Adra Professional Services Terms

Exhibit A -2

“We”, “Us”, and “Our” refers to Trintech and “You” and “Your” refers to Subscriber, Customer, or Licensee as defined in the Agreement.  Each also referred to as a “Party” or jointly the “Parties”

We will perform the mutually agreed upon Professional Services for You described in one or more Order Documents, as the Parties may agree to in writing from time to time.  Each Order document once executed by the representatives of the Parties, shall become a part of the Agreement. Either Party may propose a change request to change the work ordered in the Order Document (“Change Request”).  Each Change Request shall specify the change(s) to the Professional Services or Deliverables.

Services Standards.  The Professional Services will be performed in a professional and workmanlike manner, based on industry standards for the Professional Services that are being delivered.

Representatives.  Each Party will appoint a representative who will serve as their principal point of contact. Either Party may change its Representative at any time upon notice.

Acceptance. Acceptance of Professional Services will occur upon Our performance of the Professional Services.  Deliverables will be deemed accepted upon the earliest Your use of the Deliverable for productive use.

Dependencies.  You acknowledge that Our ability to deliver the Professional Services is dependent upon Your cooperation with Us, and Your fulfilment of Your obligations specified in this Agreement and Order Documents.

Scheduling Policy: On-site Professional Services may be postponed or rescheduled by either party at no charge up to five (5) working days prior to the mutually agreed upon scheduled start date for such Professional Services. If On-site Professional services that have been agreed upon are subsequently cancelled with fewer than 5 working days’ notice prior to the start of the assignment, the services will be invoiced in accordance with the agreed price.

Similar Services. Nothing in this Agreement will prohibit Us from providing Professional Services similar to those provided hereunder to other of Our customers so long as none of Your Confidential Information is used in the provision of such services.