Hosting SLAs | Bay City Networks

SERVICE LEVEL AGREEMENT. THIS SERVICE LEVEL AGREEMENT IS HEREBY INCORPORATED INTO AND MADE A PART OF THE HOSTING SERVICE ATTACHMENT BETWEEN Bay City Networks AND CUSTOMER. UNLESS OTHERWISE SPECIFIED HEREIN, ALL TERMS IN THIS SERVICE LEVEL AGREEMENT HAVE THE SAME MEANINGS AS IN THE HOSTING SERVICE ATTACHMENT. Bay City Networks'S PROVISION OF THE FOLLOWING SERVICE LEVELS MAY BE CONTINGENT UPON CUSTOMERS PURCHASE OF ADDITIONAL OR REDUNDANT SERVICES.

Bay City Networks Managed Hosting Services Levels

Managed Data Center Network Availability. Bay City Networks will provide 99.5% Network availability, or no more than 12 minutes of Network Unavailability in any Month.
Redundant Devices. For each Redundant Device in Customers configuration, Bay City Networks will provide 99.9% availability, or no more than 44 minutes of Service Unavailability in any Month.
Device Availability. For each Device in Customers configuration which is not a part of a Redundant Device, Bay City Networks will provide 99.5% availability, or no more than 220 minutes of Service Unavailability in any Month.
Delivery. Bay City Networks will provide access to production servers within 10 business days if Customers total production servers order is for 2 or fewer production servers, within 15 business days for 3 to 10 production servers, and with the timeframe negotiated by the Parties if Customer's total production servers order is 11 or more production servers. Bay City Networkss service obligations shall commence on the first business day on which (i) Bay City Networks has approved all required and fully executed documents, including, but not limited to, the Order Form, Lease Term Sheet (if applicable), Master Equipment Lease Agreement (if applicable) and Terms and Conditions; (ii) Bay City Networks and Customer have agreed to the fully completed Customer Order Requirements Document; and (iii) Bay City Networks has certified all Customer-furnished equipment. Subject to the above, Bay City Networks will provide Customer with an introduction letter notifying Customer of the expected access date which shall be no more than the access dates specified in the foregoing. Access to a production server is deemed to be provided upon its Operational Date. Customer IS not eligible for credits if a delay is attributable to Non-Standard Equipment, data center modifications required for servers with large footprints, acts or omissions of Customer, Customer-furnished equipment which does not pass certification, or force majeure events. Leased lines and Services located at Customer's premises are not covered by the delivery commitments in this Section 4.
Monitoring. Bay City Networks is responsible for monitoring Customers configuration on a 7 x 24 x 365 basis. Bay City Networks performs periodic monitoring of CPU, memory and disk space utilization, as well as periodic monitoring of selected ports, processes and services. Bay City Networks provides Customer-specific monitoring services in accordance with any such services specified on an applicable Order Form.
Administration and Support. Bay City Networks is responsible for ongoing administration of the Services. Bay City Networks implements and configures the Services according to Customer-defined specifications, and tests the Services for proper functionality. Once the Services are deployed, Bay City Networks performs ongoing troubleshooting, diagnosis and resolution of problems, including replacing failed hardware components and applying software patches or updates where appropriate. Bay City Networks is also responsible for providing a 24x7 support center and an account manager commensurate with the level of service purchased by Customer.
Security. Bay City Networks is responsible for using commercially reasonable efforts to provide physical security of the data center, security of the Managed Data Center Network, and security of Bay City Networkss Device builds, to include testing and deployment of security patches and fixes, where appropriate.
Backup. Bay City Networks is responsible for providing daily and weekly backups of Devices, including Customer-provided applications and content (subject to compliance with the Use Policy). Bay City Networks provides on site storage of recent backup data, and off-site storage for older backup data. Backups for Customer-created databases require additional setup by Customer in order to be properly backed up. Bay City Networks retains backup data in accordance with Bay City Networkss standards for backup data retention. In the event of a Device failure, if necessary Bay City Networks will restore such Device from the most recent backup data.
Non-Standard Equipment. Customer may require hardware and/or software products for which Bay City Networks does not typically provide support to be utilized by Bay City Networks in providing the Services ("Non-Standard Equipment"). Bay City Networks shall not be held responsible under this Attachment A for the proper functionality of any Non-Standard Equipment, and Customer shall not be eligible for credits under this Attachment A for the failure of any Non-Standard Equipment.

Credits. Credits WILL not be applied to Customers invoice if, at the time that Unavailability occurs, Customer is in Payment Default, in violation of the Use Policy, or in breach its obligations under the Agreement including any terms of this SLA. Customer must submit a written request for a credit to the Bay City Networks Support Center or Customers account manager within 30 days following the Month for which Customer is requesting credit. Bay City Networks will contact Customer within 30 calendar days to submit its decision or to request additional information. If Bay City Networks approves Customers credit request, such credit will appear on Customers monthly invoice following approval. The total amount of credits under this Service Level Agreement for which Customer shall be eligible in a Month shall be limited to 30 percent of the Charges. If a non-Redundant Device is Unavailable, Customer shall only be eligible for a credit with respect to such non-Redundant Device, and Customer shall not be eligible for credits for any other Devices or equipment managed by Bay City Networks, if it is determined that the Unavailability of such other Device or equipment was caused by the failure of a non-Redundant Device. If a Redundant Device is Unavailable, Customer shall be eligible for a credit with respect to such Redundant Device and any other Device that is Unavailable as a result of the Unavailability of the Redundant Device.

Service Level	Credit
99.5% Managed Data Center Network availability	If more than 4 minutes Managed Data Center Network Unavailability in any Month, then in addition to any credits to which Customer is entitled under Section 2 herein, 5% of the Charges for all affected Devices.
99.9% availability for each Redundant Device	If between & including 44 and 220 minutes Service Unavailability in any Month, 10% of the Charges for the affected Redundant Device; or if between & including 221 and 440 minutes Service Unavailability in any Month, 20% of the Charges for the affected Redundant Device; or if more than 441 minutes Service Unavailability in any Month, 30% of the Charges for the affected Redundant Device.
Service Level	Credit
99.5% availability for each Device which is not a part of a Redundant Device	If between & including 220 and 440 minutes Service Unavailability in any Month, 10% of the Charges for the affected non-Redundant Device; or if between & including 441 and 880 minutes Service Unavailability in any Month, 20% of the Charges for the affected non-Redundant Device; or if more than 881 minutes Service Unavailability in any Month, 30% of the Charges for the affected non-Redundant Device.
1 2 servers: 10 business days 3 - 10 servers: 15 business days 11+ servers: Negotiated	10% of the Initial Fee per affected Device for each day beyond the delivery commitment, not to exceed the total Initial Fee for such Device.

Chronic Outages. If Bay City Networks reasonably determines Customer experienced chronic outages, Bay City Networks may, in its reasonable discretion, investigate the nature of any recurring problem. Customer may also request such investigation. Within 10 business days of the conclusion of Bay City Networkss investigation, Bay City Networks and Customer technical representatives will discuss the results of such investigation. If Bay City Networks reasonably determines, and notifies Customer, that Customers configuration or content requires modifications to prevent chronic outages, then Customer will not be eligible for credits and may be subject to additional charges unless Customer implements such modifications. If Bay City Networks reasonably determines that Bay City Networks's Services or Network is causing chronic outages, then Bay City Networks will promptly repair the Services or Network at its sole expense.

Definitions

Definition	Meaning
Charges	The Monthly Recurring Charges for services as set forth on Customers Order Form. Charges exclude any charges for hardware or software or lease payments to Bay City Networks Financial Services or to any third party leasing company.
Initial Fee	The initial fee as set forth on Customers Order Form.
Month	A calendar month.
Managed Data Center Network	The internal data center network, demarcated by all border routers within a data center, including shared network infrastructure equipment.
Managed Data Center Network Unavailability	The Network shall be deemed to be Unavailable if both members of any clustered pair of switches or routers are functioning in a manner which prevents access between one or more Devices and the Internet.
Redundant Device	A configuration of 2 or more Devices configured for identical functionality that use Bay City Networks-supported load balancing or clustering services for redundancy. The definition of a Redundant Device is limited to Redundant Devices that are production servers, firewalls, and load balancers managed by Bay City Networks.
Device	Any Device which is not a part of a Redundant Device. The definition of a Device is limited to non-redundant production servers, load balancers and firewalls that are managed by Bay City Networks.
Service Unavailability	With respect to each Device or Redundant Device in Customers configuration or with respect to the Managed Data Center Network, Service shall be deemed to be Unavailable if (i) the hardware and/or software components of such Device for which Bay City Networks is responsible are malfunctioning or are inaccessible via the Bay City Networks Managed Data Center Network, and (ii) such failure to function or inaccessibility is not attributable to maintenance activities; acts or omissions of Customer; failure of Customer-supplied content or software; failure of non-redundant, Customer-specific network equipment, failure of Non-Standard equipment; failure of virtual private networks; failure of software or equipment that a manufacturer has designated as end-of-life and such manufacturers support (e.g., the provision of security patches and regression testing) has ended; failure of equipment or services located at Customers premises; networks not under Bay City Networkss direct control; Vicious Attacks, or Force Majeure events (as defined in the Service Agreement). Service Unavailability for a Redundant Device shall not be deemed to occur if at least one Device in such Redundant Device configuration is accessible.
Vicious Attacks	Attacks include, but are not limited to, hacks, denial of service attacks and malicious introduction of viruses and disabling devices.