Cloud Services Standard Support Agreement

Effective December 2020

Cloud Services Support – Silver or Gold

Cloud Services Support (“Support”) under this Policy will be made available by Circonus during the subscription term for the applicable Cloud Service for which a subscription, along with a Gold or Silver Support Plan, was purchased by Customer under an Order.

  1. Scope of Support

    Support is comprised of the following:

    1. Circonus will handle Customer’s Notifications of Severity Levels 1, 2, 3 and 4 Issues as described in this Support Policy.

    2. Circonus will apply Updates (defined below).

    3. Circonus will provide Customer with access to a Circonus Support portal (the “Support Portal”, currently found at support.cironus.com) through which Customer may submit Support Tickets.

    4. Customer may also submit a Support Ticket via the standard Support email (the “Support Email”), currently found at [email protected].

    5. The above Standard Contact Mechanisms for submitting Support Tickets are monitored by Circonus during Business Hours. For Customers who have purchased Gold Support, Severity Level 1 and Severity Level 2 Issues may be reported on a 24/7 basis as described in Section 3 below.

    Definitions: As used in this Support Policy, the following terms shall have the meanings prescribed below (capitalized terms not defined herein shall have the meanings prescribed in the Order or its incorporated terms):

    “Business Day” means Monday through Friday, excluding bank holidays generally recognized in the United States.

    “Business Hours” means 9:00am through 6:00pm Eastern Time, Monday through Friday.

    “Documentation” means the then-current product documentation made generally available by Circonus along with the Software.

    “Issue” means: (i) the Cloud Service fails to perform materially in conformity with the applicable Documentation; (ii) a technical problem regarding the proper configuration of the Cloud Service, or (iii) a how-to question regarding the proper operation of the Cloud Service.

    “Notification” means: (i) the submission of a Support Ticket from Customer to Circonus by means of a Standard Contact Mechanism; and (ii) for Gold Customers experiencing a Severity Level 1 or Severity Level 2 Issue, the contacting of a Priority Contact in accordance with Section 3 below and, in each instance, otherwise in accordance with Circonus’ then-current policies and procedures for submitting such communications.

    “Response” means an initial contact from a Circonus representative to Customer to begin the evaluation of the Issue reported under one of the Severity Levels of calls described below. As a prerequisite to Circonus’ obligation to Respond, Customer must follow Circonus’ policies and procedures when submitting a Notification.

    “Standard Contact Mechanism” means the Support Portal or the Support Email (as described in Section 1 above) through which a Support Ticket may be submitted to Circonus hereunder.

    “Support Ticket” means a written request submitted by Customer for investigation of an Issue.

    “Updates” means updates of the Cloud Service for repairs (i.e., bug fixes or code corrections) and new releases (i.e., minor and major releases) which are applied by Circonus generally for use by its active Gold or Silver (as applicable) customers of the Cloud Service. Updates do not include products, modules or separate features for which Circonus charges a separate fee to its customers.

    “Workaround” means a solution to an Issue that does not involve a code correction but that once implemented causes the Issue to no longer meet the criteria for that “severity level” in the Severity Levels Chart below. This works as follows:
    (i) a Workaround has been achieved for a Severity Level 1 Issue when a solution has been implemented that downgrades the Issue to a Severity Level 2 or Severity 3 Issue;
    (ii) a Workaround has been achieved for a Severity Level 2 Issue when a solution has been implemented that downgrades the Issue to a Severity Level 3 Issue; and
    (iii) a Workaround has been achieved for a Severity Level 3 Issue when a solution has been implemented that downgrades the Issue such that it no longer meets the definition of a Severity Level 3 Issue. If the Issue involves functionality of the Cloud Service, a downgraded Severity Level 3 Issue will become a Severity Level 4 Issue.

  2. Customer’s Responsibilities: Customer’s responsibilities include:

    1. Customer shall cooperate with Circonus in seeking responses and/or solutions to any Issues that may arise in relation to the Customer’s use of the Cloud Service, which shall include providing reasonably detailed descriptions of alleged Issues and updates on performance of the Cloud Service and progress of any efforts Customer has taken in addressing Issues; Customer shall respond promptly to Circonus’ requests for information regarding an Issue;

    2. Customer shall follow the procedures for Issue reporting described below in “Description of Severity Level 1 Issue Resolution” for all Severity Level 1 Issues and follow the procedures for Issue reporting described below in “Description of Severity Level 2, Severity Level 3 and Severity Level 4 Issue Resolution” for all other Issues;

    3. Customer shall permit the Cloud Service to transfer data to Circonus regarding Customer’s configurations to allow Circonus to better identify and help respond to Issues that may arise. In addition, Customer shall permit Circonus to conduct audits, and permit Circonus to automatically or manually (at Circonus’ option) collect, on demand, various data and information regarding Customer’s use of the Cloud Service. Such audit and collection rights shall include (without limitation) the right for Circonus to confirm the number of metrics being submitted to the Circonus Cloud Platform (including to IRONdb), the number of users who are using particular features, the time spent utilizing the Circonus Cloud Service, and other usage and performance data; and

    4. Circonus makes certain ancillary programs available to Customer for use within its computing environment in order to use the Cloud Service (“Ancillary Programs”; such as brokers and agents). Customer shall be responsible for: (i) downloading, installing, configuring and updating the Ancillary Programs in a timely manner; (ii) maintaining the security and confidentiality of the Ancillary Programs; and (iii) meeting or exceeding Circonus’ minimum system requirements for use of the Cloud Service and Ancillary Programs. Circonus is only obligated to provide Support for versions of the Ancillary Programs which were made available by Circonus within the twelve (12) month period prior to Customer’s request for Support. Customer must install emergency security updates for Ancillary Programs promptly upon their availability. Additional terms and conditions regarding Ancillary Programs are set forth in the Cloud Services Master Subscription Agreement which is incorporated into the Order.

  3. Description of Severity Level 1 and Severity Level 2 Issue Notification Procedure for Gold Support Customers:

    For Issues which a Gold Support Customer believes to be a Severity Level 1 Issue or Severity Level 2 Issue, such Customer shall follow the procedure below:

    1. A Gold Support Customer’s authorized user will contact Circonus Support at the priority email address and/or priority phone number separately provided by Circonus for Gold Support Customers’ Severity Level 1 or Severity Level 2 Issues (“Priority Contact”). Gold Support Customers should not utilize the Standard Contact Mechanisms for Notifications for Severity Level 1 or Severity Level 2 Issues, since, except for the Priority Contact, the Standard Contract Mechanisms are monitored only during Business Hours.

    2. A Circonus representative will Respond to the above communication to obtain the relevant information, including the Customer’s name, authorized user’s name, contact telephone number, contact email address and a description of the Issue.

    3. To the extent deemed necessary, a technical resource may call the authorized user to gather further information regarding the applicable Severity Level 1 or Severity Level 2 Issues. Such resource will also begin working to investigate and address the Issue via a Workaround or other resolution.

    4. Circonus will review and seek to validate the priority for reported Issues and may adjust the Severity Level to better align with the definitions in this Severity Level Chart below in Circonus’ good faith discretion.

    5. Customers who are entitled to Silver Support must submit a Support Ticket via the Standard Contact Mechanisms for all Severity Level Issues.

  4. Description of Severity Level 3 and Severity Level 4 Issue Notification Procedure for Gold Support Customers and Notification Procedure for all Severity Levels for Silver Support Customers:

    For Issues which Customer believes to be a Severity Level 3 Issue, for how-to questions which will be deemed a Severity Level 4 Issue, or for Issues which a Silver Support Customer believes to be a Severity Level 1 or Severity Level 2 Issue, Customer shall follow the procedure below:

    1. Customer will submit a Support Ticket utilizing the Standard Contact Mechanisms during Business Hours.

    2. Support Ticket Notifications for alleged Issues must contain identifying Customer information and a description of the Issue being encountered including Customer’s good faith assessment of the relevant Severity Level (in accordance with the Severity Levels Chart below) and appropriate system details. How-to questions submitted on a Support Ticket will be handled as a Severity Level 4 matter under the Severity Level Chart.

    3. A Circonus representative will Respond via email and, as applicable, may request additional information regarding the Issue.

    4. To the extent deemed necessary, a technical resource may call the authorized user to gather further information regarding the applicable Issues. Such resource will also begin working to investigate and address the Issue via a Workaround or other resolution.

    5. Circonus will review and seek to validate the priority for reported Issues and may adjust the Severity Level to better align with the definitions in this Severity Level Chart below in Circonus’ good faith discretion.

  5. Severity Levels Chart

    Circonus will exert commercially reasonable efforts to respond to Customer’s Notification of Issues in accordance with the following Severity Level Chart:

    Severity Level* Contact Mechanism*** Silver Target Response Time** Gold Target Response Time**
    1: Emergency – Cloud Service is down or there is a major malfunction resulting in a product inoperable condition. Users are unable to reasonably perform their important day-to-day functions; the affected functionality is mission-critical to the Customer’s business; and the situation is reasonably considered an emergency For Gold Support Customers: May be invoked via a Priority Contact per Section 3 above

    For Silver Support Customers,
    Issues believed to be Severity Level 1 Issues shall be submitted via a Standard Contact Mechanism and will be treated as a Severity Level 2 Issue.

    		N/A 1 hour
    2: Critical – Critical loss of functionality or performance in the Cloud Service resulting in a high number of users unable to perform their important day-to-day functions. There is a major feature/product failure in the Cloud Service such that, while the Cloud Service is usable, it is severely limited. Standard Contact Mechanism for Silver Support Customers
    or, for Gold Support Customers, via
    a Priority Contact

    Business Hours

    		4 Business Hours 2 hours
    3: Moderate – Moderate loss of functionality or performance in the Cloud Service resulting in multiple users impacted in their important, day-to-day functions. There is a minor feature/product failure or a minor performance degradation. Standard Contact Mechanism

    Business Hours

    		8 Business Hours 4 Business Hours
    4: Minor – Minor loss of functionality in the Cloud Service; product feature requests, and how-to questions.

    “How-to” questions may include questions related to one or multiple modules of the Cloud Service; integration, installation and configuration inquiries regarding the Cloud Service, enhancement requests, or documentation questions.

    		Standard Contact Mechanism

    Business Hours

    		Subject to Circonus’ product roadmap schedule and Circonus’ policies regarding limitations on the number of Support contacts permitted over a particular time period. 3 Business Days

    * An Issue shall not be deemed to have occurred if the reported problem is caused by a factor or event described in, or is otherwise excluded under, Section 6(a) below. For purposes of Support, the “Cloud Service” means the production version of the Cloud Service.

    ** Response Time is measured from receipt of Notification of the alleged Issue. Any Notification of a Severity Level 1 Issue reported by a Silver Support Customer will be treated as a Notification of a Severity Level 2 Issue.

    *** By way of clarifying examples: If a Gold Support Customer Notifies Circonus of a Severity Level 1 or 2 Issue at any time (pursuant to Section 3 above), then Circonus’ target Response Time will be either 1 or 2 hours (as applicable) on a 24/7 basis. If a Gold Support Customer Notifies Circonus of a Severity Level 3 Issue at 5:00 p.m. on a Business Day (i.e., 1 hour before the end of the Business Day), then Circonus’ target Response Time will be 4 Business Hours, meaning by Noon on the following Business Day. If a Silver Support Customer Notifies Circonus of a Severity Level 1, 2 or 3 Issue at 7:00 p.m. (i.e., after Business Hours), then Circonus’ target Response Time will be either 4 or 8 Business Hours (as applicable) from 9:00 a.m. the following Business Day.

  6. Exclusions and Additional Terms

    1. Support Exclusions. Circonus has no obligation to provide Support for reported items which are not confirmed by Circonus to be an Issue in the Cloud Service. For the avoidance of doubt, Support does not include: (i) the provision of professional services, such as implementation, installation, configuration, or integration services; (ii) onsite support; (iii) out of pocket expenses incurred by Circonus in providing Support; (iv) custom software development or programming services; (v) support for customizations or modifications developed specifically for Customer; (v) training; (vi) assistance with Customer’s administrative functions; (vii) support for third party products, Customer’s “homegrown” programs, Customer’s network or other software or hardware components of its computing environment; (viii) support for hardware; (ix) support resulting from Customer’s misuse of the Cloud Service or breach of its requirements or obligations under this Policy or the MSA, including where Customer utilizes configuration settings that were not approved in advance by Circonus; (x) any support or services outside the scope of support described in this Support Policy; or (xi) support for problems caused by factors outside of the reasonable control of Circonus, including internet and power outages or delays in telecommunications or third party services.

    2. This Support Policy is subject to the terms and conditions of the Order entered into between Circonus and Customer and the underlying Cloud Services Master Subscription Agreement (“MSA”). In the event of any conflict, the terms of the Order and MSA shall control.

    3. This Support Policy is subject to change from time to time by Circonus; provided, however, that Circonus shall not reduce the level or standards of Support described in this Support Policy in any material respect for the duration of Customer’s then-current committed subscription term. Customer will be notified of any material changes via the Support Portal or an email to Customer’s business and technical contacts (which shall be provided to Circonus upon execution of each applicable Order).

    4. References in this Support Policy to Circonus email addresses and URLs are subject to change and shall be deemed to include successor email addresses and URLs.