SERVICE LEVEL AGREEMENT

1.1. Centralized Services Provided. Netology’s Service Plans include the following:

Support
Phone Support
Remote Control Support
Microsoft Application Support
Service Availability Monitoring

Maintenance
Online Asset Management
Online Trouble Ticket Management
Online License Management
Drive Space Monitoring
Windows Patch Management
Antivirus Software License, Management & Update
Desktop Optimization & Management
Event Log Monitoring
Log File Maintenance
Printer Setting Management
Ongoing Security Maintenance
User Account Administration
File Sharing Permission Administration
Security Administration

1.2.   Service Desk/Support Services.

1.2.1 SLA Business Support Hours
Netology business support hours are from 7AM to 7PM Monday through Friday excluding holidays.

1.2.2 Support Services Rendered During Business Hours
Netology will provide reasonable commercial efforts via support services to address Client IT issues that fall within the scope of this SLA. Required support services will be performed remotely and/or on-site, with the support delivery location determined by Netology. On-site and bench labor will be billable for Net Core Plan Clients at our standard or advanced labor rates. Netology will expend up to a reasonable amount of hours of support services as determined by Netology to address any one particular client IT issue that is within scope of this SLA.

1.2.3 Support Services Rendered After Business Hours
Support Services delivered outside of the SLA defined Business Support Hours will be billed at the standard or advanced labor rate as defined in the Master Services Agreement.

1.2.4 Contacting Service Desk
Client communication is managed through the Service Desk. Netology’s Service Desk can be contacted using one of the following three methods.  These methods are:

               Email
                Service@netologyllc.com
               Phone
               1-877-261-3865 ext. 2
               Access by the Customer Portal
               Service.netologyllc.com
               All communication methods listed above generate Client accessible tracking.

1.3.   Virtual CIO Service (vCIO)
Netology will provide Client with strategic vCIO consulting services that help Client meet business objectives at appropriate intervals that are mutually determined by Netology and the client. These services may include strategic budgeting, helping calculate CAPEX and OPEX costs, determining ROIs on IT investments, outlining business requirements and systems scalabilities.

1.4.   Standardization Services
Netology provides Standardization Services that define standards to ensure optimal serviceability and operation of Client systems. Client agrees to make reasonable effort to adopt such standards.

1.5.   Professional Services
The Netology Professional Services team provides labor for projects, out of scope work and advanced Moves, Adds and Changes (MACs). These services are not included in the monthly premium for this Agreement and will be billed at the labor rates as defined in the Master Services Agreement. Any Escalated SUPPORT handled by the Professional Services team is covered under the Scope of this Agreement, given that it is delivered remotely for both Net-Core and Net-Ultimate Clients and onsite for Net-Ultimate Clients only.

2.1. General Support.
Subject to the terms and conditions of the Master Services Agreement and Section 2.2 of this SLA, Netology will provide to Client support for all computing, communication and network infrastructure components and corresponding configurations (collectively, the “Client System”) that are set forth in the current Service Order Form for Client.

2.2. Exclusions to Section 2.1 Support.
In addition to the excluded services specified in the Master Services Agreement, Netology shall have no obligation to provide to Client any services under this SLA that relate to any of the following:

• Cabling (repair, maintenance and or running or terminating new or existing cabling)
• The installation or upgrade of any software/equipment that impacts the Client’s infrastructure environment.
• Any relocation or modification of the physical facilities of Client
• Mechanical maintenance for printers
• Project Management
• Support for any PC or device not covered by the scope of this SLA with the exception of remote access activities by Client end users for purposes of accessing the Client System.
• Items not covered by manufacturer warranty, such as replacement parts.
• Support of Operating Systems and productivity software for which mainstream support has ended
• Equipment service or repair made necessary due to unreasonable adverse configuration, environmental conditions or equipment applications beyond those for which the equipment was designated.
• Remediation and repair services necessitated due to adverse conditions created by acts of God, Client facility relocation, modification or damage and similar events.
• Service and repair made necessary by the repair, alteration or modification of equipment covered by this Agreement not authorized by Netology or an authorized service agency, not approved by Netology, including repairs, alterations, modifications of equipment and software installations made by employees or agents of Client.
• Recoveries of data from areas of Client System that are not protected by Backup or Disaster Recovery Systems.
• Application Development/Programming of any kind.
• Training services of any kind.

2.3. Liaison Support.
Support for third party vendor applications will be provided only if all of the following criteria has been met by Client at its sole cost and expense.

• Client has an effective support agreement with each such third party vendor
• The third party vendor software is the most recent version of such software and all vendor required updates for such software have been installed by Client
• Services rendered on Line of Business Applications not meeting the above requirements will be billed at the standard labor rates per the Master Services Agreement.

2.4. Malicious Software Removal.
Antivirus Solution consists of a subscription to Netology’s available solutions providing reporting to Client, antivirus definition updates and Client’s software updates.

• Client is provided with “virus-free service” for the removal of any virus on a Netology managed Client PC or the reinstallation of a vendor licensed operating system on the “infected” PC. “Rebuilding is defined as the reinstallation of the Operating System of the PC and related existing software applications. Netology will determine if and when any managed Client PC should be rebuilt to remove the virus whereupon Netology will provide prior notification thereof to Client and the schedule for such rebuild.
• The “virus-free service” is conditioned upon the compliance by Client with each of the following: (i) all local administrator rights are disabled for the infected user, (ii) the Services have not been interrupted, tampered with or otherwise modified by Client in any way and (iii) Client has demonstrated to the satisfaction of Netology reasonable technical efforts to comply with industry standard web and email security best practices.

2.5. Moves, Adds and Changes (MACs).
Any activity that involves the moving, adding or changing of any item in the Client’s environment is considered a MAC request and is NOT considered support NOR maintenance.

2.5.1 Workstations (Laptops/PCs/Monitors)

• The MAC of any single workstation/user setup/upgrade of Workstation is covered for Net-Ultimate Clients. For Net-Core Clients, any onsite or bench work associated with such MACs will be billed at standard rates.
• Conditions required: The Hardware and Software MUST be purchased through Netology in order for this process to be covered by this Agreement. In the case where the Client procures their own equipment, Netology will bill at standard labor rates for any MAC of this equipment.
• In situations involving more than one Workstation MAC at a time Netology (at its discretion) may determine such a MAC as outside the scope of this Agreement and will be billed at standard labor rates.

2.5.2 Printers

• The MAC of any local or network printer device is covered for Net Ultimate Clients. For Net-Core Clients, any onsite or bench work will be billed at standard labor rates.
• Some multi-function devices requiring advanced configuration of network resources would require Netology’s Professional Services. In these cases, Netology may at its discretion consider the setup of such devices as a project and would be billed at standard labor rates.

2.5.3 Software

• Any MAC of Client based software installations (to be installed on PCs and Laptops – NOT servers) and maintenance that involves less than two instances is covered for Net-Ultimate Clients. For Net-Core Clients it is covered if delivered remotely.  If onsite installation is required it will be billed at standard labor rates.
• In situations involving more than two install instances, Netology (at its discretion) may determine such a MAC as outside the scope of this Agreement and will be billed at standard labor rates.

 2.5.4 Network Equipment

• Any MAC of network equipment is outside the scope of this Agreement and will be billed at standard labor rates.

2.5.5 Server Equipment and Software

• Any MAC of Server Equipment, Server Operating System, or Software that is processed on a server is outside the scope of this Agreement and will be billed at standard labor rates.

3.1. Client System Configuration Requirements.

3.1.1. Minimum Standards.
In order for Client’s existing configuration environment to qualify for Netology’s Managed Services, the following requirements must be satisfied at the expense of Client:

• All desktop personal computers, laptop computers and notebook computers with Microsoft Windows operating systems must be running current Microsoft Supported versions and shall have installed therein all of the latest Microsoft service packages and updates.
• All servers and desktop computers, laptop computers and notebook computers software must be genuine, licensed and vendor supported.
• The Client environment must have a currently licensed, up to date and vendor supported server based antivirus solution protecting all servers, desktop computers, laptop computers, notebook computers and E-mail systems.
• The Client environment must have a currently licensed, vendor supported server based backup solution that can be monitored and send notifications on job failures and successes.
• The Client environment must have a currently licensed, vendor supported hardware firewall between the internal network of Client and the Internet.
• All wireless data traffic in the Client environment must be securely encrypted.

3.1.2 Client Costs.
The costs required to bring and maintain Client’s configuration environment to the minimum standards set forth in this Section 3.1 are not part of the Service and are the responsibility of the Client.

3.1.3 Named User List.
Client is responsible for providing Netology with the most recent list of Client end users and their corresponding contact information including email addresses prior to the commencement date of any services.

User Verification Process.
It is the Client’s responsibility to provide Netology with a list of named end users and also notify Netology of any changes including reductions. When applicable, Netology will periodically check the Client’s Active Directory tree and make appropriate billing adjustments.

5.1. Netology Infrastructure Software.
All Netology infrastructure software is provided for Client’s use by Netology. All named software assets are for Client’s use throughout the Term. Software licensing is not transferable to or by Client.

5.2. Client Owned Software.
It is Client’s responsibility to provide Netology with all software licensing and media if reinstallation is required.

SUPPORT DETAILS