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    Service Levels and Technical Support

    Updated November 5, 2021

    All terms capitalized but no defined herein shall have the meanings ascribed to such terms in the Axonius terms and conditions, available at https://www.axonius.com/terms-conditions/ (the “Terms and Conditions”).

    A. Service Levels

    1. Definition of Uptime. “Uptime” means the Solution is up and available for access through the Internet, excluding scheduled down time not to exceed 8 hours per month.
    2. Commitment. Axonius shall use commercially reasonable efforts to (i) ensure that Uptime of the Solution is no less than 99.9% in any given calendar month (the “Up-Time”), and (ii) investigate any failure to meet the Up-Time and determine the underlying cause. Upon Company’s reasonable written request, Axonius shall report the results of its investigation and its planned remediation to address the identified underlying cause. Company’s sole and exclusive remedy in the event of a failure to meet the Up-Time shall be provision of support by Axonius in accordance with the terms set forth below.
    3. Exceptions. The following shall be excluded for purposes of the Up-Time commitment calculation: (i) downtime caused by Company or Company’s Affiliates or agents, including downtime caused by Company’s configurations, software, hardware, web services or other technologies used by Company; (ii) downtime of the Solution attributable to the general downtime of any of Axonius's downstream cloud services and infrastructure providers; (iii) scheduled downtime for maintenance or support; (iv) use of the Solution that is not in accordance with its Documentation or the Terms and Conditions; (v) downtime resulting from denial of service attacks, virus attacks, or hacking attempts; and (vi) any other circumstances that are not within Axonius’s reasonable control, including the availability of the Internet. Non-availability of certain features or functions of the Solution is also excluded if such features or functions do not materially impair the use of the Solution.
     
    B. Customer Support
    1. Help Desk. Axonius will provide support during regular business hours.1
    2. Error Reporting. Company will submit the report of any Error (as defined below), based on Axonius’s reasonable instructions. “Error” means a reproducible and documented error in the Solution, where such error results in the Solution’s failure to operate in accordance with Axonius’s Documentation.
    3. Severity Levels. Each Error will be categorized according to the following severity levels: 
      i. Severity 1 (Urgent): Solution is completely down or severely hindered; there is no workaround available.
      ii. Severity 2 (High): Solution performance is hindered; however, the system is still able to function (either with or without a workaround).
      iii. Severity 3 (Normal): Solution performance is not hindered but requires a slight modification or change (such as configuration set change request).

    Axonius will use commercially reasonable efforts to respond to each Error reported according to the following time frames:

    Severity Level

    Response time & Initial Status Update

    Target Resolution Time2,3

    1

    2 business hours1

    4 business hours

    2

    4 business hours

    24 business hours

    3

    4 business hours

    Per case basis

     1 Business hours herein refer to 8am-8pm EST on weekdays (holidays excluded).

    2 Resolution may take the form of a fix or workaround.

    3 Target Resolution Time might be longer if Company does not have remote support enabled.

     

    C. Technical Account Management (TAM)

    To the extent expressly set forth in the Sales Order, in addition to the customer support provided under Part B above, Company shall also be entitled to the following features:

    1. Cadence Calls: Up to a weekly cadence call, which may include review of outstanding tickets/requests, discussion of additional questions/issues, review of (and guidance on) new features, and further direction on next steps.
    2. Use Cases: Assistance with use cases upon Company’s written request, which assistance may include (i) developing queries, dashboards, charts, reporting and, where applicable, standard enforcements; and (ii) data analysis and data research, and if applicable, reporting on potential use cases (other than, and in addition to, those defined by the Company) available from such data; provided, that the foregoing clauses (i)-(ii) shall only be available if the Company (a) maintains remote access enabled at all times, and (b) has provided, in each instance, an advance written notice (of at least one week) of the defined uses.
    3. Notifications: Proactive notifications on various matters, which may include adapter errors, disk usage, drastic changes in asset ingestion, and monthly (or weekly, upon Company’s written request) rollup report of prior month (or week, as applicable) errors, usage, and issues; provided, that the foregoing shall only be available if the Company maintains remote access enabled at all times.
    4. Trainings: Assistance with training and onboarding (collectively, “Training”) of users:
      i. Trainings shall be provided remotely via Zoom, Cisco Webex, Microsoft Teams or Skype.
      ii. Trainings shall include (a) an overview of the Solution, or (b) upon Company’s advance written request, advanced specific topic training (e.g., API, advanced automation with enforcements).
      iii. The total Training time shall not exceed two (2) weeks (ten (10) business days) per subscription year (“Total Annual Training Time”). Company shall be responsible for identifying (and providing ahead of each Training) the list of the attendees. Company may cancel a scheduled Training by providing a written advance notice of at least seventy-two (72) hours; provided, for the avoidance of doubt, that any Training not so cancelled shall be counted towards the Total Annual Training Time.
      iv. Company shall receive access (during the Subscription Period) to the recordings of its Trainings; provided, that (a) Company has provided an express advance written consent to the recording of its Trainings, and (b) such recordings may be subject to certain restrictions, as applicable to and depending on, the conferencing platform used.
      v. Company shall receive access (during the Subscription Period) to view Axonius developed training decks and materials.
    5. QBRs: Quarterly business reviews, which may include review of milestones and trends in the past quarter, and discussion of goals and upcoming functionalities/projects for the next quarter.
    6. Updates/Upgrades: If applicable (e.g., in case of a Beta version being offered to a limited group of customers), prioritization in upgrades and updates.