Definitions

Account Creation means the issuing of a login to the Veremark platform to the Client by Veremark.

‍Advisor means a professional Advisor to Veremark governed by a contracted Advisor agreement.

‍Agreement means these Terms of Service, the incorporated Schedules and the Sales Order Form

‍Candidate means the subject (individual) being screened by Veremark as part of the Services

Client means the contracted party to the Agreement who is further identified in the Sales Order Form

Code of Conduct means the formal policy that Veremark adheres to on ethical business behaviour and quality standards that benefit our clients and our business, which is available upon request

Data Protection Law means all legislation and regulations in force from time to time regulating the use of personal data and the privacy of electronic communications which may include, if applicable, the retained EU law version of the General Data Protection Regulation ((EU) 2016/679), as it forms part of the law of England and Wales, Scotland, and Northern Ireland by virtue of section 3 of the European Union (Withdrawal) Act 2018, the (UK) Data Protection Act 2018, the (UK) Privacy and Electronic Communications Regulations 2003 as amended, and any successor legislation

Fees means the fees payable by the Client, comprising the aggregate of all the Prices in relation to each applicable Service

Initial Term means the initial contracted period for the deliver of Services as defined in this Agreement or the Sales Order Form. The Initial Term defined in the Sales Order Form will take precedence.

Price means the applicable price for each element of the Services, as set out either in the Sales Order Form or on Veremark’s online global product menu and price list, which is viewable on the Veremark platform within the Client’s account under the heading "Criteria Settings"

Renewal Term means the contracted period subsequent to the Initial Term as defined in this Agreement or the Sales Order Form. The Renewal Term defined in the Sales Order Form will take precedence.

Report means the final Delivery of the Services ordered by Client in the form of a screening report, and includes the relevant information in respect of a Candidate

Sales Order Form means the form signed by the Client which incorporates these Terms of Service

Service(s) means the applicable employment screening and reporting services ordered by the Client via the Veremark platform "personal data", "data subject", "processing", "controller", "processor" shall have the respective meaning given to them in the Data Protection Law.

This Agreement ("Agreement") is between Veremark Ltd ("Veremark"); Registered Company Number: 11681510; of Registered Address: 85 Great Portland Street London, England, W1W 7LT, United Kingdom, and the Client ("Client") as defined in an executed Sales Order Form ("Sales Order Form"). This Agreement constitutes the whole agreement between Veremark and Client and supersedes all previous materials and communications shared between Veremark and Client including any marketing materials.

The Client wishes to subscribe to the Services (the Services) as detailed in Schedule 2 of this Agreement. By subscribing to these Services Client is agreeing to the terms and conditions of this Agreement to which Veremark and the Client are each a ("Party") and, collectively, (the "Parties").

1. Agreement Term

1.1. Unless otherwise expressly stated in the Sales Order Form, this Agreement shall take effect on the date of Account Creation and shall remain effective for an Initial Term ("Initial Term") of three (3) years.

1.2. Upon expiration of the Initial Term the Agreement will renew for a Renewal Term ("Renewal Term") of recurring one (1) year Renewal Terms unless either Party provides notice of termination as per Clause 2.

2. Termination

2.1. In the event the Client wishes to terminate the Agreement, they can do so at any time upon 30 days written notice to Veremark, after which all accounts and outstanding expenses will be settled, and any client-related data will be deleted.

2.2. Should the Client wish to terminate the Agreement and such Client has prepaid for any number of credits for the provision of Services, then the Client may provide a written request to Veremark no less than (3) months before the expiry of the Initial If such notification is properly given, then Veremark will refund the monetary value of said credits within 30 days of such request to the Client, less any discounts received through any bulk purchases on checks already completed.

2.3. In the event Veremark wishes to terminate the Agreement it can do so at any time on 30 days written notice to Client.

2.4. If the Client commits a material breach of this Agreement , the Client will have ten (10) working days to rectify the breach or violation from date of notification of the If the breach or violation is not rectified to the satisfaction of Veremark within the time allotted, Veremark may terminate the relevant Service, and/or this Agreement, immediately without any liability.

3. Provision of Services

3.1. Veremark will provide the Services in a professional manner in accordance with reasonable and recognized industry standards.

3.2. Veremark will use reasonable commercial efforts to obtain information in respect of the Candidate in order to provide the Services. However, should third parties refuse to release the required information within a period of 30 business days after the first request submitted by Veremark, including adequate subsequent follow-up by Veremark within such period, Veremark will inform the Client and co-operate with the Client in relation to closing the Candidate case file for payment.

3.3. After the Client orders the Services, should Veremark require more information and /or documents from the Client in order to proceed with information gathering, a request will be made to the Client if the required additional information and/or documents have not been received by Veremark within a period of 30 business days, Veremark will inform the Client and co-operate with the Client in relation to closing the Candidate case file for payment.

3.4. It is an essential condition of the Agreement and understood by the Client that the completeness and accuracy of the information contained in the Report will depend on the completeness and accuracy of the input data provided to Veremark by the Client and/or Candidate.

4. Fees and Payment

4.1. The Client must pay the Fees in accordance with the remainder of this Clause 4 and the Sales Order Form.

4.2. For Clients with a corporate billing account agreement, an invoice for Services shall be delivered to the Client within five (5) business days from the end of the previous All payment shall be due and payable within thirty days (30) days after receipt of invoice.

4.3. When gathering information, it may, on occasion, be necessary for Veremark to undertake in-person research or documentary verification, through the use of Veremark staff or Veremark nominated partners. Travel expenses and/or verification expenses incurred for in-person services will be passed on to the Client at cost and deducted from the credits within their account or included in the invoice.

4.4. There may also be occasions where a translation is necessary to complete a search or verification. Translation services would be conducted by a Veremark nominated partner and the expenses passed on to Client at cost.

4.5. Additionally, some institutes, organisations, corporate entities, or government agencies levy additional fees or surcharges for the provision or confirmation of Veremark will pass these fees or surcharges on to Client at cost.

4.6. Client agrees to pre-approve a budget per Service as set out in the Sales Order Form to cover additional pass-through costs before requiring notification from All pass-through costs will be deducted from the credits within the account or charged back against the next month’s invoice.

4.7. All payments to be made under this Agreement shall be made in cleared funds, without any deduction or set-off and free and clear of and without deduction of or on account of any taxes, levies, imports, duties, charges, fees, and withholdings of any nature now or hereafter imposed by any governmental, fiscal, or other authority save as required by If a Party to this Agreement is compelled to make any such deduction, it will pay to the receiving Party such additional amounts as are necessary to ensure receipt by the receiving Party of the full amount which that party would have received but for the deduction.

4.8. Veremark shall be entitled to suspend any or all of the Services in the case of non-payment of an invoice for 30 days after receipt of invoice.

4.9. Any agreement signed by both Parties will supersede these digitally accepted Terms of Service.

5. Cancellation Policy

5.1. Veremark, through its Code of Conduct, recognizes its commitment to ethical business behaviour and quality standards that benefit our clients and our business. When a Client cancels a Service, we only charge a percentage or part thereof of the total Fees to cover our costs of fulfilment efforts and any other potential Fees incurred from approved-order initiation to cancel date.

5.2. The below table outlines how Fees are applied in relation to Services that are cancelled. For all cases:

*The above does not include any other potential Fees or third party costs that have been incurred by Veremark to date in relation to the gathering of information on the Candidate, which will be charged back at cost.

6. Compliance

6.1. Veremark and the Client represent and warrant that they will comply with all relevant laws and regulations regarding the Services under the Agreement, including but not limited to all relevant data privacy laws.

6.2. For Candidates residing in the United States, Client as receiver of the Report hereby certifies that all of its orders for Services from Veremark shall be made, and the resulting Reports shall be used, in compliance with the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq. (“FCRA”) permissible purposes only: for employment purposes under Section 604(a)(3)(B), including contractors, volunteers or evaluating a consumer for employment, promotion, reassignment, retention as an employee, where the consumer has given prior written permission.

6.3. The Client acknowledges that Veremark, in receiving any information from the Client so as to perform the Services, holds, processes, and uses such information solely on behalf of the Client and does not hold, process, or use such information for any of Veremark's own purposes.

6.4. By signing the Sales Order Form and again with the submission of each request for the Services, the Client certifies and warrants to Veremark that, prior to requesting Veremark to provide the Services:

a) it has notified the Candidate that Veremark will be performing the Services on behalf of the Client; and

b) it has obtained the explicit consent (which is given voluntarily and has not been withdrawn) from the Candidate for Veremark to contact such Candidate and gather such information as is necessary to provide the Services.

6.5. Veremark has a zero-tolerance approach to bribery. We do not pay bribes or offer improper inducements to any person or organisation for any purpose. We do not accept bribes or improper inducements from any person or organisation for any purpose. We do not engage indirectly or otherwise encourage bribery. We take proactive measures to detect, deter, and prevent acts of bribery. These measures are monitored and updated on a regular basis. A more detailed policy can be shared at request.

6.6. Veremark has a zero-tolerance approach to slavery and human trafficking. We are committed to ensuring that they do not take place in our organisation and we take proactive measures to ensure they do not take place in our supply chains either. These measures are monitored and updated on a regular basis.

7. Confidentiality

7.1. Except insofar as may be necessary for Veremark to complete the Services properly, each party shall not at any time use any confidential or proprietary information relating or belonging to the other party. Nor will either party disclose or divulge any such confidential or proprietary information to anyone outside of this agreement without the other party’s consent.

7.2. The Client certifies that it shall hold all Reports, and any information contained in such Reports, in strict confidence and not disclose the Report or any information in the Report to any third party, and only to staff at the Client who are involved in the current employment decision or investigation, on a “need to know” basis. Furthermore, the Client shall not use the information contained in the Report to create, compile, or maintain a database.

7.3. This clause 7 shall not prohibit disclosure of any information if and to the extent:

a) the disclosure is required by the law, any competent court, any competent governmental or regulatory authority;

b) the disclosure is required for the purpose of any judicial proceedings arising out of this Agreement or any other Agreement entered into under or pursuant to this Agreement or the disclosure is reasonable required to be made to a tax authority in connection with the tax affairs or the disclosing party;

c) the disclosure is made to professional Advisors of Veremark or the Client on terms that such professional advisers undertake to comply with the provisions of this clause (8) in respect of such information as if they were a party to this Agreement;

d) the information is or becomes publicly available (other than by a breach of confidentiality under this Agreement); or the other party has given prior written approval to the disclosure; or

e) the Candidate requests access to the information in the form of their own career passport.

7.4. The above confidentiality obligations shall survive for a period of two (2) years or for as long as the confidential or proprietary information retains commercial value or has not been publicly disclosed.

8. Limitations on Liability

8.1. No warranty whatsoever is given by Veremark to the Client. For the avoidance of doubt, Veremark gives no warranty in respect of any of the following:

a) the provision of the Services;

b) the accuracy or sufficiency of any information contained in any Report, which may contain typographical errors or inaccurate data;

c) that any Reports or Services will be fit for their intended purpose, useful to the Client or of satisfactory quality;

8.2. Veremark assumes no responsibility or liability regarding the use or misuse of the Services or any Reports for any purpose.

8.3. In the course of providing the Services and producing Reports Veremark passes on to the Client information which Veremark has obtained from third parties about the Candidate. Veremark is neither the author nor the creator of that information. No responsibility will be taken by Veremark for the consequences if the Client should rely on such information from the source. However, Veremark will undertake reasonable procedures to protect against any false information being provided to the Client.

8.4. All personal data supplied by Veremark to the Client is intended to be for the sole purpose of the Client’s evaluation and is not intended for public dissemination, and the Client indemnifies Veremark from and against any claims from Candidates or other third parties in respect of the misuse of any such personal data by the Client.

8.5. Neither Party shall be liable to the other Party for any loss (whether direct or indirect) of profits, business, or anticipated savings or for any indirect or consequential loss whatsoever even if Veremark or Client shall have been advised of the possibility of such loss.

8.6. Except for wilful misconduct, gross negligence, fraud, and breach of Data Protection Law, Veremark and Client’s total aggregate liability arising by reason of or in connection with the performance of this Agreement shall be limited to 100% of the amount of Fees paid by the Client to Veremark within the preceding 12 months.

9. Express Disclaimer

Veremark disclaims all representations, warranties, conditions or guarantees in respect to the Services and any Reports provided. This disclaimer includes without limitation any implied warranties of merchantability, quality, accuracy or completeness of the Services and/or the Reports, except to the extent that any warranties implied by law cannot be validly waived.

10. Force Majeure

Neither party shall be liable for any delay in performing any of its obligations under the Agreement if such delay is caused by circumstances beyond reasonable control of the party so delaying and such party shall be entitled (subject to giving the other party full particulars of the circumstances in question and to using all reasonable endeavours to resume full performance without avoidable delay) to a reasonable extension of time for the performance of such obligations.

11. Data Protection

11.1. Each party will comply with all applicable Data Protection Law and, to the extent applicable, any other laws that relate to the privacy, protection, use or disclosure of personal data.

11.2. This Agreement applies to Veremark Ltd as the processor and Client as the controller.

11.3. The Client shall ensure that it has in place all necessary consents and notices required to enable the lawful transfer of personal data to Veremark for the purposes described in this Agreement.

11.4. The only personal data types which Veremark needs the Client to provide are the Candidate’s name, email address and their mobile telephone number.

11.5. Subject to this clause 11, Veremark is hereby given general authorisation to engage sub- processors without obtaining any further written, specific authorisation from the Client. The Client agrees that Veremark may use the sub-processors set out in Annex A. We may update Annex A from time to time with information on the sub-processor(s) and share the updated Annex A with the Client when changes are made.

11.6. If the Client (acting reasonably) objects to a new Sub-processor, the Client may request that Veremark’s moves the Client’s personal data to another sub-processor, within seven days from the notification to Client. If Client does not provide such request within this time frame, the new sub-processor shall be deemed to have been approved. If such request is received from Client within the time frame, Veremark shall, within a reasonable period of time following receipt of such request, use all reasonable endeavours to ensure that the relevant sub-processor does not process any further Client’s personal data, and help identify an alternative.

11.7. Veremark shall not permit, allow or otherwise facilitate the sub-processors to process Client’s personal data unless Veremark enters into a written agreement with the sub-processor imposing substantially similar obligations on the sub-processor with regard to their processing of Client’s personal data as are imposed on Veremark under this Agreement.

11.8. Veremark shall at all times remain responsible for compliance with the data protection obligations under this Agreement and will be liable to the Client for the acts and omissions of any sub-processor as if they were Veremark’s acts and omissions (subject to the terms of the Agreement).

11.9. Veremark shall provide reasonable assistance in meeting the Client’s compliance obligations under Data Protection Law, taking into account the nature of processing and the information available to Veremark, including in relation to data subject rights, data protection impact assessments and reporting to and consulting with relevant data protection authorities.

11.10. Except where required or prohibited (as applicable) under applicable law, Veremark will notify the Client of any request received by us or any sub-processor from a data subject in respect of personal data included in the Client’s data, and will not respond to the data subject. The Client shall be solely responsible for responding substantively to any such data subject request or communications involving personal data.

11.11. Veremark shall enable the Client to correct, delete, block, access or copy the Client’s personal data in accordance with the functionality of the Services.

11.12. On termination of the Agreement for any reason or expiry of its term Veremark will immediately cease processing Client’s personal data and will within 30 days of being instructed in writing by the Client either securely delete or destroy or return (and not retain, except as required for record keeping purposes), all of the personal data related to this Agreement in Veremark’s possession.

11.13. Veremark will permit the Client and its third-party representatives, at Client’s expense (not more than once annually, in normal business hours, and in a manner which does not unreasonably interfere with Veremark’s business and operations) to audit Veremark’s compliance with its data protection obligations, on giving at least 30 days’ notice, during the term of the Agreement. Veremark will give the Client and its third-party representatives only such assistance as is reasonably necessary to conduct such audits. The Parties shall mutually agree upon the scope, timing and duration of the audit. The Client and/or any third-party representatives shall be subject to the confidentiality provisions of the Agreement except to the extent required to be disclosed to a data protection authority.

12. General Terms

12.1. If any provision of the Terms shall be held to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be in any way affected or impaired. This Agreement constitutes the entire agreement between the Parties upon this subject and supersedes all previous representations, offers, undertakings or Agreements. No modifications, amendments or additions to this Agreement shall be made except in writing signed by all Parties.

12.2. No delay, act or omission by either Party in exercising any right or remedy shall be deemed to be a waiver of that or any other right or remedy.

13. Territory

13.1. This Agreement shall be governed and construed in all respects by the laws of England and Wales and the Parties agree to submit to the exclusive jurisdiction of the English Courts, except for in relation to Clients resident in Singapore which shall be governed under the rules of the Republic of Singapore .

13.2. Any notice or other correspondence to be served or delivered in accordance with this Agreement may be served or delivered personally or by posting it to the last known address or the registered office address of the relevant party. It shall be deemed to have been received after 3 days if sent via email or facsimile transmission and after 7 days if served or delivered by post.

13.3. Notices to Veremark should be sent to Agreements@veremark.com as well as served at 85 Great Portland Street, London, W11 7LT, UK.

Schedules

Schedule 1: Price

Schedule 2: Service Level Agreement

Schedule 1 – Price

a. Price

The applicable Prices will be:

  • as set out in the Sales Order Form; or
  • where any Services and/or applicable Prices are not included in the Sales Order Form, the Prices will be as listed under the Criteria Settings on the Veremark Platform.

Minimum Volumes

  • Prices stated in the Sales Order Form are subject to minimum ordering volume to be maintained. Ordering volumes need to remain at least above 50% of forecast spend on a pro-rata basis over the last 3 months. In the case that ordering volumes are not above this threshold, then Veremark withholds the right to revert to its original platform Prices.

b. Pricing Considerations

For countries where criminal checks are allowed, Global Sanction will be recommended as it has a range of coverage within government database

Certain universities and trade schools may have an additional charge which will be added at cost. Veremark will contact the client to confirm additional charges prior to proceeding or deduct the cost from the pre-approved budget.

There may also be occasions where a translation is necessary, which would be conducted by a Veremark nominated partner. Costs incurred for translation services would also be passed onto the client at cost and deducted from the credits within their account.

Cost of Criminal checks may vary per country depending on its market availability

Criminal checks in the UK exclude County Court charges which would incur an extra charge which would be passed onto the Client at cost.

If the subject/candidate has more than one (1) name, additional charges may apply, Veremark will, at Client’s request, conduct verifications on the data subject’s additional name(s) and pass any additional costs onto Client.

There will be an annual Price review with Prices to increase at least by an amount in line with inflation of the markets.

c. Billing

Unless otherwise agreed with Veremark, the Client will purchase credits in advance either by bank transfer or credit card and agrees for any additional surcharges to be deducted directly from the credits within their account.

d. General

If Veremark is required to amend the fees of the services it provides under this agreement, Veremark will, where possible, give not less than thirty calendar (30) days prior notice in writing to Client specifying the nature of the proposed amendment.

If such amendment is likely to result in any adverse change to the services, Client shall be entitled to reject the proposed amendment by notifying Veremark in writing no later than the expiry of the thirty (30) calendar day notice period. The rejection of the amendment will not result in the reinstatement of the original scope

e. Late Payment

Late Payment that is more than 30 days late will start to incur a 5% penalty fee for each 30 days that the payment is overdue. If the invoice is paid within the initial 30-day period, there is no penalty for that period. Late fees will be deducted from the next credit purchase.

Schedule 2: Service Level Agreement

Turnaround Time and Expedited Service

The expected turnaround time for the business-as-usual service, from the date of receipt of the required data from the Candidate until completion of the delivery of the Service, is up to 15 business days depending on the type and the country / jurisdiction of the search. Turnaround times are quoted as business days and are subject to the following:

• The complete subject/candidate information for screening being supplied by the Client

• Education verifications being conducted during educational institutes’ term times

• Employment verifications being conducted during employers’ business hours

Veremark will use its best efforts to provide the requested information. However, circumstances beyond Veremark’s control may arise that prevent a search from being completed. (For instance, if a company has ceased operations or declines to release the information) In these cases, Veremark shall be obliged only to use reasonable efforts to complete employment verifications.

However, if expedited service is requested, a surcharge of an additional 50% of the Price shall be applied. Expedited service is when a report is prioritised ahead of other cases or the follow up process is accelerated to every business day rather than every alternate business day. Where the Client has credits on the system, this surcharge will be deducted from their account.

a. Screening commencement

Veremark will commence verifications on receipt of the requested information within one (1) business day.

Where a data subject has not provided supporting documentation or complete information, the data subject will be emailed/telephoned five (5) reminder requests.

On day seven (7) after receipt of the screening request, Client will be contacted for further instruction if there is no response from the data subject.

b. Database I Public record searches

Veremark will conduct database / public record search, subject to local market availability, when an individual has lived in any jurisdiction within the last 7 years. Veremark will commence the database / public record search automatically and pass any charges involved onto Client in line with the expense agreement determined in Clause 5.

If the subject/candidate has more than one (1) name Veremark will, at Client’s request, conduct searches on the data subject’s additional name(s) and pass any additional costs onto Client, as per Schedule 1.

c. Qualification & Professional Memberships Verifications

Veremark will verify the subject’s / candidate’s highest qualification obtained, unless otherwise directed by Client. Charges and availability are as per Schedule 1.

Copies of the subject’s / candidate’s academic transcripts and/or diploma and/or degree certificates may be required to initiate a verification.

Veremark will make a maximum of five (5) valid attempts in 10 business days to verify a subject’s / candidate’s education or professional details. If Veremark foresees difficulty in obtaining the verification, the subject/candidate will be contacted for further information and Veremark will look for an alternative method to complete the verification.

d. Employment History & Reference Verifications

Veremark will not contact the current employer of a subject/candidate unless we have specific permission from the subject/candidate to do so.

If a subject/candidate has previously been employed by any Client office, Veremark will verify the employment history.

Employment history verifications will be sourced with the relevant Payroll/HR Department. In the event that we cannot contact Payroll/HR, we will contact the data subject’s direct manager or an appropriate alternative.

If the subject/candidate has been self-employed, verifications will be sourced from their accountant or from a company or agency through which they were employed.

If employed by a recruitment/employment agency, full details of the agency are required for employment verifications to be conducted.

Veremark will make a maximum of five (5) valid attempts within 10 business days to verify the employment history details. If Veremark foresees difficulty in obtaining the verification, the subject/candidate will be contacted for further information and Veremark will look for alternative method to complete the verification.

e. Professional references

Professional references will be requested from the direct manager(s) and co-worker(s) whose contact information has been provide by the candidate. In the event that direct manager(s) and/or co-worker(s) are unresponsive to our requests for references, the service will be closed as “unverified, no response from reference”.

f. Personnel

Veremark will have a support team available for Client’s day-to-day enquiries.

Client will maintain an accurate list of authorised personnel who are permitted to receive or access information on subjects/candidates/employees from the Veremark platform. Authorized user credentials and user permissions are required to access and use the Veremark platform.

Client will be provided with usernames and passwords for each Authorized user. Users will be provided training and supporting documentation for using the Veremark platform. Authorized users with appropriate permissions have the option to manage account user settings within the platform. Veremark will only take instruction and respond to queries from authorised personnel with valid Veremark user credentials. Instruction and queries can be submitted to Veremark by Fax, Post or Electronic mail.

g. Reporting and account management

At the conclusion of the background screening process, Veremark will provide Client with a report that can be accessed within platform.

For accounts ordering larger volumes there will also be the following support available:

  • Accounts ordering more than $500 per month would have a quarterly business review and support from an account manager plus Day to Day support from Customer Success
  • Accounts ordering more than $2000 per month would have a quarterly business review and dedicated support from an account manager and monthly calls plus Day to Day support from Customer Success

h. General

If Veremark is required to amend the scope and or fees for services it provides under this Service Level Agreement, (with the exception of fees from courts, government agencies, educational institutions, third-party verification services and other data sources), Veremark will, where possible, give not less than thirty (30) days prior notice in writing to Client specifying the nature of the proposed amendment.

If such amendment is likely to result in any adverse change to the services, Client shall be entitled to reject the proposed amendment by notifying Veremark in writing no later than the expiry of the thirty (30) day notice period. The rejection of the amendment may not result in the reinstatement of the original scope.

All extra charges will have approval sought for in line with the agreed amount included in Clause 4 – Fees and Payment.

i. Escalation Matrix

In the event of an incident that requires escalation we have the following proposed SLA steps:

First line – Account Management

For initial queries on quality and feedback of BGV results that can be addressed by the Specialist who completed the initial report, for example, typographical, name, grammatical errors, etc.

Second line – Head of Customer Success

For overall quality issues and missing of daily deadlines on the agreed project schedule.

Final and arbitration – SVP Revenue

For project implementation, resourcing and management issues pertaining to QA and daily return rates that cannot be resolved at the second line.

Annex A

Sub-processors