Service Level Agreement

This Service Level Agreement ("SLA") is between CUSTOMER and Impulse Point LLC ("IMPULSE") governing IMPULSE’S SafeConnect Managed Support Service obligations for the IMPULSE software product identified above, which product includes hardware or virtual server, computer software, support services and associated media and printed materials, and may include "online" or electronic documentation ("SOFTWARE PRODUCT" or "SOFTWARE").

By downloading, installing, copying, or otherwise using all or any portion of the SOFTWARE PRODUCT, CUSTOMER agrees to the terms of this SLA. If CUSTOMER does not agree to the terms of this SLA, CUSTOMER may not use the SOFTWARE PRODUCT and may not download, install, copy or otherwise use the SOFTWARE. CUSTOMER may not use the SOFTWARE.

1.0 DEFINITIONS

1.1 “Appliance” means any hardware or virtual server device provided by IMPULSE running any commercially available IMPULSE branded or copyrighted software.

1.2 “Computer” means a device with one or more central processing unit(s) (“CPU”) that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions.

1.3 “CUSTOMER” means either an individual or a single legal entity.

1.4 “IMPULSE SOFTWARE" means all Impulse Developed Software other than Third Party Software.

1.5 “Third-Party Software" means all non-Impulse Developed Software that bears a copyright notice of a third party.

1.6 “Use”, “Used” or “Using” means to access, install, download, copy or otherwise benefit from using the functionality of the SOFTWARE in accordance with the SOFTWARE documentation.

1.7 “User” means a user of the SOFTWARE.

2.0 MANAGED SUPPORT SERVICE

2.1 Managed Proactive Monitoring & Support IMPULSE will provide continuous proactive monitoring. Proactive 24/7 remote policy appliance monitoring. In addition, IMPULSE will also be responsible for problem determination and resolution ownership; policy appliance hardware maintenance, when under warranty; installation of all software maintenance; daily remote policy configuration data backups and device/operating system/anti-virus software recognition updates; overnight policy appliance replacement and restoration services. SOFTWARE upgrades to the then-current version shall be provided free of charge so long as the CUSTOMER’S Managed Support Services Agreement is current and paid.

2.2 Customer Support Customer Support services to be provided hereunder shall consist of: (i) technical or operation assistance, in response to direct specific questions, provided by CUSTOMER to IMPULSE, relating to the SOFTWARE or enhancements thereto. IMPULSE reserves the right to charge for the professional services in accordance with its standard hourly rates for additional training or integrations beyond the scope defined in deployment. IMPULSE will provide notice to CUSTOMER before billing for any Customer Support services.

2.3 Periodic Program Updates and Enhancement Services Periodic Program Updates and Enhancement Services to be provided hereunder shall consist of delivery of releases of upgraded versions of the SOFTWARE, which contain program modifications and enhancements, which add functionality to existing programs and/or provide for greater ease of use or increase reporting capability, when available.

2.4 Service Availability IMPULSE will monitor the Appliances –installed at CUSTOMER’s (or designed hosted location) site 24 x 7 x 365 from its Support Center. If a hardware failure is deemed worthy of a total replacement, a new hardware Appliance will be delivered next-business day air with policies restored from the previous night’s backup if under the three-year warranty period. If the on-site spare option was chosen, the restore procedure will take place as soon as the space Appliance is placed on-line. CUSTOMER shall permit continuous 24-hour monitoring access for the IMPULSE Support Center to all IMPULSE Appliances. If this access is not granted, IMPULSE cannot extend this SLA to these devices.

2.5 Hours of Operation All work performed in accordance with this Agreement will be performed remotely by IMPULSE 365 days a year/24 hours per day. Except for Warranty claims and IMPULSE-related outages all work performed after regular business hours, (as outlined in the table below), shall be performed at IMPULSE standard rate, currently $250 per hour.

Product Family

Standard Support Hours

SafeConnect

Monday through Friday

8:30 AM to 5:30 PM ET

(excluding statutory holidays)

2.6 Response Times and Priority Levels Unless the parties have agreed otherwise in a Service Contract Addendum; cases may be opened in the IMPULSE Point Case Management System by emailing or calling Customer Support. For support requests, CUSTOMER shall submit an email to support@impulse.com. For Priority 1 cases*, regardless of time of day, please call 813-607-2771 to contact the 24-Hour Support Center. Once the appropriate Priority Level is assigned, cases will be routed through the support queues accordingly.

The following table provides case Priority Level descriptions and response times for business days M-F, 8:30am-5:30pm ET. Only Priority Level 1 (P1) cases will be responded to during non-business hours. All P2-P4 level cases will be responded to on the next business day. “Priority 1” cases are defined as a total system or severe outage.

A Priority 1 level designation is reserved for situations where CUSTOMER’S system is completely offline, not functioning, or a severe network or business disruption is experienced. Once opened, if a case exceeds the SLA time assigned based on priority, escalations are sent to the appropriate Technical and Management personnel and will be handled as per the following table:

Severity

Definition

Case Assigned/Responded

Target Remedy Applied

P1

  • The service is unable to perform policy management functions network-wide

  • Severe degradation of network and/or business availability

Examples

  • Users unable to authenticate, or unable to associate with Wireless networks.

  • SafeConnect management interfaces unresponsive.

  • Users not redirected at all.

  • Critical business impact (e.g., Financials or Executives unable to do work).

< 1 hour

4 hours, 24/7/365

P2

  • Severe impact to 10 or more end users.

  • Less severe impact to 20 or more users.

  • Minor impact to a large percentage of users.

Examples

  • 10+ users repeatedly prompted to authenticate.

  • 20+ users unexpectedly enforced for antivirus policy.

  • Users able to access the network, but taking longer than expected for most.

< 4 hours

12 business hours

P3

  • Less than 10 users affected

  • Minor degradation of network and business availability

Examples

  • 2 or 3 users unable to correctly install the SafeConnect client

  • The lastest release of a major antivirus not detected on 1/2 dozen endpoints.

  • A brand-new media device (Kindle, Blu-ray player, TV, etc.) is not automatically identified.

  • Help with Bulk Import of Policy Group Definitions

  • Minor Consultative: How-To / FAQ

< 8 hours

16 business hours, addressed as applicable in an upcoming maintenance release

P4

  • New Product Feature Requests

  • Network or SafeConnect Policy Re-design

< 16 hours

Addressed as applicable in an upcoming maintenance release

2.7 CUSTOMER Cooperation CUSTOMER shall provide IMPULSE with reasonable cooperation and assistance in problem investigation and problem solving as may be requested by IMPULSE. CUSTOMER, upon detection of any error, defect or nonconformity in the SOFTWARE, shall as requested by IMPULSE, submit to IMPULSE a listing of output and any such other data which IMPULSE reasonably may request to reproduce operating conditions like those present when the error occurred or the defect or nonconformity was discovered.

2.8 “Patches,” etc. Any “patches” or special fixes shall be made solely at the discretion of IMPULSE and subject to available IMPULSE resources.

2.9 Limitations on Support Service IMPULSE will not provide support directly to nor interface with any end user(s). CUSTOMER is solely responsible for (i) selecting the Users that CUSTOMER permits to access the Service (ii) implementing with its Users appropriate terms, conditions, and measures to ensure that all Users comply with the terms and conditions of any Acceptable Use Policy defined by the CUSTOMER (iii) establishing its Users’ rights to access the Service; (iv) training its Users; and (v) billing and collecting any amounts CUSTOMER elects to charge its Users in connection with the Service.

2.91 Professional Services CUSTOMER can obtain assistance from IMPULSE on work that may not be covered under normal support services as defined in section 2.2, section 2.9, or elsewhere, detailed in Impulse Professional Services Offering

3.0 ASSIGNMENT

3.1 Assignment - This SLA, the SOFTWARE, and any rights granted to CUSTOMER under this Agreement, shall not be transferred or assigned by CUSTOMER (including, without limitation, the granting of any security interest in the SOFTWARE or other transmission or communication of the SOFTWARE), in whole or in part, whether voluntarily, by operation of law, or otherwise, without the prior written consent of IMPULSE, which consent may be refused in the sole and unreviewable discretion of IMPULSE. Any such attempted assignment or transfer without the required prior consent shall be a material breach of this Agreement and shall be null and void regardless of whether IMPULSE may have been given or received notice of such attempted assignment.

4.0 CHANGES

6-28-2018 - Updated SLA assigned and remedy timeline, updated business hours to reflect accurate time, and updated 2.91 to reflect separate Professional Services document