[24]7.ai Platform Service Levels & Support Services

These Platform Service Levels and Support Services (the “SLA”) describe the service levels and support provided by [24]7.ai, Inc. (“[24]7”) to Client (the counterparty ordering [24]7’s Platform(s)) for Client’s use of the Platform under a written agreement (“Order Form”) which makes reference to this SLA. [24]7 may amend this SLA from time to time without notice to Client in order to reflect enhancements or other modifications to its Platform Support Packages. Any changes shall be effective as of the Effective Date listed above, provided that no change shall be effective if it would result in a material degradation of the services previously agreed to by Client. Terms used and not defined in this SLA shall have the meanings given to them in the Order Form (including its exhibits, attachments or other URL linked terms) or, if not provided therein, in any underlying agreement referenced in the Order Form.

A. Support Package

Client may elect to purchase one of the following support packages set forth below within an Order Form, and [24]7 will provide the applicable service level support as described. If a specific support package is not identified in the Order Form or Client has not purchased one of the alternate support packages, the “Standard Support Features” are included by default.

B. Support Operability and Communication Methodology

1. Identify

A problem or error within the Platform (each, an “Issue”) can be identified in two (2) ways:

a) The [24]7 Network Operations Centre (“[24]7 NOC”) notices an issue.
b) Client informs the [24]7 NOC of an Issue.  Notification will be performed by online case submission only.

If Client identifies an Issue, Client will need to provide [24]7 the following:

a) Name of individual reporting the Issue
b) The service that is affected
c) The time the Issue began
d) Is the Issue ongoing?
e) Description of the failure condition
f) Specific examples (transaction IDs) where possible

Upon identifying an Issue, the [24]7 NOC opens a ticket.

2. Communicate

[24]7 NOC will send an e-mail notification to Client using [24]7’s notification system.  Additionally, [24]7 may follow up with a phone call to the primary point of contact (as defined in the Communication and Operations Plan to be completed by both Parties during the subscription service period within the Order Form on a best effort basis.  The e-mail notification will contain:

• The status (e.g., Initial, Update, Resolved, Informational, Action Required);
• The [24]7 NOC ticket number;
• The [24]7 NOC phone number; and
• Description of the Issue.

3. Follow-up/Escalate

If the “Action Required” field indicates “Contact [24]7”, [24]7 asks that Client acknowledges the notification, either by replying via email to noc@247.ai, or calling the [24]7 NOC (+1 866 861 1546).  If the “Action Required” field indicates “None”, this is an indication that [24]7 owns the Issue and does not require action on Client’s part. [24]7 agrees to notify and respond to the Issue according to the response time as described in Section 8 below. An Issue shall require escalation if service levels are not met. If the Issue requires escalation, [24]7 will follow its escalation matrix according to the agreed service levels. Client is required to escalate within its organization according to its internal processes.

4. Resolve

Upon problem resolution, a “Resolved” message will be sent, with the information specified below.  Client may dispute in good faith that an Issue has been Resolved by notifying the [24]7 NOC, referencing the applicable [24]7 NOC ticket #.  [24]7 shall investigate any such disputes within one business day and inform Client the results of its assessment in writing. If [24]7 agrees with Client’s assessment that an Issue still exists, it shall escalate such Issues per its escalation procedures. A “Resolved” e-mail notification will contain:

• The status “RESOLVED”
• The [24]7 NOC ticket #
• The [24]7 NOC phone number
• Description of the Issue
• Action required: “NONE”

5. Uptime

The Platform shall have an uptime and be available for retrieval at least 99.9% measured over a calendar month (“Uptime”).  For purposes of measurement, downtime is the interval during which time the service is not responsive.  This excludes planned maintenance (which shall be communicated in advance to Client) and any time attributable to one of the exceptions identified in Section 9 below.  Planned maintenance downtime shall be no greater than twelve (12) hours per quarter but any planned downtime that results in the system being offline or the service being materially degraded will occur at a mutually agreed time.

6. Updates

[24]7 releases updates to the Platform (“Updates”) on a regular basis.  [24]7 will notify Client when such Updates become generally available.  Client must accept such Updates as directed by [24]7. A FAILURE TO INSTALL UPDATES TO THE PLATFORM MAY CAUSE THE PLATFORM TO SUFFER DEGRADED FUNCTIONALITY, FAIL TO PERFORM IN ACCORDANCE WITH THE ORDER FORM, OR CEASE WORKING ALTOGETHER. [24]7 WILL NOT BE RESPONSIBLE FOR ANY SUCH RESULTING OR CONSEQUENTIAL EFFECTS, LOSSES, OR DAMAGES AND SUCH EFFECTS WILL NOT CONSTITUTE BREACH OF THE ORDER FORM OR GRANT CLIENT ANY RIGHT TO TERMINATE THE ORDER FORM. THERE IS NO SET SCHEDULE FOR THE PROVISION OF UPDATES.

7. Severity Levels

[24]7 shall process the following categories of Issues within the times set forth below:

8. Severity Response and Resolution

[24]7’s target times for notification and problem resolution are listed in the table below, by problem severity.

9. Exceptions

[24]7 shall have no support obligation or liability relating to issues with the Platform to the extent arising from: (a) Client’s devices, workstations, web browsers, password issues, equipment, software and applications, network connections, website or other infrastructure; (b) use of the Platform by Client in a manner not consistent with the Order Form; (c) modifications to the Platform by Client or its personnel, without the knowledge or authorization of [24]7; (d) general internet problems or a failure to comply with any systems requirements published to Client by [24]7; or (e) force majeure, pandemic, natural disasters, emergencies, acts of terror or war, or other factors outside of [24]7’s reasonable control.  Support services provided in this SLA are provided solely during and for the duration of the Platform subscription term described in the Order Form and the immediately prior sequential release of the Platform for a period of six (6) months from the date of the current release.  [24]7 WILL HAVE NO OBLIGATION TO CLIENT FOR (I) CLIENT’S FAILURE TO MAINTAIN ITS EQUIPMENT, SOFTWARE AND APPLICATIONS, NETWORK CONNECTIONS, WEBSITE OR OTHER INFRASTRUCTURE USED IN SUPPORT OF THE SERVICES PROVIDED HEREUNDER, OR (II) PERFORMANCE ISSUES RESULTING OR RELATED TO CLIENT’S FAILURE TO ALLOW THE INSTALLATION OF [24]7-PROVIDED UPDATES TO THE PLATFORM.