Master Service Terms

Schedule D – Service Level Agreement

Last Updated: June 28, 2021

1. Scope. This Service Level Agreement (the “SLA”) applies to the Social Services Self-Serve, Demand Side Platform, Data Management Platform, Datamine and AmobeeTV products only. The SLA is only for the benefit of Client, not any third-party (including any advertiser of Client).
2. Availability. Amobee targets 24 × 7 availability. If scheduled maintenance is required, Amobee will make reasonable efforts to i) give advance notice and ii) schedule the maintenance outside of U.S. business hours.
3. Phone Support. Amobee provides phone support during business hours, excluding weekends and holidays. Please contact your account representative for more information.
4. E-mail Support. Any issues affecting the availability or performance of the Services should be sent to support@amobee.com (for the Demand Side Platform, Data Management Platform, Datamine or AmobeeTV) or your account representative (for Social Services Self-Serve) .
5. Minimum Service Levels. Amobee guarantees performance at the “Minimum Service Levels” defined below. If Amobee fails to meet the Minimum Service Levels measured over a period of three consecutive months, Client’s sole remedy is to terminate the Agreement.
   

   Performance Category	Products	Minimum Service Level
   All functionality	Demand Side Platform	99.5%
   All functionality	Social Services Self-Serve, Data Management Platform, Datamine, AmobeeTV	99.0%

6. Exceptions to Minimum Service Levels. The following items are excluded from the computation of Minimum Service Levels: (a) downtimes caused by scheduled maintenance events (including new releases), (b) Client-caused outages or disruptions, (c) failures of interconnections to or from and connectivity within the Client’s ISP or networks, (d) “false-positive” service breaches reported as a result of outages or errors of any Amobee measurement system; (e) force majeure events including fire, floods, war, terrorist attacks, and similar incidents, and (f) outages caused by third-party systems including but not limited to exchanges, publishers (including Social Publishers), data vendors, networks and software providers. Variability in time required to process offline (or “batch”) reports is not considered downtime.
7. Issue Escalation. Amobee will provide Client with an escalation path for reporting of a failure of service levels and/or functionality of the Services and triage instructions to be used in the implementation process and resolution. Upon receipt of an issue, Amobee and Client will collectively determine the nature of the problem, set the relative priority and open a trouble ticket to initiate the problem resolution process in accordance with the procedure outlined below, provided that the ultimate determination of the priority level shall be within Amobee’s reasonable discretion.
   

   Priority Level	Description	Target Resolution Time*
   Critical	Critical production issue affecting all users. A problem for which there is no known Workaround and which (a) prevents the execution of a Primary Function, or (b) results in data corruption or crash.	Under 24 hours
   High	Major functionality is impacted or significant performance degradation is experienced. A problem which (a) causes difficulty in execution or use of a Primary Function or (b) prevents the execution of a Secondary Function, and as to any of the preceding, for which there is no known Workaround. Issue is persistent and affects many users and/or major functionality.	Under 48 hours
   Low	System performance issue or bug affecting some but not all users. Short-term Workaround is available, but not scalable. Also includes an inquiry regarding routine technical issues or a problem which causes difficulty in execution of a Secondary Function, but for which there is a Workaround.	Determined by Amobee on case-by-case basis

   * Target resolution times reflect Amobee’s intended mean time to recover. Amobee does not guarantee that it will be able to resolve all errors, or that it will be able to resolve all errors within the target resolution time.

8. Issue Resolution Reporting. Amobee will provide communication and updates to Client regarding the resolution of submitted issues regularly and/or upon request. After the resolution of an issue and upon request, Amobee will provide appropriate reporting detailing the cause of the issue, how soon support activity commenced, and the steps to resolution.
9. Definitions.
   1. “Primary Function” means an essential function of the Services (e.g., a problem with the bidding function, budgeting/pacing function or targeting function).
   2. “Secondary Function” means a function that does not represent an essential function of Services (e.g., a problem accessing the user interface or a problem with the accuracy or completeness of a data feed or a delay in a data feed).
   3. “Workaround” means a feasible change in operating procedures whereby an end-user can avoid the deleterious effects of a non-conformance without material inconvenience.