Service Levels Agreement

Service Level Agreement

Last updated: September 25, 2013

1.       Required Service Level

(a)       Subject to the limitations and restrictions herein, Visible agrees to provide the Hosted Services on a 24 x 7 x 365 basis with an uptime guarantee, excluding any Excused Downtime, of at least 97% Uptime measured on a monthly basis (the "Required Service Level").

(b)       "Uptime" means any time that is not Downtime.

(c)       "Downtime" means the Hosted Services is down, inoperable, inaccessible, or unavailable, or Visible otherwise materially ceases operation.

(d)       "Excused Downtime" means any duration of Downtime that: (i) is a Scheduled Maintenance Window (as defined in Section 1(e) below) up to 12 hours per month; or (ii) is caused by: (A) the telecommunications or Internet services of Client or its Indirect Users, (B) software hardware, or systems not provided and controlled by Visible (including third-party software or sites that are accessed or linked through the Hosted Services), or (C) force majeure events within the meaning of Section 11.8 of the Agreement.

(e)       "Scheduled Maintenance Window" means upgrades and maintenance for Hosted Services that Visible schedules in advance between the hours 6 p.m. and 6 a.m. PST Monday through Friday and between the hours of 6 p.m. Friday through 6 a.m. Monday PST.

2.      General Support Services.

(a)       Visible will monitor Hosted Services for system outages on a 24×7 basis.

(b)       Visible will make best efforts to provide notice to Client within one (1) hour of implementation of any emergency or non-scheduled maintenance that causes Downtime.

3.      Service Credits.

(a)       If the availability of the Hosted Service in any calendar month falls below the Required Service Level, then, upon written request by Client, the subscription term for which Client is entitled to access the Hosted Service (as set forth in the applicable Order Form) will be extended by one additional week.

(b)       Service credits provided pursuant to this Service Level Agreement will constitute Visible’s sole and exclusive liability and Client’s sole and exclusive remedy for any failure to achieve the Required Service Level.

4.       Technical Support Contact Info.