PLEASE READ CAREFULLY THIS IS A BINDING LEGAL AGREEMENT

TECHNICAL SUPPORT SERVICES AND SERVICE LEVEL AGREEMENT (“SLA”)

DEFINITIONS

“Available” means that the Web Service is operating without the presence of a Severity Level 1 Error.
“Availability” means that quantity of minutes that the Web Service is Available during the Scheduled Hours of Uptime for a particular time period divided by the number of minutes in the Scheduled Hours of Uptime applicable to such particular time period.
“Customer” means any person or legal entity that SafetyVantage permits to access and use the Web Services.
“Customer Data” means any information that the Customer enters into the Web Service.
“Excluded Minutes” means any minutes during a particular time when the Web Service is not Available due to events of Force Majeure (as set forth in the Agreement).
“Scheduled Downtime” means anytime, other than between the hours of 8:00am and 5:00 pm Mountain Standard Time on a Business Day, in which SafetyVantage Inc (“SafetyVantage”) plans to conduct maintenance on the Web Service and its systems and for which SafetyVantage provides Customer with at least 12 hours advance notice that the Web Service may not be Available.
“Scheduled Hours of Uptime” means 24 hours per day, 7 days per week (except for any holiday observed by the Toronto Stock Exchange or the New York Stock Exchange), less Scheduled Downtime and Excluded Minutes.
“Services Term” means the time period that the Customer is permitted by SafetyVantage to access the Web Service.
“Web Service” means any online web-based application (including where accessed through a graphical user interface or through an applications programming interface), website, or related applications programming interface provided by SafetyVantage and all content contained therein.

TECHNICAL SUPPORT SERVICES

SafetyVantage will provide Customer with technical support services as follows:

1. Technical Support; Severity Levels. SafetyVantage will respond to and correct Errors (as defined below) in the operation of the Web Service in accordance with the severity level reasonably assigned by SafetyVantage as follows:

where target response times and target correction times are measured from the time, during Business Hours in the case of Severity 2 and Severity 3 Errors, that SafetyVantage receives sufficiently detailed notice of the Error from Customer.
SafetyVantage will maintain technical support by telephone and email between the hours of 8am and 5pm Mountain Standard Time (MST) (“Support Hours”). Calls received outside of Telephone Support Hours will be returned during the next Business Day.

2.“Errors” and their severity level (as used in this Schedule) are defined as follows:

1. A Severity 1 Error is an error which shall mean a repeatable defect in the Web Service, when run on systems that meet the minimum specified hardware, software and connectivity requirements, which causes the Web Service or a major component thereof to stop functioning, which renders the Web Service or a major component thereof unsafe or unusable, which results in Customer Data corruption, or which causes the Web Service or a major component thereof not to perform substantially in accordance with SafetyVantage’s published specifications forming part of the SLA and for which no practical work-around is available;
2. A Severity 2 Error is an error which causes significant functions of the Web Service to be impaired, although the Web Service still operates, and impacts Customer’s use of the Web Service significantly. For clarity a Severity 2 Error includes an error which prevents a material amount of Customer Data from being available through the Web Service or causes a material amount of Customer Data to contain errors which render such Customer Data substantially unusable; and
3. A Severity 3 Error is an error which causes a minor function of the Web Service to be impaired or creates a minor error in the Customer Data which negatively affects Customer’s use of the Web Service.

The correction of an Error may include the provision by SafetyVantage of a Work-Around. As used herein, a “Work-Around” means a temporary work-around, patch or bypass applied or supplied by SafetyVantage in order to temporarily correct an Error. Notwithstanding the availability of a Work-Around, SafetyVantage will continue to work to provide an applicable permanent correction as soon as is reasonably practical.

Notification of Errors & Response

Customer may notify SafetyVantage during Business Hours of any Errors via the SafetyVantage Support desk, which can be reached by phone at 1-587-800-4466 and by email at [email protected], or such other phone number or email address as SafetyVantage may designate. SafetyVantage will respond to Customer by phone or email within the relevant response time set forth in Section 1 of this Schedule.

Error Resolution. If Customer notifies SafetyVantage of an Error, SafetyVantage will assign a representative to correct the Error within the relevant target correction for such Error set forth in Section B of the SLA. The representative will inform Customer of the representative’s progress, including the steps taken to resolve the Error, the expected time for resolution of the Error and any resolution of the Error.

SERVICE LEVELS

SafetyVantage will use commercially reasonable efforts to ensure that the Web Service Availability meets or exceeds 99% for each month during the Services Term.