ENTERPRISE HOTLINE ADDENDUM

Last updated on June 2, 2025

The terms contained in this Addendum shall only apply to the Services for Enterprise Hotline Services (“Enterprise Hotline Services”) on the Order Form between Mitratech and Customer.  In the event of a conflict between the terms of the Agreement, the Order Form, and the remainder of this Addendum, the Addendum shall control.

  • Definitions
    1. Authorized Reviewers are specific representatives of Customer who will be given formal access to review Reports within the Services
    2. End User is an individual who has been granted access to the Reporting Services and is able to make a report using the Reporting Service.
    3. Reports are the collection and transmission to Customer all information collected and processed by the Reporting Service by Mitratech.
    4. Reporting Services is a detailed description of the information collection and processing services being provided
    5. Support Services are a description of any support services being provided to implement the Reporting Services, including consulting, provisioning, reporting, data analysis, administration and maintenance services 
  2. Overview
    1. The Enterprise Hotline Services is a web and telephone hotline (live operator and voicemail)-based ethics reporting system that allows Customer’s End Users to anonymously and confidentially report issues of wrongdoing as well as (at the Customer’s choosing) other issues, concerns, suggestions and ideas for process improvement.  The Enterprise Hotline Services system provides Authorized Reviewers of the Customer with on-line access (through Mitratech’s web site) to review individual and summary reports. 
    2. The following shall apply to the use of the Enterprise Hotline Services:
  • Ability to enter reports into Mitratech system that have been received from ‘outside’ the system (use the system as the central repository for all reports) 
  • Full transcription (verbatim) of all hotline reports (and inclusion of transcribed reports in the web-based reviewing and Case Management System) 
  • All End User reports submitted into the Enterprise Hotline Services system, either through the telephone hotline, web-based system, or P.O. Box reporting mechanism, are automatically made available to Customer
  1. Provision of Services. Subject to the terms and conditions of this Agreement, the Mitratech will provide the Services to Customer. Customer hereby authorizes Mitratech to process the Reports on Customer’s behalf hereunder; provided however, in no event shall Mitratech make available to Customer via the Internet or by electronic transmission or in written form any personally identifiable information of an End User, including End User’s name, Internet Protocol address and similar information (the “End User Personal Information”), unless such End User has consented to such collection, storage and transmission by voluntarily including such End User Personal Information in the content of their report. Notwithstanding the foregoing, in no event shall Mitratech be liable to the Customer or the End User for electronic information transmitted by the End User should personally identifiable information not be removed by Mitratech.
  2. Restriction of Use. Customer will identify specific Authorized Reviewers.  Authorized Reviewers will each be granted by Mitratech unique login and password access to the Reporting Services. Under the terms of this Addendum, Authorized Reviewers are prohibited from sharing this access with other individuals or third parties, or allowing other individuals to gain access to the Reporting Services using Authorized Reviewers’ unique login and password access.  In the event that an Authorized Reviewer does not fully comply with the foregoing login and password procedures, Mitratech shall have the right to immediately terminate such Authorized Reviewer’s access to the Services.  Future contraventions may result in system access denial to Customer.

  1. Additional Warranties 
    1. Customer’s Warranties. Customer represents and warrants to Mitratech that (1) Customer shall not misrepresent the Services, the features or capabilities thereof, or any other related information; (2) Customer’s Trademarks do not and will not infringe any U.S. or Canadian Trademarks of any third party; (3) Customer will comply with all applicable laws in its performance of this Agreement and in its use of any information received as a result of Customer’s use of the Services; and (4) the execution, delivery and performance of this Agreement by Customer requires no action by or in respect of, or filing with, any governmental body, agency or official.
    2. Mitratech’s Warranties. Mitratech represents and warrants to Customer that (1) Mitratech either owns, or has sufficient rights to provide the Reporting Services; (2) Mitratech’s Trademarks do not and will not infringe any U.S. or Canadian Trademarks of any third party; (3) Mitratech will comply with all applicable laws in its performance of this Agreement; and (4) the execution, delivery and performance of this Agreement by Mitratech requires no action by or in respect of, or filing with, any governmental body, agency or official.
    3. Disclaimer. CUSTOMER ACKNOWLEDGES THAT THERE ARE INHERENT UNCERTAINTIES IN THE OPERATION OF THE INTERNET AND TELECOMMUNICATIONS SYSTEMS.  ACCORDINGLY, MITRATECH MAKES NO WARRANTIES OR REPRESENTATIONS THAT ACCESS TO THE REPORTING SERVICES WILL BE UNINTERRUPTED. 
  2. Relationship with End User. Customer acknowledges that Mitratech is not responsible for ensuring Customer’s compliance with laws as they relate to End Users.  The parties acknowledge that the Reporting Services are such that certain terms and conditions must be accepted by End Users transmitting information through Mitratech’s web site before the Reporting Service can be used by an End User.  Mitratech shall not be responsible for End Users’ use of the Services or their compliance with applicable law and the terms of this Addendum and any applicable terms of use.  In the event that an End User is not in compliance with any of the foregoing requirements, Mitratech shall have the right to immediately terminate such End User’s access to the Services.
  3. English Language. The parties agree that this Addendum, the Agreement and any Order Forms shall be written in the English language. Les parties conviennent que le présent avenant, l’accord et tous les bons de commande seront rédigés en anglais.

[End of Enterprise Hotline Addendum]