SERVICE LEVEL AGREEMENT
POINTOFINTEGRITY.COM SLA LAST UPDATED: January 1, 2008
This Service Level Agreement ("SLA") between you ("Customer", "you" or "your") andPointOfIntegrity Internet Development, Inc. and its affiliates and subsidiaries("PointOfIntegrity" or "we", "our" or "us") describes certain rights and remedies you haveregarding the performance of the "PointOfIntegrity Network" which is comprised of thePointOfIntegrity owned and operated Internet Protocol (IP) routing infrastructure throughwhich PointOfIntegrity provides Internet connectivity and IP routing and transit to itscustomers and PointOfIntegrity's equipment, technology, services, and facilities. This SLAapplies only to Network Outages (as defined herein) on the PointOfIntegrity Network. Itdoes not apply to PointOfIntegrity-branded connectivity services (e.g., DSL) or any otherservices that PointOfIntegrity may provide. The terms and conditions of this SLA are inaddition to the terms and conditions of your applicable service agreement withPointOfIntegrity ("Service Agreement") and in no event shall the terms and conditions ofthis SLA supersede, limit or qualify the terms and conditions of your Service Agreement. Inthe event of any conflict of terms between this SLA and your Service Agreement, the termsand conditions of your Service Agreement shall control.We reserve the right, any time and from time to time, for any reason in our discretion, tochange the terms of this SLA, as well as the Acceptable Use Policy, Intellectual PropertyAgreement, and any additional terms that apply to the PointOfIntegrity Network. We willpost or display notices of material changes on our website and we may also send you anemail about these changes. Once we post them, these changes become effectiveimmediately. If you use the PointOfIntegrity Network after we post a notice of any change,you will be bound by the change. Please check back frequently and review the terms andconditions of this SLA so you are aware of the most current terms and conditions of youragreement with us.
1. Network Availability
Customer understands and acknowledges that the PointOfIntegrity Network is subject tounavailability, including emergency situations, transmission limits, network problems orlimitations and problems associated with the Internet generally. PointOfIntegrity maysuspend PointOfIntegrity Network availability, or block certain kinds of usage, in its solediscretion, in order to: (a) comply with governmental regulations, (b) respond to emergencysituations, (c) to prevent harm to Customers and/or the PointOfIntegrity Network; or (d)perform maintenance, upgrades or service to the PointOfIntegrity Network. PointOfIntegritywill use commercially reasonable efforts to minimize and remedy any such disruptions to orsuspension of availability to the PointOfIntegrity Network as soon as reasonably practicable.The PointOfIntegrity Network speed is an estimate and is not a guarantee of the speed atwhich a Customer may send or receive data. Actual PointOfIntegrity Network speed will varybased on equipment configuration, compression, Internet congestion, traffic and otherfactors beyond the control of PointOfIntegrity. The accuracy and timeliness of data receivedis not guaranteed; packet loss and latency may occur.A "Network Outage" is an instance in which you are unable to transmit IP packets from thePointOfIntegrity Network to the public Internet, and receive packets sent to thePointOfIntegrity Network from the public Internet, for more than thirty (30) consecutiveminutes. For the purposes of this SLA, a Network Outage is deemed to begin at the timeyou notify us of the outage via our online ticketing system, or, if the ticketing system itselfis unreachable, via telephone; and to end at the first moment thereafter that ouradministrators successfully perform a traceroute to your website from outside thePointOfIntegrity Network.
2. Credit for Network Outages
Subject to the exceptions set forth in Section 3, for each Network Outage that you report tous and that we confirm, in our discretion, by analysis of our router logs, we will (as our soleobligation and your sole and exclusive remedy therefor) issue you a credit equal to onethirtieth (1/30) of the base service plan fee as set forth in your Service Agreement thatwould otherwise be billed to you in the month in which the Network Outage occurs,multiplied by the number of hours (or portions of hours) that the Network Outage persists,up to a maximum of fifty percent (50%) of your monthly base service plan fee as set forthin your Service Agreement. Network Outages separated by less than one hour shall betreated as a single Network Outage.The "monthly base service plan fee" consists of the base monthly fee paid by Customerunder the applicable service plan as set forth in your Service Agreement, exclusive of allother fees which might be charged to Customer, including, by way of example only and notlimitation, fees for set-up, bandwidth usage in excess of that included in the service plan,data storage, extra IP addresses, backup service, or any other services other than thoseavailable without additional charge under Customer's service plan.
3. Exceptions
Notwithstanding anything contained herein to the contrary, PointOfIntegrity shall have noliability and no credits shall be issued to you in connection with any Network Outage causedby, in whole or in part, directly or indirectly or otherwise associated with:
(a) Failure of power, facilities, equipment, applications, systems or connections provided ormaintained by a third party;
(b) Failure of access circuits to the PointOfIntegrity Network, unless such failure is causedsolely by PointOfIntegrity;
(c) General telco or Internet failure;
(d) Scheduled maintenance, repair, upgrade or downtime;
(e) DNS issues outside the direct control of PointOfIntegrity;
(f) Outage or error of any PointOfIntegrity measurement system;
(g) Customer's acts or omissions, including without limitation, any negligence, willfulmisconduct, or use of the PointOfIntegrity Network or PointOfIntegrity services in breach ofthe Service Agreement and Acceptable Use Policy, by Customer or others acting through oron behalf of Customer;
(h) Any acts of God or any governmental body, emergency, terrorism, riot, war, sabotage,storm, fire, flood, earthquake or labor disturbance; or
(i) Any other reason or events beyond the control of PointOfIntegrity.
4. Data Backup
In PointOfIntegrity's normal course of operations, PointOfIntegrity makes periodic backupsof some or all of the content on the PointOfIntegrity Network. PointOfIntegrity may, but hasno obligation to, make backups available to Customer upon request; provided that suchbackups exist. POINTOFINTEGRITY PROVIDES BACKUPS AS A COURTESY ONLY AND SHALLNOT BE LIABLE TO CUSTOMER FOR ANY LOSS OF OR DAMAGE TO DATA OR INFORMATION,DOWNTIME RESULTING FROM ANY FAILURE TO BACKUP ANY SPECIFIC CONTENT, OR ANYLOSS OR DAMAGE WHATSOEVER RESULTING FROM SAME.
5. Credit Request and Issuance Procedures
Requests for Network Outage credits must be made by e-mail sent tobilling@PointOfIntegrity.com within seven days of the Network Outage for which credit isrequested, and must include your PointOfIntegrity account number, the date and time yourwebsite was unavailable, and the duration of the Network Outage. PointOfIntegrity mayrequire that you provide additional information before issuing a Network Outage credit.Failure to provide such notice and information will cause Customer to forfeit the right toreceive Network Outage credits. Credits will usually be applied within two billing cycles ofyour request. All credits are exclusive of taxes. Notwithstanding anything in this SLA to thecontrary, the total amount credited to Customer in connection with Network Outages in anycalendar month will not, in any event, exceed the base service plan fees as set forth in theService Agreement paid by Customer to PointOfIntegrity for that given month.
6. Disclaimer and Limitation of Liability
CUSTOMER ACKNOWLEDGES THAT OTHER THAN AS EXPRESSLY PROVIDED HEREIN OR INCUSTOMER'S SERVICE AGREEMENT, POINTOFINTEGRITY MAKES NO CLAIMS REGARDINGTHE AVAILABILITY OR PERFORMANCE OF THE POINTOFINTEGRITY NETWORK. THEPOINTOFINTEGRITY NETWORK AND ALL SERVICES ARE PROVIDED ON AN "AS IS", "ASAVAILABLE" AND "WITH ALL FAULTS" BASIS, AND WITHOUT WARRANTIES OF ANY KIND,EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE,MERCHANTABILITY, NON-INFRINGEMENT, SUITABILITY OR FITNESS FOR A PARTICULARPURPOSE. NEITHER POINTOFINTEGRITY NOR ITS OFFICERS, DIRECTORS, EMPLOYEES,AGENTS, DEALERS, SUPPLIERS, PARENTS, SUBSIDIARIES OR AFFILIATES WARRANT THATTHE DATA, INFORMATION, PRODUCTS, PROCESSES, AND/OR SERVICES AVAILABLETHROUGH THE POINTOFINTEGRITY NETWORK WILL BE UNINTERRUPTED, NONINFRINGING,ACCURATE, COMPLETE, USEFUL, FUNCTIONAL, SECURE OR ERROR FREE.THE CREDITS DESCRIBED IN THIS SERVICE LEVEL AGREEMENT PROVIDE YOUR SOLE ANDEXCLUSIVE REMEDY FOR NETWORK OUTAGES AND/OR INTERRUPTIONS IN CONNECTIVITY.OTHER THAN AS EXPRESSLY PROVIDED HEREIN, POINTOFINTEGRITY SHALL NOT BELIABLE FOR ANY DAMAGES WHATSOEVER RESULTING FROM INTERRUPTION OR FAILUREOF THE POINTOFINTEGRITY NETWORK, LOSS OF OR DAMAGE TO DATA OR INFORMATION,LOST PROFITS, LOSS OF BUSINESS, COST OF REPLACEMENT PRODUCTS AND SERVICES,SUSPENSION, TERMINATION, OR THE INABILITY TO USE THE POINTOFINTEGRITYNETWORK, THE CONTENT OF ANY DATA TRANSMISSION, COMMUNICATION OR MESSAGETRANSMITTED TO OR RECEIVED BY USERS OF THE POINTOFINTEGRITY NETWORK, ORLOSSES RESULTING FROM ANY GOODS OR SERVICE PURCHASED, DATA TRANSMITTED,MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THEPOINTOFINTEGRITY NETWORK.
7. Fees, Dues, and Payments
All invoices and fees are due upon receipt. Failure to pay fees, dues, and other paymentswithin 3 calendar months may force us to liquidate any or all of your equipment which maybe in our possession to cure your debt to PointOfIntegrity.