Email Hosting Service Level Agreement

Email Hosting Service Level Agreement This Service Level Agreement ( Agreement ) is a legal agreement between you (the Customer ) and Silicon Plains, LLC ( SP ) for email hosting services. By using the services, you accept all of the terms and conditions of this Agreement. 1 Definition of Services: SP shall provide to Customer the Service and the related Technical Support Services. SP shall use commercially reasonable efforts to provide you with the service availability outlined in this agreement. SP will provision and maintain a SmarterMail Enterprise electronic mail ( E-mail ) system ( Service ) for Customer. This System will accommodate individual Mailboxes for Customer s end-users with corresponding E-mail addresses such as name@company.com. E-mail messages, including attachments, both sent and received, will be limited to 50 MB in size per message. This system will also accommodate the use of Aliases to be used as alternative e-mail addresses assigned to an existing Mailbox as described above (ex: e-mail messages sent to an Alias will be accepted and forwarded to a designated, valid System e-mail address, e.g. name2@company.com and name3@company.com are Aliases for name@company.com). SP reserves the right to restrict the number of Aliases per Account. Mailbox storage is set at 10GB per Account. Users must monitor their Mailbox storage via the dashboard of the SmarterMail system after logging in via the web interface located at https://mymail.siliconplains.net. SP does not guarantee proper operation of end-user mailboxes once the storage limit has been reached. 1.1 Features Service will include the following features at no additional cost. DNS: SP will provide Domain Name Service (DNS) hosting and administration for one registered domain name as part of this service. Additional Domain Names will be billed at the appropriate rate. Web Access Interface: SP will provide a Web Access Interface to the SmarterMail platform. Customer users may utilize the Web Access Interface to send and receive e-mail and manage various Service features. The Web Access Interface is available at https://mymail.siliconplains.net POP3: SP will provide Customer with Post Office Protocol version 3 ( POP3 ) service for retrieving e-mail messages from the system. POP3 access to the Service requires that the end-user of the Service use a POP3 compatible e-mail client application. Customer may choose to use a Secure Sockets Layer (SSL) with POP3 compliant e-mail client application. SMTP: SP will provide Customer with Simple Mail Transport Protocol ( SMTP ) service for sending e-mail messages from the system. SMTP access to the Service requires that the end-user of the Service use a SMTP compatible e-mail client application. SMTP access to the Service also requires that the end-user of the Service use an e-mail client application that allows SMTP authentication. Customer may choose to use a Secure Sockets Layer (SSL) with SMTP compliant e-mail client application. IMAP: SP will provide Customer with IMAP service for retrieving e-mail messages from the system. IMAP access to the Service requires that the end-user of the Service use an IMAP compatible e-mail client application. Customer may choose to use a Secure Sockets Layer (SSL) with IMAP compliant e-mail client application. SP E-mail Hosting Service Level Agreement Last Updated: 10/28/2013 DP Page 1 of 7

Calendars, Contacts and Sharing: SP will provide Customer with electronic Contacts and Calendars which can be accessed via the Web Access Interface, by the Microsoft Sharepoint access interface, by synchronization through the Exchange Web Services component (if purchased by Customer), or via the Microsoft ActiveSync component for mobile devices (if purchased by Customer). The method of sharing and synchronization is determined by the client software Customer choses to use. (ex: Outlook 2010 must use the Microsoft Sharepoint method to sync and share calendars whereas Outlook 2013 can use the Exchange Web Services method). Customer is responsible for determining whether the Sharing and Synchronization method features and limitations meet Customer requirements. SPAM and Virus Filtering: The Service includes the SP SPAM and virus filtering service. Customer s inbound e-mail messages will be scanned and filtered for SPAM as they are received. Messages identified as SPAM will be moved to individual end-user s Junk Mail folders. Customer can impose domain-wide SPAM filtering settings. Messages identified as containing a virus will be immediately deleted by the system before delivery to end-user e-mail boxes, and are not retrievable. Secure file delivery: SP will provide end-users the ability to upload and share files with parties outside the Service via secure, timelimited, encrypted means. Files to be shared are limited to 75 MB in size. Shared Folders: SP will provide end-users of a particular Customer domain to shares with the entire domain or specific Customer end-users. Shared folders will allow storage of up to 10 GB of files per Customer domain. Chat Service: SP will provide Customer domain end-users the ability to type messages and send files between computers via the use of an XMPP-compatible chat client or by logging in to the SmarterMail web interface. Chat messages are encrypted in transit. Customer is solely responsible for the support, installation, maintenance or any other service related to Customer chat client programs. 1.2 Moves, Adds and Changes Customer has the ability to make changes to number of e-mail boxes and features during the contract period. Reductions in services will be effective on the billing cycle following the effective date of the change. 2 Service Delivery 2.1 General It is Customer s responsibility to ensure that all Users computers are able to connect to Service and are configured properly. This includes but is not limited to Ethernet switches, Ethernet cabling, workstations, servers, operating systems and software. 2.2 Installation Standard installation timeframe for Service is approximately 5 days from the project start date. If additional configuration work is required due to limitations of the Customer systems, including but not limited to servers, workstations or network, then SP reserves the right to bill customer at current hourly rates for additional configuration time. Except as otherwise defined within this agreement, SP is NOT responsible for and will not be obligated to provide any assistance in configuration, installation, administration, troubleshooting, maintenance, or repair of equipment or software, or integration of equipment or software into Customer s internal network. Such services may be available at an additional cost. Customer shall be responsible for any travel expenses incurred by SP in the course of providing onsite installation service. 2.3 Service Termination SP makes no guarantee of Service availability beyond the termination date. SP shall not be responsible for retaining any of your Data after termination date of Service. Your Data may be deleted on the day of Service termination. SP will not restore, provide on any storage media or send out any Data pertaining to terminated Service, unless specifically noted in a customized service agreement. It is Customer s responsibility to backup Data prior to termination of Service. Email Hosting plans will automatically renew until a plan is terminated. In order to terminate service, you must contact SP, Monday through Friday, 8:30 A.M. to 5:30 P.M. MST (1-701-390-9876) or by email at answers@siliconplains.net. SP E-mail Hosting Service Level Agreement Last Updated: 10/28/2013 DP Page 2 of 7

3 Billing Termination requests must be received by SP a minimum of ten (10) days prior to the end of the month. Terminations submitted later than this time will result in billing for the following month. Termination will take affect the last day of the month. SP will confirm the termination request when it is processed. If you do not receive a confirmation, please contact SP as soon as possible. SP does not monitor, and will not automatically terminate, plans for problems related to domain name transfers, non-usage, your ISP, or any other secondary issues not directly related to SP's services. Termination of services does not relieve the Customer from paying any outstanding balance owed. SP reserves the right to cancel any account, at any time, without notice, for any reason SP considers appropriate. 3.1 Service Activation Date The Service Activation Date is the date on which Service is activated for Customer by SP. The Service Activation Date may or may not correspond to the date Customer first uses Service. Billing for the Service Component will begin on the Service Activation Date. 3.2 Field Technician Charge (FTC) The FTC is the charge incurred for each dispatch of a SP technician to support Service installation or trouble. This fee shall be calculated based on the current hourly rates and shall be rounded up to the nearest full hour. This fee may be waived at SP s sole discretion for Customers of Managed Services if the root cause for the dispatch is determined to be the responsibility of SP. 3.3 Travel Customer shall be responsible for travel expenses incurred by SP during activation or support of Service as follows: For Customer locations in the domestic US between 30 and 100 miles from the nearest SP office: o Travel time at hourly rates (office-to-office) for any vehicular travel outside a 30 mile radius from nearest SP office. For Customer locations in the domestic US greater than 100 miles from the nearest SP office: o All provisions of travel to Customer locations within 100 mile radius of nearest SP office; o Airplane, bus or train tickets at SP cost; o Rental car, gas and parking at SP cost; o Per diem allowance of $40/day (food); and o Hotel/lodging at SP cost. Other Customer locations require signed agreement between SP and Customer. 3.4 Billing Terms Invoicing o Invoices will be delivered once a month via email or mail at the Customer s preference. o Customer will be billed in advance for the number of active Service accounts on the billing date at the agreed upon rate. o Due Upon Receipt terms are understood and enforced for all invoices. Payment o Customer may pay using the following forms: Check (business or otherwise), Visa Debit or Credit, MasterCard Debit or Credit, or Discover Debit or Credit. o As applicable by law, SP reserves the right to pass on any or all merchant fees associated with electronic (noncash or check) payments. This fee will be restricted to the amount of actual merchant fees associated with the payment. o Mailed payments are to be sent to Silicon Plains PO Box 3219 Bismarck, ND 58502. Delinquent accounts o Delinquent accounts are defined as any Customer account with an owed balance 30 calendar days past due. o Any balance not paid in full 30 calendar days from invoice date will be subject to interest charges on the remaining balance at the full amount applicable by state law. o SP reserves the right to terminate any account with an owed balance over 30 calendar days. All remaining balances will be due immediately upon Service Termination. See Section 2.3 Service Termination for additional details. SP E-mail Hosting Service Level Agreement Last Updated: 10/28/2013 DP Page 3 of 7

4 Customer Responsibilities: End users will be required to maintain complex passwords for their end user accounts. SP is not responsible for unexpected use of Services whether by ex-employees, compromised user passwords, or any other misuse of Customer accounts. Customer shall be fully responsible for providing to SP at Customer s own expense and in a timely manner the following: All security for its Services and systems used or accessible in connection with Service; Cooperative testing of all Customer-provided hardware, software, and Services for compatibility with Service; Designating an Authorized Contact(s) to be the point of contact to interface with SP Technical Support; and All cabling necessary to support Service. 5 Prohibited Uses 5.1 General Customer is solely responsible for any and all acts and omissions that occur under Customer's account or password, and Customer agrees not to engage in unacceptable use of the Service, which includes, without limitation, use of the Service to: (a) disseminate, store or transmit unsolicited messages, chain letters or unsolicited commercial email; (b) disseminate or transmit material that, to a reasonable person may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening or malicious; (c) disseminate, store or transmit files, graphics, software or other material that actually or potentially infringes the copyright, trademark, patent, trade secret or other intellectual property right of any person or organization; (d) create a false identity or to otherwise attempt to mislead any person as to the identity or origin of any communication; (e) export, re-export or permit downloading of any message or content in violation of any export or import law, regulation or restriction of the United States and its agencies or authorities, or without all required approvals, licenses or exemptions; (f) interfere, disrupt, or attempt to gain unauthorized access to other accounts on the Service or any other computer network; (g) disseminate, store or transmit viruses, trojan horses or any other malicious code or program; or (h) engage in any other activity deemed by SP to be in conflict with the spirit or intent of this Agreement. 5.2 Sending SPAM Sending unsolicited bulk and/or commercial messages over the Internet (known as "spamming") is prohibited, regardless of whether or not it overloads a server or disrupts service to SP's customers. The term "spamming" also includes, but is not limited to, maintaining an open SMTP policy, engaging in spamming using the service of another ISP or IPP and referencing in the spam a Web site hosted on a SP server, and selling or distributing software (on a Web site residing on a SP server) that facilitates spamming. Violators will face immediate suspension. SP reserves the right to determine, in its sole and absolute discretion, what constitutes a violation of this provision. 6 Service Support 6.1 Helpdesk Customers must contact SP Support to report service trouble or an outage with SP Technical Support. SP Technical Support will be available seven (7) days per week; (8) hours per day, 365 days per year. SP Technical Support provides support for network monitoring, trouble ticket resolution, and fault isolation up to the termination equipment. SP Technical Support will accept trouble and outage related support calls from any customer representative. SP will not perform any requested activity which may cause Service disruption or perform any changes to Service unless request is initiated by an Authorized Contact. SP reserves the right to delay response on support tickets opened by anyone other than the Authorized Contact. Communication between Customer and SP not initiated by Authorized Contact will not be subject to Agreement remedies. All communications with Customer will be in the English language. To contact the Helpdesk, e-mail answers@siliconplains.net or call 701-390-9876. 6.2 Support Limitations SP Technical Support is not responsible for end-user support of issues not directly related to Service. This includes (but is not limited to) Customer operating systems, Customer equipment, or Customer application support. SP reserves the right to bill customer at current hourly rates for configuration requests that are not required to provide Service outlined herein. 6.3 Monitoring SP performs monitoring of Service availability. If Service is unavailable SP support personnel are notified immediately and will begin efforts to restore service. SP E-mail Hosting Service Level Agreement Last Updated: 10/28/2013 DP Page 4 of 7

6.4 Backup and Recovery SP will provide backups of the Service platform and data stored within for Disaster Recovery purposes. SP will make its best effort to recover data within a mean time of four (4) hours in a disaster scenario. A disaster may be declared by SP when Service has been damaged or degraded to such an extent that SP can no longer reasonably provide Service. Customer shall not be able to declare any outage a disaster. Sole responsibility for defining an event as a disaster will rest with SP alone. SP is not liable for the loss of any customer data, nor does it guarantee the recoverability of customer data that is deleted (accidentally or purposefully) by Customer end users. Additional fees may apply for recovery of customer specific data and SP will work on these requests on a best effort basis. Access to the SP operations center and systems is restricted to authorized personnel. SP ensures that its employees and contractors are familiar with and understand our privacy policies and that they take all possible security measures to protect the privacy of Customer data. SP will make our best commercial efforts to protect the security of our systems and services, and the data that resides therein. All Customer data is protected with RAID hard drives to protect from hard drive failure. All Customer data is backed up nightly and retained for thirty (30) days. 6.5 Maintenance Customer is responsible for maintaining and updating Authorized Contact list with SP. SP will not be held responsible for maintenance notifications missed due to out-of-date Authorized Contact information. Maintenance window for disruptive work to Service will be limited 12:00 AM to 4:00 AM Central Daylight Time (CDT), any day with requirement of one (1) calendar week notification to Customer prior to maintenance. SP will send an e-mail notification of such disruptive maintenance to Service to Authorized Contacts of Customer. Once notification is sent to Customer this will be considered a Scheduled Maintenance. Any Service SLAs will NOT apply during a Scheduled Maintenance. SP reserves the right to perform emergency Service maintenance as needed outside the Scheduled Maintenance window, in which case SP will make a reasonable effort to notify the Customer if feasible under the circumstances. Any such maintenance will be considered an Emergency Maintenance. All Service SLAs will apply during Emergency Maintenance. 7 Modifications SP may discontinue, upgrade, replace, modify, or change in any way, without limitation, any software, application, program, data, hardware, equipment, or portions or components thereof, used to provide Customer with SP's services. Certain changes to SP's services may affect the operation of Customer's personalized applications and content. Each Customer is solely responsible, and SP is not liable, for any and all such personalized applications and content, except as expressly agreed to by SP. 8 Service Level Agreement When we use the term Service Level Agreement or SLA anywhere in this Agreement, we are referring to the service level agreement set forth in this Section 8. We will use commercially reasonable efforts to make the Services available 99.5% of the Service Year. Service Year means the three hundred sixty five-day period immediately preceding a claim for a service credit. 8.1 Service Credit Uptime for each Service Year will be calculated by subtracting from 100% the percentage of time during which our Infrastructure was unavailable to all of our Service clients (the Uptime Percentage ). If the Uptime Percentage for the Service Year is less than 99.5%, you will be eligible for a service credit equal to 15% of your Service bill for the calendar month in which the Uptime Percentage dropped below 99.5%. The Uptime Percentage will be calculated using five-minute increments. 8.2 Downtime Exclusions Downtime does not include unavailability caused by one or more of the following: maintenance, a suspension, or a termination of the Services; the failure of servers or services outside of a datacenter on which the Services are dependent, including, but not limited to, inaccessibility on the Internet that is not caused by our Infrastructure or network providers; a force majeure event such as an act of God, act of war, act of terrorism, fire, governmental action, labor dispute, and any other circumstances or events not in our direct control; an attack on our Infrastructure, including a denial of service attack or unauthorized access (i.e., hacking); unavailability not reported by you in accordance with the reporting provisions in Section 8(c) within five (5) of the days of the date on which the Uptime Percentage dropped below 99.5%; your use of a separate SP service that is not subject to this SLA; unavailability that results from the failure of individual Servers and that is not attributable to an event causing unavailability to all clients using the Services; or unavailability that is caused by your breach of this Agreement. SP E-mail Hosting Service Level Agreement Last Updated: 10/28/2013 DP Page 5 of 7

8.3 Service Credit Procedures SP will determine, in our reasonable discretion, your eligibility for service credits and the amount of service credits awarded pursuant to this SLA. To be eligible for service credits, you must send us a reasonably detailed, written request for service credits no later than five (5) Business Days after the day on which your Uptime Percentage first drops below 99.5%. To be deemed valid, your request must include: the dates and times of each period of Service unavailability upon which your request is based; the instance names of the affected Servers; and a description of any events from the Services portal that may have indicated a system-wide unavailability during the stated dates and times. If your Uptime Percentage is confirmed by us to be less than 99.5% for the Service Year, we will issue a service credit during the billing cycle following the month in which we determine that you are eligible for one. All service credits will be applied to fees due from you to us for Services; we will not pay any service credit to you as a refund. If you fail to provide us with a valid request, you will not be eligible for a service credit. Our calculation of your Uptime Percentage and all service credits will be based on our records and data. Any dates and times that you previously reported that led to a successful service credit claim cannot be used for future claims. 8.4 Limitation The Service credits described in this SLA are your sole and exclusive remedy for the unavailability of the Service. 9 Privacy SP does not share personal account information with others except to the extent necessary to complete an order, and will make our best commercial efforts to protect against violations of our privacy policies. Employees of SP who have access to your personal information are required by contract to keep it confidential and are prohibited from using it for any purpose other than to carry out the services they are performing for SP. We will not sell, trade, rent, give or otherwise provide your personal information to any third party for use in marketing or solicitation without your express consent. SP will not knowingly monitor, edit or disclose the contents of your private communications with third parties unless required to do so by law or in the good faith belief that such action is necessary to: (a) conform to the law or comply with legal process served on SP; (b) protect and defend the rights or property of SP; or (c) act under exigent circumstances to protect the personal safety of our Customers or the public. You acknowledge and agree that SP neither endorses the contents of any of your communications nor assumes responsibility for such content, including but not limited to any threatening, libelous, obscene, harassing or offensive material contained therein, or any infringement of third party intellectual property rights arising there from or any crime facilitated thereby. You acknowledge and agree that certain technical processing of e-mail messages and their content may be required to: (a) send and receive messages; (b) conform to connecting networks' technical requirements; (c) conform to the limitations of the e-mail service; or (d) conform to other similar requirements. 10 Actions Taken by SP The failure by a Customer to meet or follow any of the Agreement is grounds for account deactivation. SP will be the sole arbiter as to what constitutes a violation of the Agreement. SP reserves the right to remove any account without prior notice and to refuse service to anyone at any time. When SP becomes aware of an alleged violation of its Agreement, SP will initiate an investigation. During the investigation, SP may restrict a customer's access in order to prevent further potentially unauthorized activity. Depending on the severity of the violation, SP may, at its sole discretion, restrict, suspend, or terminate a customer's Web hosting account and/or pursue other civil remedies. If such violation is a criminal offense, SP will notify the appropriate law enforcement authorities of such violation. An unlisted activity may also be a violation of the Agreement if it is illegal, irresponsible, or constitutes disruptive use of the Internet. SP does not issue credits for outages incurred through service disablement resulting from Agreement violations. Violators of the policy are responsible, without limitations, for the cost of labor to rectify any damage done to the operation of the network and business operations supported by the network, and to respond to complaints incurred by SP. 11 Disclaimer The SP service is provided on an as is, as available basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose or non-infringement. SP expressly disclaims any representation or warranty that the SP service will be error-free, secure or uninterrupted. No oral advice or written information given by SP, its employees, licensors or the like, will create a warranty; nor may you rely on any such information or advice. SP and its partners and suppliers will not be liable for any cost or damage arising either directly or indirectly from any transaction or use of the service. SP E-mail Hosting Service Level Agreement Last Updated: 10/28/2013 DP Page 6 of 7

12 Indemnification Customer agrees to indemnify, hold harmless and defend SP, its members, officers, employees and agents from and against any action, cause, claim, damage, debt, demand or liability, including reasonable costs and attorney's fees, asserted by any person or entity, arising out of or relating to: (a) this Agreement ; (b) Customer's use of the Service, including any data or work transmitted or received by Customer; and (c) any unacceptable use of the Service by Customer or through Customer's account, including, without limitation, any statement, data or content made, transmitted or republished by Customer which is prohibited as unacceptable in this Agreement. 13 Limitation of Liability UNDER NO CIRCUMSTANCES SHALL SP BE LIABLE TO CUSTOMER OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES FOR ANY MATTER ARISING FROM OR RELATING TO THIS AGREEMENT, THE SERVICE OR THE INTERNET GENERALLY, INCLUDING, WITHOUT LIMITATION, CUSTOMER'S USE OR INABILITY TO USE THE SERVICE, ANY CHANGES TO OR INACCESSIBILITY OF THE SERVICE, DELAY, FAILURE, UNAUTHORIZED ACCESS TO OR ALTERATION OF ANY TRANSMISSION OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY TRANSACTION OR AGREEMENT ENTERED INTO THROUGH THE SERVICE, OR ANY DATA OR MATERIAL FROM A THIRD PERSON ACCESSED ON OR THROUGH THE SERVICE, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT OR OTHERWISE. IN NO EVENT SHALL SP'S TOTAL LIABILITY FOR DIRECT DAMAGES EXCEED THE TOTAL FEES PAID, IF ANY, BY CUSTOMER TO SP HEREUNDER. SOME STATES PROHIBIT THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THUS THIS LIMITATION OF LIABILITY MAY NOT APPLY TO CUSTOMER. IF CUSTOMER IS DISSATISFIED WITH THE SERVICE, CUSTOMER'S SOLE AND EXCLUSIVE REMEDY SHALL BE FOR CUSTOMER TO DISCONTINUE USE OF THE SERVICE AND TERMINATE THIS AGREEMENT. SP IS NOT AN INSURER WITH REGARD TO PERFORMANCE OF THE SERVICE. THE DISCLAIMER OF WARRANTIES AND THE LIMITATION OF LIABILITY AND REMEDY ARE A REFLECTION OF THE RISKS ASSUMED BY THE PARTIES IN ORDER FOR CUSTOMER TO OBTAIN THE RIGHTS TO USE THE SERVICE AT THE SPECIFIED PRICE, IF ANY. CUSTOMER AGREES TO ASSUME THE RISK FOR: (i) ALL LIABILITIES DISCLAIMED BY SP CONTAINED HEREIN; AND (ii) ALL ALLEGED DAMAGES IN EXCESS OF THE AMOUNT, IF ANY, OF THE LIMITED REMEDY PROVIDED HEREUNDER. 14 Force Majeure SP will not be liable for delays in its performance of the Agreement or SP services caused by circumstances beyond SP's reasonable control, including acts of God, wars, terrorism, insurrection, civil commotions, riots, national disasters, earthquakes, strikes, fires, floods, water damage, explosions, shortages of labor or materials, labor disputes, transportation problems, accidents, embargoes, or governmental restrictions (collectively "Force Majeure"). SP will make reasonable efforts to reduce to a minimum and mitigate the effect of any Force Majeure. Notwithstanding anything contained elsewhere herein, lack of finances will not be considered an event of Force Majeure nor will any event of Force Majeure suspend any obligation of Customer for the payment of money due. 15 Scope of Agreement; Entire Agreement This Agreement constitutes the final and entire agreement between the parties regarding its subject matter, and it supersedes all other oral or written agreements or policies relating thereto. Additional or different terms in any written communication from Customer, including any purchase order or request for other services from SP, are void. 16 Customer Acceptance Use of the SP E-mail Hosting Service constitutes full acceptance of this Agreement. SP E-mail Hosting Service Level Agreement Last Updated: 10/28/2013 DP Page 7 of 7