i-cubed: information integration & imaging LLC Confidential I-CUBED STANDARD SERVICE LEVEL AGREEMENT This Service Level Agreement (“SLA”) sets forth the terms agreed to by Licensee and i-cubed, information integration & imaging, LLC (“i-cubed”) with respect to basic levels of services provided by i-cubed in support of either hosted or Licensed Content. The SLA includes the following areas: 1. Performance Standards Please see Appendix A (Schedule of Services) for Performance Standards specific to the services being rendered. 2. Service Availability & Monitoring For the i-cubed hosted systems and network connections – (including the web-servers that provide the API for the DataDoors client applications, the database servers that store all user and job information, and POPS servers which process the data files), i-cubed will provide response availability of ninety-nine point five percent (99.5%) each month (“Uptime”). (For purposes of clarification, Uptime shall be deemed a guaranteed Service Level). The percentage of “Uptime” will be calculated by dividing the total number of minutes of Outages during an applicable month by the total number of actual minutes in such month, and then subtracting the resulting number from 1 and multiplying that amount by 100; i.e., a calculation using the following formula: [1 – (total outage minutes in a month/total minutes in said month) x 100] An “Outage” is defined as any event, which interferes with the delivery of the API services or Licensor Content to Licensee. icubed shall not be liable for Outages that are the result of a failure of the web services or infrastructure of an upstream content provider whose web services or content are re-published via i-cubed's web services. Outages fall into one of two Severity Level categories described in Section 4, below. Scheduled maintenance (as set forth in Section 3, below) shall not be counted as Outages for the purposes of the Uptime calculation. In addition, any unavailability or failure to meet an identified Service Level due to the following causes outside of icubed’s control shall not be considered in the calculation of Service Levels: (a) downtime cause by a virus transmitted from Licensee to i-cubed, (b) a Force Majeure event, (c) failure of an upstream provider, or (c) failures due to the general unavailability of the Internet. If i-cubed fails to attain a guaranteed Service Level in any given calendar month, i-cubed shall provide to Licensee the Downtime Credits set forth in Section 5, below. Notwithstanding the foregoing, i-cubed’s failure to meet a Service Level commitment in any two (2) out of a three (3) month period shall be deemed a material breach not subject to a Cure Period, and Licensee shall have the right to terminate this Agreement upon written notice to i-cubed. 3. Scheduled and Emergency Maintenance i-cubed will use commercially reasonable efforts to provide Licensee with no less than two (2) weeks advanced written notification of changes to scheduled maintenance windows and/or upgrades. Scheduled maintenance shall occur between 13:00 Hours Sunday and 16:00 Hours Sunday, Mountain Time, unless changed pursuant to the foregoing. Scheduled maintenance shall not exceed three (3) hours per week. i-cubed will ensure that any maintenance conducted will follow industry standard change control procedures, including but not limited to such safeguards as pre-testing and qualification of upgrades and new applications, backup maintenance, availability of reversal and restoration procedures, and the maintenance of change logs for the purpose of future troubleshooting and system analysis. Emergency maintenance is defined as maintenance that must be performed by i-cubed outside of scheduled maintenance windows, regardless of time of day. Such maintenance will be categorized as an Outage. Customer should assume maintenance will be executed by i-cubed every week within the maintenance period specified above. In order to provide a reminder to customers, i-cubed agrees to specifically remind customers of regularly scheduled maintenance activities, and also agrees to the following notification schedule for all scheduled and non-scheduled events and outages: i-cubed Standard Service Level Agreement (Rev 20150203) _________ i-cubed PAGE 1 of 5 ________ Licensee i-cubed: information integration & imaging LLC Event Type Scheduled Maintenance Completion of Scheduled Maintenance Disruption of Service Resumption of service Confidential Notification Not less than 24 hours prior to commencement of maintenance activities with estimates of what services are impacted and for how long during the maintenance period. Not more than 2 hours after completion of a maintenance event. Not more than 15 minutes after i-cubed becomes aware of a service disruption (Severity 1 event). Not more than 30 minutes after service has been restored Follow-up on Service Not more than 7 days after service has been restored. The level and type of follow-on Disruption documentation of service disruption is at the sole discretion of i-cubed. All notifications will be made by email to the designated customer Points of Contact covered under i-cubed SLAs that are affected by the event. 4. Support, Incident Management & Service Restoration a. i-cubed Non-Emergency Support: i-cubed will make available to Licensee a non-emergency support telephone number and an email contact address for Licensee to call/email, requesting support of the covered services. The non-emergency support line operates during business hours, 8:00 a.m. to 6:00 p.m., Monday through Friday, USA Mountain Time, excluding United States legal holidays. The legal public holidays of the United States are identified in US CODE Title 5, §6103. See http://www.opm.gov/Operating_Status_Schedules/fedhol. All support provided in English. Non-Emergency Support Contact COMPANY i-cubed b. 24x7x365 TELEPHONE +1-970-482-4400, Dial 3 24x7x365 EMAIL LOCATION [email protected] Fort Collins, CO i-cubed Emergency Support: An incident that would require emergency support is defined as an error that causes the DataDoors API and / or access to Licensor or Licensee Content to be unavailable, unusable, inoperative, or seriously degraded resulting in (i) a total and sustained disruption or service outage or (ii) severely impacted usage. For emergency support, issue resolution, or service restoration i-cubed will make available to Licensee an “emergency operations and infrastructure” support telephone number and email contact 365 days a year, 7 days a week, 24 hours a day. There will be a single point of contact for coordination of all maintenance/upgrades and trouble reporting, tracking and resolution, and as provided below. All support provided in English. Emergency Operations and Infrastructure Support Contact COMPANY i-cubed 24x7x365 TELEPHONE +1-970-691-2254 24x7x365 EMAIL [email protected] LOCATION Fort Collins, CO i-cubed will be responsible for coordinating all restoration activity for downtime including those requiring emergency maintenance and/or incident isolation, testing and repair work for the systems, network and applications either leased or supplied by i-cubed or located within an i-cubed occupied and controlled premise. c. Licensee Single Point of Contact: Licensee will provide to i-cubed a single point of contact for coordination of all maintenance/upgrades and trouble reporting, tracking and resolution. COMPANY TELEPHONE EMAIL ADDRESS Licensee i-cubed Standard Service Level Agreement (Rev 20150203) _________ i-cubed PAGE 2 of 5 ________ Licensee i-cubed: information integration & imaging LLC d. Confidential Incident Management Licensee: i-cubed will determine, in its reasonable opinion, the Severity Level for issues based on the severity code definitions set forth below as a guideline. i-cubed will respond to the issue and use best efforts to provide a patch, fix, repair, work-around, or other mechanism to resolve the issue as described in the support table below (each a Service Level guaranty). During the incident isolation and troubleshooting process, i-cubed will regularly communicate incident resolution progress and status updates to Licensee. If a resolution is not possible within the timeframes set forth below, i-cubed shall provide Licensee with a plan to resolve the issue(s) within twenty four (24) hours, and thereafter, i-cubed will work continuously against the plan until the issue(s) is resolved. Trouble Severity Code Severity 1 Severity 2 Description Response Time "Severity 1 Error" means an error that: causes the DataDoors API and / or access to Licensor or Licensee Content to be unavailable, unusable, inoperative, or seriously degraded resulting in (i) a total and sustained disruption or service outage or (ii) severely impacted usage “Severity 2 Error” means an error that causes minor issues with respect to the Licensor Content (or access to it) which does not noticeably impact End Users Within fifteen (15) minutes Within eight (8) hours Target Resolution Time No later than two (2) hours after notification No later than twenty four (24) hours after notification Note: The time either Party first notifies the other of the incident shall be the starting time for the incident Response Time window. Licensee and i-cubed will maintain an escalation process to aid in problem resolution should any outstanding incidents warrant, either because either Party has not responded to an incident within the parameters set forth in this agreement, or the length or severity of the outage warrant. i-cubed and Licensee will exchange escalation procedures and contact lists. These lists will be routinely maintained, updated, and republished as changes warrant. 5. Monitoring: i-cubed shall monitor performance of the systems from both inside and outside of the i-cubed network to ensure performance against the Service Levels. All uptime will be measured based on a five (5) minute monitoring period against specific service endpoints. For each monitoring period, a downtime outage shall only be considered a legitimate outage when two (2) or more consecutive outage events have been detected and in this case, at least five (5) minutes of downtime shall be registered. For clarification, a single detected outage event, which is not followed immediately by a subsequent outage event on the same monitored service endpoint, will not be counted as downtime. 6. Downtime Credits If i-cubed fails to attain a guaranteed Service Level in any given calendar month, i-cubed will discount the next payable Fees payable to i-cubed by the Downtime Credit corresponding to the percentage of Uptime achieved for such month. A “Downtime Credit” means an amount determined by multiplying the specified percentage in Table A, below, by the monthly amount that the Licensee would have paid if the then-current monthly Fees were payable in equal monthly installments. Claim for downtime credit is the responsibility of the customer and must be claimed in the month following the month in which the downtime incident occurred. Table A (Measured Monthly) Percentage of Uptime Credit Provided to Licensee Uptime ≥ 99.5% 0.0% 99.5% > Uptime ≥ 95.0% 3.0% 95.0% > Uptime ≥ 90.0% 5.0% 90.0% > Uptime 7.0% i-cubed Standard Service Level Agreement (Rev 20150203) _________ i-cubed PAGE 3 of 5 ________ Licensee i-cubed: information integration & imaging LLC 7. Confidential Changes The terms and conditions of this Service Level Agreement are subject to change without notice at the sole discretion of i-cubed. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their respective authorized representatives as of the first date written below. For Licensee: For i-cubed: i-cubed: information integration & imaging LLC By: ___________________________________ Name: Title: By: ___________________________________ Name: David Steveley Title: COO Dated this _____ day of _____________, 20____. Dated this _____ day of _____________, 20____. i-cubed Standard Service Level Agreement (Rev 20150203) _________ i-cubed PAGE 4 of 5 ________ Licensee i-cubed: information integration & imaging LLC Confidential APPENDIX A SCHEDULE OF SERVICES A. PERFORMANCE STANDARDS 1. TILE CACHE SERVICES (INCLUDING ESRI OPTIMIZED TILE CACHE VIA ARCGIS SERVER ENDPOINT, WMTS) i-cubed will ensure that the time between an initial tile request from the Licensee (measured upon receipt of TCP/IP packets by the Image Web Server) and the Image Server initiating a response of Licensor and/or Licensee Content from hosted tile caches, shall be no more than two (2) seconds ninety-five percent (95%) of the time for a 256 x 256 pixel jpeg image for pre-rendered caches and no more than five (5) seconds ninety-five percent (95%) of the time for Tile Cache On Demand (TCOD) caches consisting of a single imagery layer. For clarification, the preceding sentence does not apply to the overall time required for an End User to download an entire image for viewing purposes. 2. DATADOORS STREAMING API AND WEB MAPPING SERVICES (WMS), INCLUDING GOOGLE EARTH SUPEROVERLAY (WMS WRAPPED IN KMZ) i-cubed will ensure that the time between an initial WMS request from the Licensee (measured upon receipt of TCP/IP packets by the Image Server) and the Image Server initiating a response of Licensor and/or Licensee Content from source material in an i3-TIFF format, shall be no more than five (5) seconds, ninety-five percent (95%) of the time, for a 1024 x 1024 pixel jpeg image consisting of a single imagery layer. For clarification, the preceding sentence does not apply to the overall time required for an End User to download an entire image for viewing purposes. If i-cubed is providing access to third party streaming services via cascaded requests to an upstream provider, it is not responsible for performance or availability of those services. i-cubed’s performance shall be in addition to the services received from the third party service. 3. DATADOORS POPS JOB PROCESSING i-cubed will ensure that the time between submission of a job for processing, through the Production Order Processing System (POPS) from a client application (measured upon receipt of the job request by the DataDoors Web Server) and posting of the content of the completed job on the i-cubed FTP server, shall be no more than thirty (30) minutes ninetyfive percent (95%) of the time for a standard POPS job. For clarification, the preceding sentence does not apply to the overall time required for an End User to download the completed job content for use. A standard POPS job is defined as a job request to clip, re-format and re-project an area of 25 square miles of imagery from a source data set with a source resolution of 1 meter per pixel. 4. DATADOORS GAME STREAMING API i-cubed will ensure that the time between an initial request from a client application (measured upon receipt of TCP/IP packets by the GAME Web Server) and the GAME Web Server initiating a response of Licensor and/or Licensee Hosted Content, shall be no more than five (5) seconds ninety-five percent (95%) of the time for a JPEG image of 1024 X 1024 pixels. For clarification, the preceding sentence does not apply to the overall time required for an End User to download an entire image for viewing purposes. If i-cubed is providing access to third party streaming services or third party hosted content, it is not responsible for performance or availability from those services. i-cubed’s performance shall be in addition to the services received from the third party service. 5. THIRD-PARTY AND PROXIED SERVICES DELIVERING UPSTREAM CONTENT i-cubed will ensure that the time between an initial request from a client application (measured upon receipt of TCP/IP packets by the DataDoors Web Server) and the DataDoors Web Server initiating a response of Upstream Content, shall be no more than one (1) second ninety-five percent (95%) of the time for a data payload of 1 megabytes. For clarification, the preceding sentence only applies to the transit of the requested payload through the i-cubed infrastructure and does not apply to the overall time required for the Upstream Content Service Provider to provide the requested data payload or the End User to download the data payload. i-cubed is not responsible for performance or availability of Third-Party, Upstream and Proxied Services. i-cubed Standard Service Level Agreement (Rev 20150203) _________ i-cubed PAGE 5 of 5 ________ Licensee
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