USAGE TERMS FOR WIPRO PROPRIETARY SOFTWARE

(Below shall be an addendum to the SoW)

Following additional terms shall apply in connection with any deployment or usage of Wipro’s proprietary software including
any software-as-a-service offering (“Software”) pursuant to the SoW number SQR1003113 & SQR1003288 dated 1st Apr 2020
(“SoW”). These terms shall apply for usage of the Software identified in the order form (“Order Form”).

1. Subject to the SoW, Wipro may use the Software identified in the Order Form, for purposes of providing services
contemplated under the SoW. Client grants permission to deploy such Software as executables within Client’s IT
environment for purposes of performance of the applicable services by Wipro. Unless expressly stated otherwise in the
Order Form, Wipro shall not be obligated to provide or disclose the Software’s source code.

2. Wipro hereby grants to Client a non-exclusive, non-transferable, non-sub-licensable, term-based, fee-based, revocable
(only in the event of Client’s breach of the SoW or the MSA), limited right to access and use, as defined in the Order Form
(“Use”) the Software and related documentation (“Documentation”), subject to the terms and conditions provided herein.
Client grants a non-exclusive, royalty free, worldwide term-based license to use any data (including personally identifiable
information) provided by Client during the Term as mentioned in the Order Form for the purposes of machine learning and
autonomous decision making by the Software.

3. Upon payment of any applicable Software support and maintenance fees described in the Order Form, Client shall be
entitled to receive such services predetermined in the Order Form. Notwithstanding data processed herein, the Software
shall include modifications, enhancements, configurations and customizations, user interface, libraries, data integration
patterns, models or knowledge artefacts developed through machine learning, architecture and related designs and
documentation. Wipro owns and shall continue to own all rights, titles and interests in the intellectual property rights
underlying the Software. Software shall be de-commissioned upon completion of term of the SoW or the term specified in
the Order Form.

4. Wipro represents and warrants that the Software shall work as per the specifications provided by Wipro or as mentioned
in the SOW or the Order Form. Wipro shall at no additional cost rectify all errors reported by Client, which degrades the
performance of the Software, where degradation of performance would mean that the Software does not work as per the
specifications provided by Wipro. Wipro shall not be obligated to rectify any errors, which are caused due to insufficient
rights, errors, lack of access or other such dependencies, which are to be provided by Client or are Client’s obligations. Any
issues, error reported with this needs to be resolved/ rectified by Wipro at any point of time during its lifecycle at NG, at
no additional cost to NG.

5. Client agrees that it will not itself, or through any parent, subsidiary, affiliate, contractor, agent or other third party: a.) sell,
lease, license, sublicense, encumber or otherwise deal with any portion of the Software or Documentation; b.) decompile,
disassemble, or reverse engineer any portion of the Software; c.) reproduce the Software or design or create any derivative
work based on the Software or any confidential information provided by Wipro; d.) use the Software to provide processing
services to third parties, commercial timesharing, rental arrangements, bureau use or hosting for online access; e.) remove
or modify any copyright notices or circumvent any security features incorporated in the Software; or f.) provide, disclose,
divulge or make available, or permit use of, the Software by persons other than Client’s employees without Wipro’s prior
written consent.

6. Client and Wipro shall separately negotiate commercial and license terms for continuing deployment and/or usage of the
Software upon termination of this SoW or for any usage other than the limited purposes contemplated in the SoW. Client
acknowledges that for proper functioning, Wipro may, in its sole discretion, integrate or combine the Software with
proprietary software owned by third parties or with open source software.

7. The Software may be required to be used by Client or Wipro personnel, in Client’s non-production environment for
purposes of evaluation or proof of concept. Client shall only provide non-production data and grants permission to deploy

Wipro-Client Confidential

Sensitivity: Internal & Restricted

 the Software within Client’s non-production IT environment for the aforementioned purpose. Wipro makes no
representation or warranty and disclaims all liabilities under the MSA for such deployment and usage of the Software.

8. Wipro shall have the right, upon reasonable prior written notice to Client, at a mutually agreeable time, and no more than
once in any twelve (12) month period, either itself or to have an independent audit firm selected by Wipro, to audit Client’s
equipment on which the Software is installed or used, and all related back-up files, to verify Client’s compliance with this
Agreement.

9. In consideration of the rights granted herein, Client shall pay to Wipro applicable fees in accordance with the payment
terms set forth in the SoW or Order Form. Wipro shall invoice Client for the usage fee of the Software, upon signing of the
SoW or terms of this document.

Please provide the details in the below table.

Client Wipro Limited

Signature:
Signature:

Name: Pinaki Pal Name: Hariharan K

Title: Head of US Business Applications & Services, Title: Vice President, ENU
National Grid

Date: 14th December 2020 Date: 14th December 2020

Wipro-Client Confidential

Sensitivity: Internal & Restricted

 ORDER FORM

1 Name of the Client National Grid

1 Details of Wipro’s Usage rights are restricted to executable code.

Software
HOLMES™ Operational Analytics V 1.8.0

2 Usage duration Restricted to a defined period: 29 months

3 Deployment or Software is deployed on-prem or Client controlled cloud:

operating
environment needed HW Requirements
 DB Server & Integration Server on QA Env:
for the Software
8 Core, 2.6GHz 64Bit Processor, 16GB RAM, 500GB HDD
 Qlikview Server on QA Env:
8 Core, 2.6GHz 64Bit Processor, 16GB RAM, 500GB HDD
 DB Server & Integration Server on Prod Env:
16 Core, 2.6GHz 64Bit Processor, 32GB RAM, 500GB HDD
 Qlikview Server on Prod Env:
16 Core, 2.6GHz 64Bit Processor, 32GB RAM, 500GB HDD

SW Requirements
 DB Server & Integration Server on QA Env:
Windows 2012 Server or above;
SQL Server 2008 Standard Edition or above
 Qlikview Server on QA Env:
Windows 2012 Server or above
Qlikview Application V1.9.0 & above
 DB Server & Integration Server on Prod Env:
Windows 2012 Server or above;
SQL Server 2008 Standard Edition or above MS excel
 Qlikview Server on Prod Env:
Windows 2012 Server or above MS excel
Qlikview Application V1.9.0 & above

Wipro-Client Confidential

Sensitivity: Internal & Restricted

4 Purpose or ‘Use’ Software shall only to be accessed and used for delivering pre-determined services by Wipro
permitted personnel.

a. Client shall have access to limited functionalities of viewing outputs/dashboards.

b. Client shall access for limited functionalities to: provide response/reviews/approvals.

5 Permitted usage Not Applicable

metric for usage of
Software

6 Version upgrades Client shall be entitled to receive version upgrades and patches as per following metric during
the usage duration: as per availability

7 Territory US and UK

8 Commercial terms Any professional IT service delivered by Wipro using the Software, are defined and priced in
the SoW.

9 -Implementation or Not Applicable

customization
-Support &
Maintenance

10 Open source Not Applicable

software
components used in
the Software

______

ORDER FORM

Wipro-Client Confidential

Sensitivity: Internal & Restricted

1 Name of the National Grid
Client

1 Details of Usage rights are restricted to executable code.

Wipro’s
Software HOLMES™ Application Health Check V 1.6.1

2 Usage Restricted to a defined period: 29 months

duration

3 Deployment Software is deployed on-prem or Client controlled cloud:

or operating
environment HW Requirements
 4 Core CPU
needed for
 8 Gb Ram
the Software
 100 Gb HDD

SW Requirements
 Windows Server 2012 and above
 IIS 7 and Above
 .NET frame work 4.5
 MS SQL Server 2012 or SQL Management Studio Std V 2012 & above
 Visual studio 2015 Prof Edition or above (Browser Automation)
 Selenium IDE (Browser Automation) V3.141
 JRE 1.8 / JDK 1.8(For AHC communication services)
 Microsoft JDBC Driver 6.0 for SQL Server
 Oracle Database 11g Release 2 JDBC Drivers
 Apache Commons Daemon Binary for Windows V1.2.2
 NodeJS for license service V10
4 Purpose or Software shall only to be accessed and used for delivering pre-determined services by Wipro personnel.
‘Use’ a. Client shall have access to limited functionalities of viewing outputs/dashboards.
permitted b. Client shall access for limited functionalities to: provide response/reviews/approvals.

5 Permitted Not Applicable

usage metric

Wipro-Client Confidential

Sensitivity: Internal & Restricted

 for usage of
Software

6 Version Client shall be entitled to receive version upgrades and patches as per following metric during the usage
upgrades duration: as per availability

7 Territory
US and UK

8 Commercial Any professional IT service delivered by Wipro using the Software, are defined and priced in the SoW.
terms

9 -
Impleme Not Applicable
ntation
or
customization
-Support &
Maintenance
10 Open source  Selenium IDE (Browser Automation) V3.141
software  JRE 1.8 / JDK 1.8(For AHC communication services)
components  Microsoft JDBC Driver 6.0 for SQL Server
used in  Oracle Database 11g Release 2 JDBC Drivers
the Software  Apache Commons Daemon Binary for Windows V1.2.2

Wipro-Client Confidential

Sensitivity: Internal & Restricted