Beckon Service Level Commitment

This Service Level Commitment was last updated May 20, 2013.

Service Level Commitment

Beckon commits to provide 99.5% uptime (“Service Level Commitment” or “SLC”) with respect to the web-based Subscribed Services during each calendar quarter, excluding the SLC Exclusions (as defined below). The Service Level will be calculated by dividing the total number of minutes of uptime in the Subscribed Services during an applicable calendar quarter by the total number of actual minutes in such quarter minus minutes constituting an SLC Exclusion, and then multiplying that amount by 100.

If in any calendar quarter this Service Level Commitment is not met by Beckon and You were negatively impacted (i.e., attempted to log into or access the Subscribed Services and failed due to the unscheduled downtime of the Service), You are eligible to receive a Subscribed Services fee credit (“Service Credit”) equal to 20% of the quarter’s Subscription fees paid by You relating to the applicable calendar quarter in which the Service Level Commitment was not met, subject to the terms below. Beckon will apply any Service Credits only against future Subscribed Services payments due from You at an annual renewal or upgrade. Your sole and exclusive remedy and Beckon’s sole and exclusive liability for any unavailability or non-performance of the Subscribed Services is the receipt of a Service Credit (if eligible) in accordance with the terms of this Service Level Commitment. Credits will not be issued in cash and have no cash value.

Scheduled and Unscheduled Maintenance

Regularly scheduled maintenance time does not count as downtime. Maintenance time is regularly scheduled if it is communicated in accordance with the notice section set forth below at least twenty-four hours in advance of the maintenance time. Beckon hereby provides notice that every Monday night 8:00p.m. – 10:00p.m. Pacific Time is reserved for routine scheduled maintenance for use as needed.

Beckon in its sole discretion may take the Subscribed Services down for unscheduled maintenance and in that event will attempt to notify You in advance in accordance with the Notice section set forth below. Such unscheduled maintenance will be counted against the Service Level Commitment.

Credit Request

In order to receive a Service Credit under this service level commitment, Customer must request it simply by emailing Beckon at billing [at] beckon [dot] com, within fifteen days of the end of the applicable quarter. The Service Credit is valid for up to one year from the quarter for which the Service Credit was issued. Beckon shall calculate any downtime and failure to meet the Service Level Commitment using Beckon’s system logs and other records.

Updates/Notice

This Service Level Commitment may be changed by Beckon from time to time. If Beckon makes a material change to this Agreement that will constitute a material degradation of our obligations to you under our SLC, Beckon will notify You at least thirty (30) days in advance. Notices will be sufficient if provided to Your designated administrator of Your Beckon account either: (a) as a note on the screen presented immediately after completion of the log in authentication credentials at the log in screen, (b) by email to the registered email address provided for the administrator(s) for Your account, or (c) as a banner on all pages of the Beckon application.

Exclusions

The Service Level Commitment does not apply to any performance or availability issues of the Subscribed Services: (i) that result from Your breach of the Beckon Terms of Service including not paying Subscription fees when due; (ii) caused by factors outside of Beckon’s reasonable control, including any force majeure event or Internet access or related problems; (iii) that result from any actions or inactions of You or any third party; (iv) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control); (v) that fall within regularly scheduled maintenance as set forth above; (vi) during pre-release, beta, reduced (less than annual) subscription periods and trial Services (as determined by Beckon); or (vii) arising from our suspension and termination of Your right to use the Subscribed Services in accordance with the Beckon Terms of Service (collectively, the “SLC Exclusions”).