Software Site Service Level Agreement

Ansira commits to providing the following Site Service Levels (SSLs) provided that https://www.ansira.com/site-service-level-agreements is incorporated and referenced in the an Order Form agreement (“Agreement”) as previously agreed upon by Ansira Partners (“Ansira”) and Client (“Client”). Ansira’s SSLs shall be governed by the Agreement. This Site Service Level Agreement (SSLA) represents Ansira’s sole obligation and Client’s sole remedy for failure to meet SSLs. This SSLA does not apply to the availability of Third Party Services (TPS) including TPS Application Programming Interface (API) connections which are subject to their own service levels, but does address TPS errors and how Ansira shall handle such errors on behalf of Client.

1. Definitions. The following are definitions of capitalized words used in this Agreement:

a. “Business Hours” each business day, other than Holidays, between the hours of 9:00 a.m. and 6:00 p.m., prevailing Eastern Time, for the purposes of receiving and logging requests for support
made by Client and responding to questions, inquiries and complaints regarding the Services. “Holidays” means the following dates: Martin Luther King Day, President’s Day, Memorial Day, Juneteenth, Independence Day, Labor Day, Thanksgiving Day, Black Friday (i.e., the Friday immediately following Thanksgiving Day), Christmas Eve, Christmas Day, New Year’s Eve and New Year’s Day, as well as any other day labeled by Ansira to Employees as a “Floating Holiday” in accordance with its standard operating practices. Ansira shall notify Client of any other scheduled Holidays at least sixty (60) days prior to the scheduled date.

b. “Scheduled Maintenance Period” includes standard maintenance periods which Ansira may invoke from 12:01 am to 7:00 a.m. ET on a Saturday and/or Sunday. The Engine may not be available during this period. Ansira shall notify Client of any changes to the Scheduled Maintenance Period at least seven (7) days prior to the implementation of the change. In order to meet stated SSLs, Ansira will use commercially reasonable efforts to keep any maintenance of the Engine to a Scheduled Maintenance Period.

2. Service Availability.

a. Engine Availability. Subject to the terms herein, The Engine will have an average 99.5% Availability each calendar quarter (the “Uptime Commitment”).

b. Engine Availability Calculations. The Availability of the Engine instance for a given month will be calculated according to the following formula (referred to herein as the “Availability”): Where: Total minutes in the month= TMM; Total minutes in month Unavailable = TMU; and: Availability = ((TMM-TMU) x 100)/TMM. For purposes of this calculation, The Engine will be deemed to be Unavailable to the extent The Engine will not accept connections or communications. The Engine will not be deemed Unavailable for any downtime or outages excluded from such calculation by reason of the exceptions set forth below. Ansira’s records and data will be the sole basis for all Service Level calculations and determinations for Availability.

c. Exceptions. Scheduled Maintenance Periods and Force Majuere events shall not be included in the calculations for Availability.

d. Limitations. Ansira cannot assume responsibility and shall not be liable for any impacts on Availability due to:

i. Actions or inactions of Client
ii. any requests for non-production environment or Client machine access
iii. any downtime caused by Client produced code
iv. TPS systems
v. remedies to address a regional or national malware event or cyberattack
vi. downtime to implement an emergency security patch provided by Microsoft or any other third-party infrastructure software
vii. any actions or inactions of any Client Vendor
viii. downtime resulting from any third party enterprise hosting service (Google Cloud, Microsoft Azure, Amazon Web Service, Oracle Web Services that are not within the primary control of Ansira.

3. Remedies

i. In the event that Ansira fails to meet the Engine Availability commitment described in Section 2A, Client will have the rights set forth below. The terms listed provide Client’s sole and exclusive remedy for Ansira’s failure to meet the Uptime Commitment.
ii. If the Availability of The Engine for a given month is less than the applicable Uptime Commitment, the Client shall receive a credit equal to the table below:

iii. All SSLA claims should be communicated via the email to Client support within thirty days (30) days of the incident. The notice must include all relevant information, including client name, IP address, full description of the incident, date and time of event, specific module impacted and any logs (if applicable). All SSLA credits will be issued as credits against future invoices for services.

iv. No Service Credits will be given for service interruptions:

1. which are the result of scheduled maintenance,
2. which are the result of limitations as defined by this SSLA,
3. for which Client is entitled to a SSLA Credit for the same or contemporaneous Service Commitment failure or
4. resulting from Client’s breach of the Terms of Service, Acceptable Use Policy or any other policies and procedures of this Agreement.

v. Total cumulative SSLA Credits during any given month shall not exceed the Client monthly fee for those Services affected.

4. SSL Support

i. Ansira has internal notification tools for service issues. Additionally, Client shall first report any service problems to their dedicated Client Partnership (CP) representative. If the CP is unavailable, or such service issue occurs outside of Business Hours, Client may report problems to [email protected]. A description of the issue, including the Error Class, should be reported in the e-mail.
ii. All incident reports are handled by Ansira’s client support system. We prioritize tickets by severity and handle issues according to the SSL Severity Level table below. Note that the Ticket Response Goals specify the time to begin an investigation of the problem, not the length of time within which such problem will be resolved: