Service Level Agreement

Service Level Agreement

Introduction

This Service Level Agreement forms a part of the Managed Service Schedule to which it is attached.

This Service Level Agreement becomes effective 30 days following the date the Service is installed.

Service Level Limitations

The Service Level Quality Targets and Remedies outlined in this Attachment apply to the current architecture and/or configuration at the time of the contract signature.

1. Service Description

The Service covered by this Service Level Agreement are fully described in the Managed Service Schedule of which this Service Level Agreement forms a part.

2. Service Hours of Operation

The Service Hours of Operation are 24 hours per day, 7 days per week, 365 days per year, except for times during emergency situations, and Scheduled Maintenance Windows and other Planned Outages.

3. Planned Outages

Planned outages are required from time to time for purposes of routine maintenance and testing. Netminders will use its best efforts to schedule Planned Outages within Scheduled Maintenance Windows to be agreed upon between Netminders and the Customer. Netminders will provide the Customer with at least 48 hours notice of Planned Outages.

When necessary, Netminders may schedule Planned Outages outside of Scheduled Maintenance Windows. In such circumstances, Netminders may, upon providing reasonable notice (at least 48 hours) to the Customer, make such inspections, tests, and adjustments as it may deem necessary to investigate, modify or maintain the installation or operation of the service, the Data Centre or connecting facilities. Any such inspection, test or adjustment is deemed a Planned Outage during which the Service may be intermittent or unavailable.

4. Quality Targets

Netminders will meet the following Quality Targets with respect to the delivery of the Service. If Quality Targets are not met by Netminders, the Customer will be entitled to the remedies outlined below.

a) Internet Network Availability

Netminders guarantees that the network will be available 100% of the time for any calendar month.

Remedy: Netminders will provide one Service Credit for every 20 minutes connectivity to an internet gateway is unavailable. Service availability will not be guaranteed in the case of a widespread internet failure or problem.

b) Power Availability

Netminders guarantees that power to the customer will be available 100% of the time for any calendar month.

Remedy: Netminders will provide one Service Credit for every 20 minutes power is not available to the customer rack(s).

Service availability is not guaranteed if the customer configures the cabinet in a manner that exceeds the capacity of the electrical circuits.

c) Outage Notification

Netminders will notify the Customer's designated contact within 30 minutes of any service outages discovered by Netminders. The Customer is responsible for providing accurate and current information for the designated contact persons.

Remedy: Netminders will provide one Service Credit for every outage if it fails to notify the Customer within 30 minutes.

d) Planned Outage Notification

Netminders will notify the Customer at least 48 hours prior to a Planned Outage, except in emergency situations. In emergency situations, Netminders will provide the Customer with such notice as is reasonably practicable under the circumstances. Netminders will inform the Customer's designated point of contact by e-mail. The Customer is responsible for providing accurate and current information for the designated contact persons.

Remedy: Netminders will provide one Service Credit for every outage if it fails to notify the Customer at least 48 hours in advance.

e) Alarm Response Time

Where the critical components of the Service are monitored through the Monitoring System, Netminders will begin alarm investigation within 30 minutes of Netminders being notified of an alarm being triggered.

Remedy: Netminders will provide one Service Credit if it does not meet this Quality Target.

f) Contact Response Time

Netminders Support Centre (https://net-minders.com/submitticket.php) will respond to all inquiries based on their severity and within the Response Time Quality Target time limits listed in the table below:

Remedy: If Netminders fails to meet the Contact Response Time Quality Targets 95% of the time for all severity levels in a given month, Netminders will provide one Service Credit for the particular Service.

In order for Service Credits to apply, the Customer must follow the Netminders Contact Procedure.

5. Service Level Reporting

Netminders will provide the Customer a Monthly Quality Report. For each Quality Target, the report will detail the actual result for the month and whether the Quality Target was met. For each Quality Target not met, Netminders will provide an analysis and corrective measures, if applicable.

6. Service Credits

A Service Credit is 1/30 the monthly service fees for the affected Service. The maximum cumulative Service Credit to be granted shall not exceed the monthly service fees.

The Customer will be eligible for Service Credits following the first 30 days after the In-Service Date to allow for fine-tuning and configuration of the infrastructure.

7. Exclusions

a) If the Service is unavailable due to any of the following reasons, the time the Service is unavailable will not be counted in the Service Availability Quality Target and credits will not be applied:

• Planned Outages;
• Emergency Situations;
• Acts or omissions resulting from the Customer having access to the system, including customer requested outages or reboots;
• Network or system failures outside the control of Netminders;
• Deficiencies in system architecture that was designed by a party other than Netminders;
• Performance Based Degradation, as defined in this document; or
• Reasons of Force Majeure.

b) If the Customer objects to a Planned Outage, Netminders may be unable to maintain the environment and connecting facilities in a satisfactory condition and in such cases you will have no entitlement to any credits for any subsequent failure of Netminders to meet the Quality Targets as set out in this Service Level Agreement.

8. Definitions

For the purposes of this Service Level Agreement, these definitions apply:

• "Contact Response Time" is defined as the period of time period between when the Customer contacts Netminders, and when Netminders acknowledges your inquiry.
• "Emergency Situation" means a situation arising from any event which Netminders believes, in its reasonable opinion, requires Netminders to take immediate action to prevent or minimize harm to Netminders's facilities, the Service or any property of a third party.
• "Planned Outage" means any interruption to a Service or Service for which you have been contacted by Netminders and made aware in advance of such interruption.
• "Performance Based Degradation" means the function being measure to determine availability is slow or unable to respond as a direct result of an increase in activity placing demands for which the system (servers, software, application or network) was not designed. Performance based degradation is generally caused by (1) throughput limits of the server and application architecture design, (2) network congestion resulting from excessive throughput demands, and (3) network congestion within the Internet itself.
• "Scheduled Maintenance Windows" means a Planned Outage that occurs on a regular periodic basis as described in this Service Level Agreement.