, and Customer is responsible for providing the specified connectors and cabling.

A.7   Installation Environment Best Practices

Network. Use a Fully Qualified Domain Name (FQDN) for the setup, configuration, and access of all Voxco solutions (required for HTTPS/SSL); ensure each server hosting a Voxco component can resolve FQDNs via DNS; maintain a local network of at least Gigabit Ethernet; for multi-site implementations, use technologies that guarantee bandwidth and latency (such as dark-fiber or MPLS), with a recommended latency of 50 ms or less; and actively monitor network nodes with alerts for bandwidth, latency, and packet loss.

Server performance. Schedule maintenance tasks to defragment drives and remove obsolete log files and recordings (not applicable to virtual machines), and implement server monitoring with automated alerts for CPU, memory, and storage saturation.

SQL Server health. Recommended settings include Auto Growth of 64 MB for the Voxco_Project database and 512 MB for other Voxco databases; Auto Close and Auto Shrink must never be used; MAXDOP configured per Microsoft KB 3806535; the operating system, SQL data files, and transaction log files on distinct logical drives (with a dedicated drive for tempdb); RAID arrays for physical servers; and a backup plan providing full daily backups of all databases plus hourly transaction-log backups stored on reliable external storage.

Security and hardware. Maintain a firewall between the public network and Customer’s private network (and appropriate rules for any internal firewalls), install anti-virus or anti-malware software on all workstations and servers with Voxco processes and installation folders added to the exclusion list, and protect all servers with a UPS supporting automatic shutdown, surge protection, and line filtering.