These Service Level Agreement (hereinafter – the “SLA”) to the TeqBlaze General Terms and Conditions (hereinafter – the “TC” or the “Terms”) is a part of the public offer and the appropriate documentation relating to the services to be provided by SMARTYADS, LDA doing business as “TEQBLAZE”, a company duly incorporated under the laws of Portugal, having its registered office at Rua Joaquim António de Aguiar, nº 43, R/C Esq Lisbon Distrito: Lisbon Concelho: Lisbon Freguesia: Santo António 1070 150 Lisbon (hereinafter - the “Company” or “TeqBlaze”) to the Client (whose details specified in the applicable Purchase Order Form), which are separately referred as the “Party” and together referred as the “Parties”, as stipulated on the Company’s website https://teqblaze.com/#services (hereinafter - the “Website”) as may be amended by the Company from time to time together with the applicable Purchase Order Form (hereinafter - the “PO” or the “Order Form”) create a legally binding agreement (hereinafter - the “Agreement”) between the Company and the Client.

Upon the acceptance of the TeqBlaze General Terms and Conditions, the Client accepts this SLA, which together with the Order Form form the Agreement.

Recital

(A) The Company has developed the Services of technical solutions and platforms in the field of digital advertising.

(B) The Client wishes to use the Services in accordance with the terms of the Agreement.

(C) As part of the Agreement, the Company will provide support and services.

(D) The purpose of this SLA is to ensure that the commitments are in place to provide consistent technology service support and delivery to the Client by the Company.

(E) The objectives of this SLA are to:

• provide a clear reference to Services ownership, accountability, roles, and/or responsibilities
• present a clear, concise, and measurable description of Service Levels to the Client
• match perceptions of expected Services provision with actual Service Support and delivery

(F) This SLA is part of the Agreement and without any condition to any existing or further commercial deal and not intended to vary or supersede any other separate agreement that may exist between the Parties, and which is regulated separately under the terms of that agreement or arrangement.

1. Definitions and interpretation

   1. The following definitions and rules of interpretation in this clause apply in this Agreement:

      We have already covered the topic of supply-path optimization (SPO) and demand-path optimization (DPO) deeply in one of our previous articles on the TeqBlaze Enterprise blog: called: SPO and DPO. The main idea of the article is to show that SPO and DPO are essential elements in the way of programmatic ecosystem development. And that these two processes are closely related and benefit both the demand and supply sides.

      “Available” means the Services is accessible to the Client for using, viewing, browsing, and document creation. Availability shall have a corresponding meaning;

      “Commercially Reasonable Efforts” means the same degree of priority and diligence with which the Company meets the support needs of its other similar Clients;

      “Contact List” means a current list of the Company contacts attached in PO to enable the Client to escalate its Support Requests;

      “Fault” means any failure of the Services to operate in all material respects, including any failure or error referred to in the Service Level Table;

      “Help Desk Support” means any support provided by help desk technicians sufficiently qualified and experienced to identify and resolve most support issues relating to the Services;

      “Higher-level Support” means any higher-level support provided by an individual on the Contact List in the PO;

      “Major Functions” means availability of a technical solution, namely Platform as a Services, created by the Company;

      “Out-of-Scope Services” means any services provided by the Company in connection with any apparent problem regarding the Services reasonably determined by the Company not to have been caused by a Fault, but rather by a Client Cause or a cause outside the Company’ control (including any investigational work resulting in such a determination);

      “Client Cause” means any of the following causes:

      • a) any improper use, misuse or unauthorized alteration of the Services by the Client or attempt of those;
      • b) any use of the Services by Client in a manner inconsistent with its purpose and functionality;

      “Response Times” means the Company response times as set out in the Service Level Table;

      “Scheduled Maintenance” means the Services maintenance undertaken by the Company at a predetermined time with the Client;

      “Service Levels” means the service level responses and Response Times referred to in the Service Level Table;

      “Service Level Table” means the table set out in clause “The Company shall”;

      “Solution” means either of the following outcomes:

      • correction of a Fault; or
      • a workaround in relation to a Fault (including a reversal of any changes to the Services if deemed appropriate by the Company) that is reasonably acceptable to the Client;

      “Support” means:

      • Channels: email, chat or any other communication tool that agreed upon between the Parties;
      • Hours: 9 am - 6 pm (CET) Monday to Friday;
      • In case of high workload if the request is informational or the issue does not have significant productivity impact the team will respond within one (1) Business Day;
      • Language of support: English;

      “Support Request” means requests made by the Client in accordance with this Agreement for support in relation to the Services, including correction of a Fault;

2. Consideration

   1. The Company shall not charge additional fees for the Service Support during the Term besides the amounts of Service Support hours not included in the subscription plan as defined in the relevant Order Form.

3. Service support

   1. During the Term the Company shall perform the Service Support during the Support Hours in accordance with the Service Levels.
   2. As part of the Service Support, the Company shall:
      1. provide the Help Desk Support via email, chat or any other communication tool that agreed upon between the parties;
      2. commit appropriate resources to the provision of the Higher-Level Support;
      3. where the Help Desk Support is not provided within the relevant Service Level Response Time and the Client escalates its Support Request to an individual of appropriate qualification or experience on the Contact List to provide the Higher-Level Support;
      4. use the Commercially Reasonable Efforts to correct all Faults notified under the SLA;
      5. provide technical support for the Services in accordance with the Service Levels and to timely remove the Services if so requested by Client and to provide such Higher-Level Support as necessary to facilitate such removal;
      6. provide monitored email support;
      7. provide regular Platform operation check;
      8. provide advice, learning and guidance with the time amounts specified in the Terms.
   3. The Company may reasonably determine that any services are the Out-of-scope Services. If the Company makes any such determination, it shall promptly notify the Client of that determination.
   4. The Client acknowledges that the Company is not obliged to provide the Out-of-scope Services.

4. Submitting support requests and access

   1. The Client may request the Service Support by way of the Support Request.
   2. Each Support Request shall include a description of the problem and the start time of the incident.
   3. The Client shall provide the Company with:
      1. prompt notice of any Faults;
      2. such output and other data, documents, information, assistance and (subject to compliance with all Client’s security and encryption requirements notified to the Company in writing), as are reasonably necessary to assist the Company to reproduce operating conditions similar to those present when the Client detected the relevant Fault and to respond to the relevant Support Request; and
      3. reasonable availability of the Client representative(s) when resolving a Services-related incident or request.
   4. All Service Support shall be provided from the Company’s offices.

5. Service levels

   1. The Company shall:
      1. prioritize all Support Requests based on its reasonable assessment of the severity level of the problem reported;
      2. provide appropriate notification to Client for all scheduled and non-scheduled maintenance;
      3. provide a constant monitoring of the Services;
      4. guide the Client through all the Services-related features; and
      5. respond to all Support Requests in accordance with the responses and the Response Times specified in the Service Level Table set out below:

         Severity level of Fault	Definition	Service Level response and Response Time
         1	Business Critical Failures: An error in, or failure of, the Services that disables Major Functions from being performed.	Level 1 Response: Acknowledgment of receipt of a Support Request within three (3) hours within Support Hours (as specified in the Support definition). Level 2 Response: The Company shall: a) restore the Services to a state that allows the Client to continue to use Major Functions of the Services in all material respects within twenty-four (24) hours after the Level 1 Response time has elapsed; and b) Integration of additional modules to the Platform; Level 3 Response: The Company shall work on the problem continuously and implement the Solution within twenty-four (24) hours of receipt of the Support Request. If the Company delivers the Solution by way of a workaround reasonably acceptable to the Client, the severity level assessment shall reduce to a severity level 2 or lower.
         2	System Defect with Workaround: a) a critical error in the Services for which a work- around exists; or b) a non-critical error in the Services that affects the operations of the Client’s business.	Level 1 Response: Acknowledgment of receipt of the Support Request within eight (8) hours. Level 2 Response: The Company shall, within forty-eight (48) hours after the Level 1 Response time has elapsed, provide: a) an emergency Services fix or workaround, or; and b) temporary release or update release; which allows the Client to continue to use all functions of the Services in all material respects. Level 3 Response: The Company shall provide a permanent Fault correction as soon as practicable and no later than fifteen (15) Business Days after the Company receipt of the Support Request.
         3	Minor Error: An isolated or minor error in the Services that: a) does not significantly affect Services functionality; b) may disable only certain non-essential functions	Level 1 Response: Acknowledgment of receipt of the Support Request within twenty-four (24) hours. Level 2 Response: The Company shall provide a permanent Fault correction within thirty (30) Business Days after the Level 1 Response time has elapsed.

   2. The Parties may, on a case-by-case basis, agree in writing to a reasonable extension of the Service Level Response times.
   3. The Company shall give the Client regular updates of the nature and status of its efforts to correct any Fault and a report as to achievement of the Service Levels to which the Client might have become entitled.
   4. The Company will use its best endeavors to ensure that the Platform is 98.0% Available – dashboard uptime.
   5. Unavailability of the Platform due to the downtime in the Client’s computer system shall not be taken into account in calculating the Availability of the platform.
   6. Downtime due to the scheduled maintenance may occur up to twenty-four (24) hours a month provided that the Client was properly notified about that not less than three (3) Business Days beforehand (does not count in the total Available time specified above).

6. Entire agreement

   1. This SLA constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter and is an integral part of the Terms and the Agreement.
   2. The Company reserves the right to make changes to the SLA on a unilateral basis, so the Client can find the current version of the SLA here. If the Company updates the SLA, the Client agrees that the Client is solely responsible for tracking of such changes. The Company does its best to publish any new information and notify about changes, but the Client must independently check the SLA for any updates when using the Services. In any case, the Client is obliged to comply with changes to the SLA from the moment they are made and published.