Support Services Addendum

I.      General Services Terms.

1.    Scope of Agreement. During the term of the Agreement, Evernym shall use commercially reasonable efforts to provide the Support Services and Service Levels as set forth in this Addendum, subject to the terms and conditions below.

2.    Revision of Support Services. Evernym reserves the right during the Agreement term, upon notice to Customer, to revise these Support Services; provided, Evernym will not revise the Support Services to be less favorable to the Customer than as set forth in this Addendum as of the Effective Date of the Agreement.

3.    Suspension of Support Services and Service Levels. Notwithstanding anything to the contrary in the Agreement, if Customer (i) fails to pay all Fees when due (excluding Fees disputed in accordance with Section 5(b)) or (ii) otherwise materially breaches the Agreement, and such nonpayment or breach remains uncured ten (10) days after Evernym has provided Customer with written notice of such occurrence, Evernym may suspend provision of the Support Services and/or the Support Levels effective immediately upon written notice to Customer.

4.    Measurement by Evernym. Compliance with the service levels provided in Section A of this Addendum (the “Service Levels”) is measured by Evernym on a system level based on Customer’s specific implementation and utilization of applicable Evernym Services. All Support Services and Service Levels listed are dependent, in part, upon Customer’s internal systems and the systems of third parties, which are outside the control of Evernym. Evernym shall not be responsible for any Service Level failure to the extent such failure is attributable to a cause outside of Evernym’s reasonable control, including Customer’s internal systems, systems of any third party used by Customer, the Sovrin Network, or any other Digital Credential Anchor Network.

II.      Service Levels and Reporting.

1.    Covered Evernym Services.

The Service Levels set forth below apply only to the Evernym Services hosted by Evernym pursuant to this Agreement, which may include without limitation the Consumer Cloud Agent Services and Verity Server. The Service Levels apply separately to each hosted Evernym Service.

Evernym does not provide Service Levels for Connect.Me, the Mobile SDK or Verity SDK.

Evernym is not responsible for the service levels of applications and/or Agents hosted by the Customer, nor any mobile application used by Customer in conjunction with the Evernym Services, including mobile applications developed utilizing the Evernym Mobile SDK or other licensed Evernym technology.

2.    Service Level Metrics.

The Service Levels are based on the following metrics (“Service Level Metrics”) as monitored and measured by Evernym. For the purpose of the Service Levels, the measurement period (“Metrics Reporting Period”) will be the calendar month starting at 00:00 GMT on the first of each calendar month.

2.1.    Uptime. The percentage of time over a given Metrics Reporting Period the Verity Server and Consumer Cloud Agent Services are responding to messages sent to the “/agency/msg” API endpoint with either a 200 or 300 series response.
2.2.    Latency. The amount of time required for a single message to be acknowledged by the Verity Server or forwarded by the Consumer Cloud Agent Services.

The following commitments are made by Evernym for these metrics per Metrics Reporting Period:

3.    Reporting.

3.1.    Service Level Reporting. Evernym shall monitor the Service Level Metrics and will make available to Customer upon request a report of its performance in meeting the Service Levels on a monthly basis, by no later than fifteen (15) after the end of the Metrics Reporting Period.
3.2.    Additional Reported Metrics. In addition to providing reports on the Service Level Metrics, Evernym may at its discretion provide reporting on other metrics related to the Evernym Services, including the performance of underlying Digital Credential Anchor Network. Any such additional reported metrics are provided solely for informational purposes, and Evernym offers no Service Level commitments with respect to any metrics other than the Service Level Metrics described in Section 2 above.
3.3.    Report Format. Unless otherwise agreed to by Evernym in writing, all reports provided by Evernym pursuant to this Section 3 (Reporting) will be provided by Evernym in Evernym’s then-current standard format.

4.    Service Level Credits.

The Service Level Credits set forth below apply solely to the Premium Option support tier, and shall be Customer’s sole and exclusive remedy for the failure of Evernym to meet a Service Level (a “Service Level Failure”).

The Service Level Credit will be calculated as a percentage of the Fees paid by Customer for the Evernym Services during the month in which the Service Level Failure or Service Level Failures occurred, excluding any fees paid for Support Services. If Fees for Evernym Services are payable by Customer other than on a monthly basis, the monthly fee shall be deemed to be equal to the total Fees paid or payable by Customer during the term of the Agreement, excluding Support Services Fees, divided by the number of months in the term. The Service Level Credit will be communicated to Customer in the monthly report for the subject month. The Service Level Credit will be applied as a credit against the Fees payable by Customer for the Evernym Services (i) for the month that immediately follows the report providing notice of the availability of the Service Level Credit, if on monthly billing, or (ii) at contract renewal if on full-term billing. The total Service Level Credit provided in any month shall not, under any circumstances, exceed fifteen percent (15%) of the Fees paid by Customer for the Evernym Services during that month.

5.    Planned/Scheduled Maintenance.

From time to time, Evernym reserves the right to have scheduled maintenance windows that will not affect the SLA calculations. Evernym will strive for these windows to fall into non-peak hours. However, as Evernym provides offerings worldwide, the Customer recognizes such maintenance windows may not always fall into non-peak hours. In order for the maintenance window to be considered planned, Evernym must provide notice to Customer fourteen (14) calendar days before the planned window.

III.      Evernym Services Support and Response Times.

1.    Evernym Services Support.

Evernym provides two different options for Support Services, “Standard” and “Premium” as defined in this Addendum. The “Standard” option applies by default unless Customer selects “Premium” through an Order Form.

2.    Additional Definitions.

“Error” means any verifiable and reproducible error, defect or malfunction with the Evernym Services that causes the Evernym Services to fail to perform as intended in normal business use in substantial conformance in material respects with the Documentation. An Error shall not include any failure that is caused, directly or indirectly, by: (i) use or operation of the Evernym Services with any other program or programming languages or an environment by Customer other than as provided with the Documentation; (ii) modifications to Customer Systems that access the Evernym Services not approved by Evernym in advance; or (iii) any bug, defect, or error in any third party software or service used with the Evernym Services.

“Support Request” refers to any request by a Customer for account support services, other than services that are necessary to resolve an Error, such as procedural assistance, research, training, and customer-requested account maintenance.

“Severity Levels” refers to the types of issues that may be reported by the Customer, and are defined in the following chart.

3.    Response Times.

Evernym will use commercially reasonable efforts to respond to Customer Error reports or Support Requests within the response times stated below. With respect to Errors, response times will run from the time that Evernym validates the Error. With respect to Support Requests, response times will run from Evernym’s receipt of Customer’s request.

All Error response times specifically apply only to those Errors that are within the control of Evernym.

4.    Support Service Options and Response Levels.

Two Support Service options are available, as defined below.

4.1.    Premium Option. Highest level of support intended for those who are running mission-critical, production applications on Evernym products. This option is offered for an additional Fee as detailed in the Order Form.
4.2.    Standard Option. The standard support level for production users and is included in the license pricing.

The following chart outlines the response levels for the different Severity Levels.

IV.      Evernym Software Updates.

1.    Additional Definitions.

“Mandatory Update” means an Update of Evernym Software provided by Evernym to address a significant problem or otherwise necessary to maintain the material functionality of the Evernym Services or otherwise required in order to operate the Evernym Services in accordance with the terms of the Agreement including without limitation the Service Level commitments set forth in Section II, as designated by Evernym pursuant to subsection IV.2 below.

“Major Release” means an Update of Evernym Software that includes major new enhancements, features and/or functionality, potentially including backward incompatible API changes, and which is generally denoted in the version number by a change to the number to the left of the first decimal point (e.g., a change from 2.x to 3.x).

“Minor Release” means an Update of Evernym Software that includes enhancements, feature changes, and/or bug fixes that are backwards compatible and which is generally denoted in the version number by a change to the numbers to the right of the first decimal point (e.g., a change from 2.0 to 2.1 or from 2.1.1 to 2.2.0).

“Service Pack” means an Update of Evernym Software made for routine maintenance purposes (e.g. improvements, patches, refinements or bug fixes) and that is not intended to alter functionality and which is generally denoted in the version number by a change to the numbers to the right of the second decimal point (e.g., a change from 2.1.0 to 2.1.1).

2.    Updates to Evernym Software.

2.1.    Provision of Updates. Evernym will promptly notify Customer when an Update is available for Evernym Software, and will make the Update available for Customer to download from Evernym’s customer portal. Installation of Updates is the responsibility of Customer, provided that Evernym will provide reasonable support and assistance to Customer subject to the terms of this Addendum.

2.2.    Update Features and Functionality. Except and unless Evernym and Customer agree otherwise in writing, each Update shall provide substantially the same or better functionality and feature set than the then-current version of the Evernym Software.

2.3.    Mandatory Updates. Customer must install all Mandatory Updates within thirty (30) days of Customer’s receipt of Evernym’s notice of its availability. If Customer fails to do so, Evernym reserves the right to cease providing Support Services and its Service Level commitments made hereunder shall cease, including without limitation the payment of Service Credits.

2.4.    Customer Installation of Non-Mandatory Updates. With the exception of Mandatory Updates, Customer is not required to install any Update. However, Evernym cannot guarantee that the Evernym Software in question or other Evernym Services components with which it interoperates will function as intended if Customer does not install Updates. Evernym reserves the right to cease providing Support Services with respect to any version of Evernym Software installed by Customer that is not either the then-current version or the immediately prior Major Release or Minor Release.

2.5.    Non-Commercial Releases Provided for Testing and Evaluation. Prior to providing notice of the commercial release of an Update, Evernym may (but shall have no obligation to) provide pre-release versions to Customer for testing and evaluation. Customer may install such non-commercial releases only in testing and development environments and is strictly prohibited from using any such release in a production environment or using such release in any manner in connection with Customer’s products, services, or offerings made available to its commercial users or customers. Evernym does not offer any Service Level commitments, and shall not be obligated to provide any other Support Services with respect to, such non-commercial releases.

V.      Customer Responsibilities.

Evernym’s performance obligations under this Addendum are conditioned on Customer’s compliance with the Agreement and performance of the following responsibilities:

a.    Communicate about support services in English.
b.    Reporting Errors promptly and accurately to the designated Evernym support contact for Customer.
c.    Designating contacts on Customer’s technical staff who shall be Customer’s representatives for contact with Evernym regarding the Support Services, Support Requests and Error reports, and ensuring the availability of those designated contacts when diagnosing issues. For security purposes, Evernym will only respond to requests from approved contacts at Customer.
d.    Providing sufficient information to duplicate the circumstances of a reported Error, as described in the Documentation, so Evernym can duplicate the Error, assess the situation, and/or undertake any needed or appropriate corrective action, as determined by Evernym.
e.    Prior to reporting Errors to Evernym, Customer will log, verify, and review the proposed outage to determine that the outage is not a result of Customer Systems or the connectivity, equipment, or resources of any of its third party vendors or service providers, customers, or end users.
f.    Installation of Updates.

Customer understands and agrees that successful response to Error reports and provision of Support Services is subject to Customer’s assistance and compliance, including (i) at Evernym’s reasonable request, Customer will provide Evernym with reasonable access to Customer’s personnel and equipment during normal business hours to discuss and assess any problems and/or requests for assistance; and (ii) Customer will document and promptly report to Evernym all Errors in the Evernym Services. It is Customer’s responsibility to carry out procedures necessary at Customer’s and its Authorized Users’ facilities, if and when necessary, to rectify Errors within a reasonable time after such procedures have been received by Customer personnel from Evernym.