YOURCALLS — TIER SCHEDULE

Version 1.0

This Tier Schedule is issued by S4W L.L.C-FZ (trading as YourCalls) and forms part of the YourCalls Platform Terms published at https://s4w.com/yourcalls/terms (the "Agreement"). Words defined in the Agreement have the same meaning here.

This Tier Schedule sets out the Subscription Tiers, the allowances included in each, and the Fees and Overage Fees payable. Where S4W updates it in accordance with clause 10.4 of the Agreement, the version published at https://s4w.com/yourcalls/tiers applies.

All amounts are stated exclusive of value added tax and other applicable sales taxes (clause 10.2 of the Agreement).

The billing currency is determined by the country recorded for the User's business and cannot be selected or changed by the User. The amount payable in that currency is the amount displayed at checkout.

1. Subscription Tiers

Subscription Fees are charged monthly in advance per company.

2. The PAYG Tier

The PAYG Tier is available without payment of a Subscription Fee, on the terms set out in clause 4 of the Agreement.

No Telephone Number is included. A Telephone Number may be provisioned at the PAYG Tier only by paying the Recurring Item Fee in paragraph 6. Until a Telephone Number is provisioned:

• calls over the public switched telephone network cannot be made or received;
• message segments cannot be sent or received, and the included segment allowance is unavailable;
• Web Calls and chat sessions are available and consume their allowances normally.

Where an included allowance is exhausted, the affected functionality is suspended for the remainder of the billing period unless the User maintains a positive Credit balance, in which case the Overage Fees in paragraph 1 apply and are settled from Credit.

The support target for the PAYG Tier is stated in paragraph 1 for information. Clause 6.1A applies to the PAYG Tier accordingly, as a target only.

3. Call minutes

Call minutes are metered by the second, subject to a minimum of twenty (20) seconds per call. A call which connects and lasts less than twenty seconds consumes twenty seconds of the allowance. A call lasting twenty seconds or longer consumes its actual duration, measured to the second and not rounded. A call which does not connect consumes no minutes and is not charged.

The minimum applies to each call separately, and applies both to minutes drawn from the included allowance and to minutes charged as Overage Fees.

Call minutes consumed above the included allowance for the billing period are charged at the per-minute rate for the User's Subscription Tier set out in paragraph 1, and are settled from Credit in accordance with clause 10.10 of the Agreement.

Web Calls consume the included call-minute allowance and are charged at the same per-minute rate as any other call minute, and are metered in the same way, including the minimum. The Web Call facility is available at every Subscription Tier, including the PAYG Tier, and does not require a Telephone Number.

Per-destination call surcharges

Calls to, and call transfers and forwards to, certain destinations attract a per-destination surcharge in addition to any call-minute charge. Per-destination surcharges are payable whether or not the included call-minute allowance has been exhausted, and are settled from Credit.

Unlike call minutes, per-destination surcharges are metered in whole minutes and rounded up, with a minimum of one minute per call, reflecting the way the underlying carrier charges for those destinations. Surcharge minutes do not count towards the included call-minute allowance.

As at the effective date of this Tier Schedule, no per-destination surcharge is configured within the Platform and none is charged to any User. Where S4W introduces one, the applicable destinations and rates will be published in this Tier Schedule and notified to the User in accordance with clause 10.4 of the Agreement before taking effect.

4. Chat messages

A chargeable message is a message sent by a website visitor to a chat assistant deployed on the User's own website. Replies generated by the assistant, and sessions run in preview or test mode within the Platform, are not counted.

Every Subscription Tier includes the chat message allowance stated in paragraph 1. The User may purchase a Chat Add-On, whose allowance is in addition to the tier allowance:

Where the User holds a Chat Add-On, the tier allowance and the Add-On allowance are consumed together, and the Message Overage Fee for the Add-On held applies once both are exhausted. Where the User holds no Chat Add-On, the Chat Message Overage Fee stated in paragraph 1 applies.

The Free Taste Chat Add-On is closed to new subscriptions, having been superseded by the chat message allowance now included in every Subscription Tier. Users who held it immediately before the effective date of this Tier Schedule retain it until they change Chat Add-On or Subscription Tier.

Chat message overage is settled from Credit in accordance with clause 10.10 of the Agreement.

5. Messaging (SMS)

Messaging is metered in segments, not in messages. A segment is 160 characters of standard GSM-7 text. A longer message, or a message containing characters outside that set (for example a curly apostrophe, an emoji or certain accented characters), is transmitted as more than one segment and is charged accordingly. A single message may therefore consume several segments of the included allowance.

Messaging requires a Telephone Number. Where the User has no Telephone Number, the included segment allowance is unavailable and no message can be sent or received.

The rates in paragraph 1 apply to messages sent to United Kingdom destinations. Messaging to other destinations may be restricted, and where permitted is charged at the rates published in this Tier Schedule.

Inbound messages are not charged.

Messaging charges accrue when a message is submitted to the telecommunications carrier for transmission, and remain payable whether or not the message is subsequently delivered.

Segment overage is settled from Credit in accordance with clause 10.10 of the Agreement, and may take the Credit balance below zero in accordance with clause 10.10(d)(ii).

6. Telephone Numbers

On any Subscription Tier under which a Telephone Number is included, one Telephone Number held by the User is included in the Subscription Fee, in accordance with clause 5.12(c) of the Agreement — irrespective of when, or at which tier, that Telephone Number was provisioned. On the PAYG Tier no Telephone Number is included.

Every other Telephone Number held by the User, and every Telephone Number on the PAYG Tier, is charged monthly in advance as a Recurring Item Fee:

Telephone Numbers are prorated on addition. No refund or credit is given on removal: the number remains charged to the end of the then-current billing period. Telephone Numbers are released irreversibly on termination, cancellation or final non-payment.

On downgrade to the PAYG Tier, a Telephone Number already provisioned to the User is not released. It continues to be provided and is charged as a Recurring Item Fee at the rate above with effect from the date the downgrade takes effect, and the User must keep a valid payment method on file for so long as it remains provisioned.

No Recurring Item Fee accrues in respect of a Telephone Number for any period during which S4W has suspended or withdrawn the User's access to the Platform under clause 4.6, and any Recurring Item Fee already paid in respect of such a period is credited to the User's Credit balance.

A Telephone Number provisioned at the PAYG Tier part-way through a billing period is charged pro rata for the remainder of that period, and thereafter monthly in advance. Clause 5.12(c) prorates additional Telephone Numbers on a paid Subscription Tier; this paragraph states the equivalent rule for the PAYG Tier, where no Telephone Number is included.

7. Concurrent calls

The number of calls, including Web Calls, which may be in progress simultaneously is limited to the figure stated for the User's Subscription Tier in paragraph 1. Where the limit is reached, further inbound calls are not answered and further outbound calls are queued or abandoned. Additional concurrency may be made available on request and is charged as notified at the time.

8. Credit

No initial Credit balance is granted at the PAYG Tier. On the Growth and Fully Managed tiers an initial Credit balance is granted on sign-up in the User's billing currency:

A User who upgrades from the PAYG Tier is granted the initial Credit balance on the Subscription Start Date.

Credit may be topped up manually or automatically in accordance with clause 10.10 of the Agreement. Credit is used to settle Overage Fees and other usage charges of every unit. Automatic top-up is subject to no maximum frequency and no aggregate monthly limit other than the trigger threshold and target amount the User sets, and is disabled automatically after three consecutive failed attempts.

9. Payment provider

Fees are collected by the Payment Agent as merchant of record, through S4W's designated Payment Provider. Payments are processed by Stripe and are collected on S4W's behalf by Dial Square Consultancy Ltd. Where a payment is collected through Stripe, the name appearing on the User's card or bank statement will ordinarily be that of Dial Square Consultancy Ltd and not that of S4W. Users who subscribed before the migration to Stripe continue to be served by a previous payment provider until their subscription is migrated, and will be notified before that migration takes place; for those Users the descriptor shown on the statement is that of the previous payment provider. The Payment Provider applicable to the User is identified within the Platform at checkout.

ANNEX — LEGACY TIERS

The tiers in this Annex are closed to new signups. They remain available to Users who held them immediately before the effective date of this Tier Schedule, until that User changes tier.

Users on a legacy tier retain the Subscription Fee, the Overage Fees, and the included allowances and limits stated in the table below.

Where an allowance or limit stated in this Annex is lower than that previously applicable to a User on a legacy tier, the reduction takes effect for that User in accordance with clause 10.4 of the Agreement — that is, from the start of the first monthly Billing Period commencing after expiry of not less than thirty (30) days' notice given to that User. Until then, the allowance previously applicable to that User continues to apply. Any allowance or limit stated in this Annex which is higher than that previously applicable takes effect immediately.

A User on a legacy tier may move to a current tier at any time. Once a User leaves a legacy tier, that tier cannot be reselected.

Legacy Chat Add-On

This Chat Add-On is closed to new subscriptions. It remains available to Users who held it immediately before the effective date of this Tier Schedule, until they change Chat Add-On or Subscription Tier.