Asigra SaaSAssure Support Services Plan for Channel Partners

DESCRIPTION OF SUPPORT SERVICES

1. General Introduction

Channel Partner shall provide Customers certain support services under this ASIGRA Support Services Plan as described below and Customers shall receive such support services directly from Channel Partner and not ASIGRA.

ASIGRA reserves the right to amend, alter, substitute, or otherwise modify the terms and conditions of this Support Services Plan at any time. By continuing to use ASIGRA SaaSAssure, Channel Partner accepts the terms and conditions of ASIGRA's then-current Support Services Plan as applicable.

2. Provision of Level 1 Technical Support and Level 2 Technical Support by Channel Partners

Channel Partner will provide Level 1 Technical Support and Level 2 Technical Support to Customers in accordance with the Channel Partner's CP Services Agreement. Under this Support Services Plan and pursuant to the Channel Partner Terms, ASIGRA will have no obligation whatsoever to provide Level 1 Technical Support or Level 2 Technical Support to the Channel Partner or any Customer (including any Customer End-User) directly. If the Channel Partner is unable to diagnose/resolve the issue, they are encouraged to open a support ticket on the ASIGRA Web Technical Support portal.

3. Provision of Level 3 Technical Support by ASIGRA

ASIGRA will provide Level 3 Technical Support to the Channel Partner as follows:

a. ASIGRA Web Technical Support is available in English via the Internet on a 24/7 basis for submission of reported Level 3 issues and requests for Level 3 Technical Support. This is monitored by ASIGRA during regular business hours (currently 4:00 a.m. to 5:00 p.m. Eastern time, Monday to Friday, excluding regular ASIGRA business holidays). ASIGRA Web Technical Support is available at https://help.saasassure.com or by email at support@asigra.com.

b. ASIGRA Technical Support is available in English via Support Telephone Hotlines that operate during ASIGRA's regular business hours (currently 4:00 a.m. to 5:00 p.m. Eastern time, Monday to Friday, excluding regular ASIGRA business holidays). The Support Hotline is available at 416-736- 8111, option 2, and option 4.

4. Classification of Level 3 Technical Support

ASIGRA classifies all issues that require Level 3 Technical Support (a "Level 3 Issue") into three (3) distinct priority categories, as follows:

High Priority – Severe Business Impact. High Priority issues include situations where the Channel Partner's business is critically impacted due to the unavailability of ASIGRA SaaSAssure as a whole or any individual component being inoperable, and a workaround is unavailable. This includes unannounced server outages or the inability to perform critical data restores. High Priority issues typically require ASIGRA to provide "around-the-clock" continuous service efforts to rectify.

Medium Priority – Moderate Business Impact. Medium Priority issues include situations where the Channel Partner's business is moderately impacted due to important ASIGRA SaaSAssure functionality being impaired or a workaround to continue. Medium Priority issues typically require ASIGRA to provide continuous service efforts to rectify them.

Low-Priority – Limited Business Impact. Low Priority issues include situations where there are malfunctions in the ASIGRA SaaSAssure, but such malfunctions have a minor impact on the Channel Partner and/or Customers and the ASIGRA SaaSAssure's core backup/restore features are not affected.

5. Submission to ASIGRA Web Technical Support

a. All requests for Level 3 Technical Support must be first submitted to ASIGRA via its ASIGRA Web Technical Support portal. ASIGRA's Web Technical Support portal has been implemented to improve ASIGRA's relations with its Channel Partners, to keep track of all technical support-related issues, and to provide consistent and up-to-date information for Channel Partners.

b. Channel Partner's personnel dealing with technical support will receive accounts on the ASIGRA Web Technical Support site, based on the permissions defined by the Channel Partner.

c. Channel Partner's personnel should obtain and provide the following information and/or documentation when reporting a Level 3 Issue to ASIGRA: (i) the research that the Channel Partner has completed via knowledge base, technical documentation, release notes, and support matrix available via the ASIGRA Web Technical Support portal; (ii) pertinent logs; (iii) Channel Partner's previous Level 3 Issue isolation and diagnosis procedures; (iv) access to the Channel Partner's problem replication environment; and (v) the steps that the Channel Partner took to replicate the reported Level 3 Issue.

d. Following the Channel Partner's provision of Level 1 Technical Support and Level 2 Technical Support, the Channel Partner may submit any Customer reported Level 3 Issue through the ASIGRA Web Technical Support portal. The ASIGRA Web Technical Support portal will automatically assign such reported Level 3 Issue a case number. In all cases, the Channel Partner must provide significant details regarding the reported Level 3 Issue, including any means to reproduce the anomaly (if possible) to expedite the investigation and solution by ASIGRA.

e. When the Channel Partner contacts the ASIGRA Level 3 Technical Support department by web, email or telephone, ASIGRA personnel will ask the Channel Partner for its company name and case number. After a new case is recorded in the ASIGRA Web Technical Support portal, ASIGRA personnel will assign an ASIGRA technical support team member to the incident and communication between ASIGRA's technical support personnel and Channel Partner's personnel will ensue through a variety of media (web support, phone conversations, email messages, chat – depending on the specific case). ASIGRA personnel will analyze the reported Level 3 Issue and will attemp to find a general workaround, or a temporary fix/workaround for the reported Level 3 Issue based on the defined Level 3 – Priority categories, as determined by ASIGRA in its sole discretion, acting reasonably.

6. Resolution of Level 3 Problems

ASIGRA will use commercially reasonable efforts to resolve Level 3 Issues in accordance with the following response time objectives:

ASIGRA will work diligently to analyze the Level 3 Issue and identify its cause. If ASIGRA determines, in its sole discretion, acting reasonably, that such reported Level 3 Issue has arisen because of a "bug", error or anomaly in SaaSAssure, then ASIGRA will use commercially reasonable efforts to resolve such reported issue.

7. Opening a Support Ticket

When the Channel Partner contacts the ASIGRA Technical Support team via the ASIGRA Web Technical Support portal, the portal will prompt the Channel Partner for its company name, personal identification, and auto-assign a ticket number. If the Channel Partner telephones or sends an e-mail to support@asigra.com and the Channel Partner does not have an open ticket because the Channel Partner does not have access to the ASIGRA Web Technical Support portal, the ASIGRA Technical Support team will enter a ticket on the Channel Partner's behalf.

8. Availability and Limitations on ASIGRA Level 3 Technical Support

a. The Channel Partner acknowledges and agrees that the Channel Partner will inform the Customer that Level 3 Issues will only be considered genuine when ASIGRA Technical Support can successfully reproduce the purported Level 3 Issue.

b. Additionally, should ASIGRA determine, in its sole discretion, that a reported Level 3 Issue relates to a malfunction or anomaly caused by CP Support, including any Channel Partner customizations created by the Channel Partner, Channel Partner SaaSAssure Services or any other Channel Partner Services, then ASIGRA will have no obligation to provide the Support Services described hereunder.

9. Definitions

Under this Support Services Plan, the following terms have the following meanings:

“ASIGRA SaaSAssure” means ASIGRA’s proprietary backup/restore data storage management solution software and Support Services, as the same may be modified from time to time.

“ASIGRA Technical Support” means the technical support offered by ASIGRA described in Section 3(b).

“ASIGRA Web Technical Support” means the technical support offered by ASIGRA described in Section 3(a) via its web portal located at https://help.saasassure.com.

“CP Support” means the first and second level support, as applicable, to be provided by (i) Customer to Customer End-Users internally; (ii) Customer, if Customer is a Service Provider, to Customer-End Users externally; (iii) Resellers to Customer and Customer End-Users, as applicable.

“CP Services Agreement” means (i) the Customer agreement to provide Customer services that incorporates ASIGRA SaaSAssure and related services to Customer End-Users as required by such Customer End-Users; or (ii) the agreement between Channel Partner and Customer that describes additional services to be performed by Channel Partner as required by Customer and its Customer End-Users, as applicable

“Channel Partner” means an authorized ASIGRA Reseller or Service Provider

“Channel Partner SaaSAssure Services” means the online backup, storage, and recovery services the Channel Partner offers to Customer using ASIGRA SaaSAssure.

“Channel Partner Terms” means the Channel Partner Term located at https://saasassure.com/legal.

“Customer” means, as applicable, the firm, corporation or other legal entity that uses ASIGRA SaaSAssure for its own internal use and makes available such SaaSAssure to its own internal Customer End-Users.

“Customer End-User” means, as applicable, the ultimate end-user of ASIGRA SaaSAssure Services, employees and contractors of Customer.

“Level 1 Technical Support” means the first level of support provided by Channel Partner to Customer, including responding to initial telephone calls, web requests and emails from Customers. The Channel Partner will work with Customers to research potential solutions via knowledge base, technical documentation, release notes, and support matrix; gather pertinent logs; isolate problems and provide resolution or escalation to Level 2 Technical Support. For greater clarity, the Channel Partner will not escalate to Level 2 Technical Support until Channel Partner has completed all necessary Level 1 Technical Support troubleshooting activities.

“Level 2 Technical Support” means the second level support provided by the Channel Partner, including responding to inquiries from a designated representative Customer’s Level 1 Technical Support in order to isolate and resolve specific problems arising from the use of the ASIGRA SaaSAssure that cannot be resolved internally by Customer or Channel Partner’s Level 1 Technical Support. As part of the Channel Partner’s Level 2 Technical Support services, the Channel Partner will be responsible for in-depth problem isolation and problem replication and will provide documented Level 2 Technical Support troubleshooting and replication steps as part of the Channel Partner’s submission to ASIGRA’s Level 3 Technical Support.

“Level 3 Technical Support” means the third level support provided by ASIGRA to the Channel Partner, including responding to “Break/Fix” or potential code errors from Channel Partner’s designated Level 2 Technical Support personnel and assisting them in the resolution of software problems related to the ASIGRA SaaSAssure.

“Level 3 Issue" has the meaning set out in Section 4 above.

“Order Form” means the binding agreement between the Customer or Channel Partner and ASIGRA that describes the Customer’s or Channel Partner’s purchase of the ASIGRA products and services.

“Service Provider” means ASIGRA’s authorized service provider of the ASIGRA SaaSAssure.

“Support Services” means the ASIGRA Technical Support, ASIGRA Web Technical Support and CP Support, as applicable.

“Support Telephone Hotlines” means the telephone hotlines provided by ASIGRA Technical Support as described in Section 3b.

10. Disclaimer; Limitation of Liability

ASIGRA makes no claim that the operation of the ASIGRA SaaSAssure will be uninterrupted or error-free, or that all errors in the ASIGRA SaaSAssure will be corrected by means of the Support Services. The Limitation of Liability in the Channel Partner Terms incorporated in the Order Form applies to the Support Services. ASIGRA DISCLAIMS ANY OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABLE QUALITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.