Last Updated: July 13, 2026

SERVICES SCHEDULE

This Sword Services Schedule (“Services Schedule”) describes the various Services that Sword may provide, including certain operational terms applicable to the use of such Services. This Services Schedule is incorporated by reference into the Master Services Agreement (“MSA”) and Order Form applicable to Client’s use of the Sword Services. Capitalized terms used herein that are not defined herein have the meanings given to them in the MSA or Order Form.

Sword may update this Services Schedule from time to time by posting a new version to this website. Services selected on an executed Order Form will be provided under the terms of the Services Schedule in effect as of that Order Form effective date.

1.     Services Descriptions

Primary Services

Supplemental Services

2.     Use of Services.

          2.1.     Enrollment and Use. To use a Service, a Primary Participant must enroll as specified on the Platform, where “enroll” means the Participant has completed the Assessment or has otherwise conducted their first Session in connection with a Primary Service (such Participant, an “Enrolled Participant”).

           2.2.    Specialist Interaction. Specialists assigned to Enrolled Participants provide support, accountability, and guidance throughout the duration of applicable Primary Services. A Specialist may contact an Enrolled Participant throughout the program via secure messaging, secure email, phone, or via the Platform, to ensure the Enrolled Participant is making progress.

           2.3.    Treatment Completion. The completion of a course of treatment or wellness for a Focus Area (“Treatment Completion”) means the Enrolled Participant has indicated to Sword a “positive outcome” on the applicable clinically-validated outcome measure (see below for more details) used to periodically assess the impact of the enrolled Primary Services on such Participant’s Focus Area. Treatment Completion assessment is documented in the Participant’s care plan. Sword reserves the right to alter or change the outcome measure for one or more Primary Services from time to time to reflect clinical best practices, enhance treatment assessment accuracy, or align with advancements in medical standards

2.3.1.   Physical Health Services Outcome Measure. For the physical health Primary Services (Thrive, Bloom, and Pulse) Sword currently employs the Patient Global Impression of Change or “PGIC” scale to consistently assess outcomes using a validated 7-point Likert scale, as widely used in clinical research. This scale measures the Participant's perception of change, where improvement is captured by responses indicating significant positive change (e.g., "very much improved") down to no change or worsening (e.g., "no improvement" or "worse"). A positive outcome is indicated if a Participant selects one of the top three positive choices out of the seven available choices.

2.3.2.  Mental Wellness Service Outcome Measure. For the Mind Service, Sword currently employs the PHQ-9/GAD7 scale to consistently assess outcomes. The PHQ-9/GAD-7 scales use questionnaires used to screen for depression and anxiety. PHQ-9 uses a 9-question depression screening tool with scores ranging from 0 to 27, with higher scores indicating more severe depression. GAD-7 uses a 7-question anxiety screening tool with scores ranging from 0 to 21 with higher scores indicating more severe anxiety. PHQ-9 and GAD-7 are used together to track treatment response. A positive outcome for the PHQ-9/GAD-7 metric is indicated if a Participant sees a reduction of either: (i) at least 6 points on the PHQ-9 scale; (ii) at least 4 points on the GAD-7 scale, or (iii) a decrease from a level above “none to minimal” range to the “none to minimal range” (a 0-4 score) on either the PHQ-9 or GAD-7 scale; or (iv) maintains a score below 4 on both PHQ-9 and GAD-7 scale. Treatment Completion will only occur once the Participant has a PHQ-9/GAD-positive outcome noted above.

         2.4.    Use of Multiple Services. Participants are allowed to enroll in more than one Primary Service unless otherwise indicated on the Platform. A Participant may be restricted from enrolling in additional Primary Services until meeting certain device return requirements set forth in Section 2.5 below.

         2.5.    Provided Devices. Sword may provide Enrolled Participants with certain Sword devices based on the enrolled Primary Service, including the devices set forth below in this Section. If devices are provided by Sword, the requirements regarding those devices are defined by Sword and accepted by the Participant as is. Sword may provide Enrolled Participants with a replacement device, to the extent the initially provided device fails or is defective, in Sword’s sole discretion. If indicated below, Sword devices provided hereunder will be returned to Sword upon completion of the applicable Service or after an applicable period of inactivity. Sword reserves the right to update, enhance and otherwise change Sword devices at any time in its sole discretion.

2.5.1.     Thrive. Sword generally provides the Thrive Service via Sword’s mobile app using the Enrolled Participant’s personal device. In the event an Enrolled Participant does not have a personal device compatible with the Sword mobile app, Sword may provide such Enrolled Participants with a tablet device. If provided, Enrolled Participants must return the tablet device upon completion of the Service using the provided return instructions and pre-paid shipping label.

2.5.2.     Bloom. Sword may provide Enrolled Participants using the Bloom Service with a welcome kit, a Bloom pelvic health pod, and/or wearable device based on the Enrolled Participant's needs.

2.5.3.     Pulse. Sword may provide Enrolled Participants using the Pulse Service with a starter kit, that may include a connected blood pressure monitor, smart scale, and/or wearable device based on the Enrolled Participant's needs and whether the Enrolled Participant has a personal device compatible with the Sword mobile app. Additional devices may be provided at Sword's discretion for Enrolled Participants with diabetes or prediabetes.

2.5.4.     Mind. Sword may provide Enrolled Participants using the Mind Service with a starter kit and a wearable device, if the Enrolled Participant does not have a personal device compatible with the Sword mobile app. Such devices are not reused and do not need to be returned by Enrolled Participants.

           2.6.  Implementation of this Order Form. The following terms apply if Client has previously entered into one or more statement(s) of work, order form(s), or other ordering document(s) with Sword for services contemplated herein (the “Prior Order Form”).

                 2.6.1.     If Client has a Per Participant Per Month pricing plan the following terms shall apply:

2.6.1.1.     All Participants enrolled prior to the Launch Date listed on an Order Form above shall continue on the payment terms until the end of the then current month.

                  2.6.2.      If Client has an Outcomes-based fees pricing plan the following terms shall apply:

 2.6.2.1.     All Participants enrolled in a Service prior to the most recently listed Launch Date on an order form will continue on the payment terms in the Prior Order Form until the end of such Participant’s enrollment term in the Service (the twelve (12) month period following the Participant’s enrollment) as described in the Prior Order Form.

2.6.2.2.     All Participants who enroll and complete Activation on or after the Launch Date will be subject to the terms of the Order Form associated with the most recently listed Launch Date (the “Current Order Form”). Notwithstanding Section 2.6.1, any Participant continuing to use the Services beyond the conclusion of their initial enrollment term under the Prior Order Form will thereafter be subject to the terms of the Current Order Form.

3.     Pricing, Fees Fee Cap, Fee Changes

3.1.  Per Participant Per Month Pricing. If Client has a Per Participant Per Month pricing plan the following terms shall apply:

3.1.1   Service Fees. Sword charges fees based on a Per Participant Per Month model for the Primary Services and Care Navigation. Sword will bill Client a fee per Participant per month (“PPPM”) as listed on the Order Form times the number listed in the Participants Commitment box on the Order Form on a monthly basis during the Term. Client may elect to have such fees invoiced annually in advance, in such case Sword will apply a three percent (3%) discount to the PPPM Fees for the annual term paid in advance (the “Annual Prepay Discount”). The Annual Prepay Discount will not apply in the event Client does not pay the invoice within the applicable payment timeframes set forth in the MSA.

3.1.2   Quarterly Lookback Billing (True-Up). Following the end of each calendar quarter, Sword may reconcile the prior quarter’s monthly Eligibility Files. If the average number of individuals listed on the Eligibility Files for such quarter exceeds the lesser of (i) 500 individuals or (ii) five percent (5%) of the Participant Commitment (the “Overage Amount”) then Sword may invoice in arrears for such Overage Amount The Annual Prepay Discount (if any) shall not apply to any true-up billing.

3.1.3   Effect of Termination. Following termination or non-renewal of an Order Form, the terms of the Order Form and Agreement shall continue to apply with respect to any Enrolled Participants as of the effective date of such termination or non-renewal and shall remain in effect, including Client’s obligation to pay the PPPM fee, for such Enrolled Participants until the end of the then current twelve (12) month period following such individuals initial enrollment in the Services.

3.2.  Outcomes Based Pricing. If Client has an Outcomes-based fees pricing plan the following terms shall apply:

3.2.1   Outcome Pricing. For Participants who enroll in a Primary Service, Client will pay 50% of the fee for such Service at Activation and 50% of the fee upon Treatment Completion, provided that if the Participant does not meet the Treatment Completion criteria, then Client will not be billed for the Treatment Completion portion of the fee.

3.2.2   Individual Fee Cap. For each Primary Service, Sword will bill Client no more than the Individual Fee Cap amount set forth in the Order Form (the "Individual Fee Cap”) per Enrolled Participant for each Primary Service in the twelve (12) month period following when such Participant first becomes an Enrolled Participant, and in each consecutive twelve (12) month period thereafter during the term of the Order Form (each, a “Fee Cap Period”), regardless of the variety of Focus Areas addressed in each Primary Service used by the Participant during each such Fee Cap Period.

 3.2.3  Effect of SOW Termination. Following termination or non-renewal of an Order Form =, the terms of this SOW shall continue to apply with respect to any Enrolled Participants as of the effective date of such termination or non-renewal and shall remain in effect for such Enrolled Participants until the end of their then-current Fee Cap Period.

3.3.  Thrive Global Pricing. The per month per Participant Eligible for Thrive Global is listed on the Order Form and will be assessed if Thrive Global is enabled by Client. “Participant Eligible for Thrive Global” means any Participants located outside of Sword Platform Operating Countries.

3.4.  Sword Employee Assistance Program. If Participant Access to the Sword Employee Assistance Program (“EAP”) is indicated on the Order Form, then pricing for the EAP will be listed on the Order Form.

3.5.  Fee Changes. For each subsequent Services Period hereunder, the parties agree that all fees in the Order Form, will increase by the “Annual Fee Change Percent” listed in the Order Form relative to the fees in the immediately preceding Services Period. If the “Annual Fee Change    Percent" is blank, the Annual Fee Change Percent will be five percent (5%).

4.     Sword Reporting. Sword will provide Client, upon request, with access to Enrolled Participant enrollment statistics, engagement levels and program effectiveness on an aggregate level, where possible and in accordance with applicable laws. Upon Client’s request, and solely for the purpose of verifying billing events under the Order Form and MSA, Sword will provide Client with a report indicating individual-level outcomes that may trigger payment obligations (indication of goal completion or positive outcome measure), provided that Client: (i) acknowledges that this data is protected health information (“PHI”) under HIPAA and Client will comply with all necessary HIPAA obligations related thereto; (ii) executes a Data Request Form that covers sharing PHI for this purpose; and (iii) will only use the data for the purposes identified above; and (iv) agrees that the requested PHI is the minimum necessary to accomplish the purpose of its disclosure.

5.     Client Obligations. To facilitate delivery of Services, Client will provide, or direct a third party to provide, Sword with (i) a file containing names of all Participants and agreed upon Participant information (such as address, email, date of birth, gender, etc.) in a mutually agreed upon format and cadence (the “Eligibility File”), (ii) where applicable, historical and ongoing medical and/or pharmacy claims data for all Participants in a mutually agreed upon format and cadence, (iii) a single point of contact to resolve issues including billing issues, and (iv) if necessary, access to Client’s claims administrator to bill Services through claims for each Enrolled Participant. If an Enrolled Participant is removed from the Eligibility Files (or otherwise indicated as ineligible) for more than three (3) consecutive months, Sword reserves the right, in Sword’s sole discretion, to stop providing the Services to such Enrolled Participant.

6.   Co-Marketing. Sword and Client will promptly enter into a mutually agreed upon plan outlining the marketing techniques and touchpoints from Sword related to the Services received under the Order Form and the marketing launch date, to drive Participant enrollment through multi-channel messaging, promotion and marketing. Client will use best efforts to permit Sword to communicate with Participants across agreed upon channels, which may include direct mail, email, webinars, SMS messages, and/or other digital marketing channels to drive engagement and enrollment. Client agrees that Sword may use a third party to supplement contact data for Participants in the event that provided contact data is insufficient, incomplete, or out-of-date.

7.    Service Updates. Client agrees that Sword may at any time (i) update, change, or discontinue any aspect of the Services or Platform set forth in the Order Form and/or this Services Schedule, including the scope, features, functionality, or available apps or devices, and/or (ii) revise any fees, billing and payment terms or performance guarantees applicable to Services under the Order Form and/or this Services Schedule (each a “Service Update”). Sword will provide prior written notice of any material Service Update via email to Client’s primary contact or through the Platform. If Client objects to a Service Update, Client’s sole and exclusive remedy is to terminate the affected portion of the Services by providing a written notice describing the objection to such Service Update; provided, however, if Client does not provide such notice to Sword within sixty (60) days after Sword’s notice of the Service Update, Client will be deemed to have agreed to the Service Update. Sword reserves the right to withdraw and not implement a Service Update, and, in such event, Client agrees to revoke any termination notice related thereto. 

8.     Definitions. The following are defined terms used in these this Services Schedule:

8.1.  “Activation” of a Service for a given Focus Area occurs when a Participant first (i) conducts a live call with a Specialist, or (ii) completes a Session.

8.2. The “Assessment” is the initial assessment of a Participant in connection with a given Primary Service, as applicable, which may include a synchronous meeting with a Specialist and/or necessary asynchronous actions such as initial surveys, questionnaires, tests, review of records and/or other methods of information gathering as determined by Sword, and which may vary depending on the type of Primary Service, as permitted by applicable law. A Participant may be required to complete multiple Assessments if the Participant selects more than one Primary Service or multiple Focus Areas for the same Primary Service.

8.3.  A “Focus Area” is a Participant’s applicable musculoskeletal, women’s health, cardiometabolic, pain, behavioral, wellness and/or similar issue or area of concern identified during the Assessment and reflected in the care plan.

8.4.  A “Services Period” is each consecutive twelve (12) month period during the term of the Order Form.

8.5.  A “Session” is a therapeutic or wellness session provided to a Participant in connection with a Primary Service for a given Focus Area, including but not limited to, a Participant’s meeting with a Specialist or a Participant’s engagement in therapies, exercises, or activities, in each case in connection with the Platform.

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End of Services Schedule