One Codex

1. Technical Support Contacts.

Unless otherwise agreed, One Codex will provide support to two contacts mutually agreed upon by the parties (“Technical Support Contacts”). They will be the only interface to One Codex’s support ticketing system for the purposes of this Service Level Agreement.

2. Definitions.

Capitalized terms used but not defined in this Service Level Agreement shall have the meanings set forth in the One Codex Platform Terms and Conditions.

“Emergency Downtime” means such time as the Platform is offline due to a short-term emergency condition.

“Error” means a failure of the Platform to conform to the specifications set forth in the documentation, resulting in the inability to use, or material restriction in the use of, the Platform.

“Excused Downtime” means any downtime that is Maintenance Downtime or Emergency Downtime.

“Maintenance Downtime” means such time as the Platform is offline for maintenance or backup purposes, provided that the incident is scheduled with Customer at least 24 hours in advance.

“Monthly Availability Percentage” means the percentage of time over the course of each calendar month during the Term, excluding Excused Downtime, that the Platform is available for use by Customer.

“Start Time” means the time at which One Codex first becomes aware of an Error during One Codex’s regular business hours.

“Update” means either a software modification or addition that, when made or added to the Platform, corrects the Error, or a procedure or routine that, when observed in the regular operation of the Platform, eliminates the practical adverse effect of the Error on Customer.

3. Support.

During the Term, One Codex shall provide the customer maintenance and support described below to Customer (“Support”):

3.1. One Codex Standard Customer Support. One Codex shall provide customer support through One Codex’s online support ticketing system.

3.2. Updates. One Codex will make commercially reasonable efforts to provide an Update designed to solve or bypass a reported Error. One Codex shall reasonably determine the priority level of Errors, pursuant to the following protocols and take the actions described below during One Codex’s regular business hours.

4. Platform Availability

4.1. Platform Availability. The Service Levels under this Section 5 measure the availability of the Platform. One Codex shall meet the following service availability level: The Platform shall have a Monthly Availability Percentage equal to or greater than 99.5%.

4.2. Error Response Service Levels. One Codex will use its commercially reasonable efforts to adhere to the response and resolution times for Errors as set forth below in Table 1.

Table 1 - Error Management

Severity	Description	Response Time*	Resolution Time*
Severity 1	Any Error reported by Customer where the majority of the users for a particular part of the Platform are affected, the Error has high visibility, there is no workaround, and it affects Client’s ability to perform its business.	Within 2 hours of the Start Time.	One Codex will provide resolution or workaround for 90% of Errors within eight hours of the Start Time.
Severity 2	Any Error reported by Customer where the majority of the users for a particular part of the Platform are affected, the Error has high visibility, a workaround is available; however, performance may be degraded or functions limited.	Within 4 hours of the Start Time.	One Codex will provide resolution or workaround for 90% of Errors within 24 hours of the Start Time.
Severity 3	Any Error reported by Customer where many of the users for a particular part of the Platform are affected, the Error has high visibility, a workaround is available, however, performance may be degraded or functions limited.	Within 24 hours of the Start Time.	One Codex will provide resolution or workaround for 90% of Errors within seven days of the Start Time.
Severity 4	Any Error reported by Customer where a single user is severely affected or completely inoperable or a small percentage of users are moderately affected or partially inoperable.	Within seven days of the Start Time.	One Codex will provide resolution or workaround for 90% of Errors within 14 days of the Start Time.

* All times during One Codex’s regular business hours: 9 a.m. – 5 p.m. (Eastern Time, Monday through Friday). Support tickets may be submitted outside of regular business hours, but all response and resolution times shall be calculated with regard to One Codex’s regular business hours.

** With respect to any Errors that are not able to be resolved within the listed Resolution Time, One Codex will use commercially reasonable efforts to work continuously to provide resolution or a workaround until complete.

5. Conditions, Exclusions, and Termination of Support Service.

5.1. Conditions for Providing Support. One Codex’s obligation to provide Support is conditioned upon the following: (a) Customer makes reasonable efforts to solve the Error after consulting with One Codex; (b) Customer provides One Codex with sufficient information and reasonable resources to correct the Error, as well as any and all assistance reasonably requested by One Codex in discovering and addressing the Error; and (c) Customer procures, installs and maintains all equipment, telephone lines, communication interfaces and other hardware necessary to operate the Platform.

5.2. Exclusions from One Codex’s Support. One Codex is not obligated to provide Support in the following situations: (a) the problem is caused by Customer’s negligence, hardware malfunction or other causes beyond the reasonable control of One Codex; (b) the problem is with third party software not licensed through One Codex; or (c) Customer has not paid the Fees when due.

5.3. Suspension of Support. One Codex reserves the right to suspend performance of the Support if Customer fails to pay any amount that is payable to One Codex under the Agreement within 30 days after such amount becomes due.