Smargav FieldX ("System") Support Agreement

This Support Agreement applies to and is incorporated by reference into the ordering document ("Order") made by and between the Service Provider ("Smargav") and the Customer (as identified on the Order). Service Provider may modify the terms and conditions of this Support Agreement from time to time by posting such amended Support Agreement to Service Provider's site, but will provide thirty days (30) advance notice to Customer before materially reducing the benefits offered to Customer under this Support Agreement.

1. DEFINITIONS

"Issue" means a failure of the "Application" (as described in the Order) to substantially conform to the functional specifications set forth in the Documentation.

"Entry Support" means the support level as set out in Section 2.

"Premium Support" means the Premium level of Support as set out in Section 3.

"Dedicated Support" means the Dedicated Support level of Support as set out in Section 4.

"Response Time" means the time period in which the assigned support resource (or support system) shall provide Customer with an initial technical response as a result of an Issue reported by Customer.

"Support" means the support services to be provided by the Service Provider to the Customer in accordance with this Addendum.

"Support Level" means the level of Support (Entry Support, Premium Support or Dedicated Support) that has been selected by the Customer on the Order.

"Term" means the duration set forth in the Order.

2. ENTRY SUPPORT

2.1 Entry Support. Entry Support includes the program features that Service Provider makes generally available to its Entry Support customer base during the applicable Term as follows:

2.2 "Support" Definition: Support consists of assistance provided to customers via the Internet with respect to use of the Application and to resolve Issues. Support cases are tracked and managed through access to an internal support management system operated by Service Provider's support center. Customers can send email to the Support email address provided in the website. Entry Support is available Monday through Friday during Service Provider's business hours, excluding local holidays.

2.3 Severity Classification and Response Time Goals. Service Provider classifies issues according to severity of impact on the use of the Application, according to the chart below. Service Provider will resolve all disputes regarding severity classification in its sole discretion.

Entry Support Response Time Goals
Severity Impact Response Time Goal
1 Production system is down, impacting all applications and associated business systems. 4 business hours (from the time of acknowledge of email)
2 Production system performance is degraded, but operational; Issue affects essential functions; or Issue is blocking critical systems tests or deliverables. 1 business day
3 General product questions relating to system usage, development, feature issues or Documentation. 2 business days

3. PREMIUM SUPPORT

3.1 Premium Support. Premium Support includes the features that Service Provider makes generally available to its Premium level customer base during the applicable Term.

3.2 Electing Premium Support. Customer may upgrade from Entry Support to Premium Support at any time provided that Customer pays additional fees indicated on the applicable Order. Such fees may be prorated if the upgrade is made any time during then-current Term. However, Customer may only downgrade from Premium Support to Entry Support at the time of renewal. To downgrade from Premium Support to Entry Support, Customer must provide written notice to Service Provider at least thirty days (30) prior to the expiration of the then-current Term.

Premium Support Response Time Goals
Severity Impact Response Time Goal
1 Production system is down, impacting all applications and associated business systems. 4 business hours (from the time of acknowledge of email)
2 Production system performance is degraded, but operational; Issue affects essential functions; or Issue is blocking critical systems tests or deliverables. 1 business day
3 General product questions relating to system usage, development, feature issues or Documentation. 2 business days

4. DEDICATED SUPPORT

4.1 Dedicated Support. Dedicated Support includes the features that Service Provider makes generally available to its Dedicated Support customer base during the applicable Term.

4.2 Electing Dedicated Support. Customer may upgrade to the Dedicated Support at any time provided that Customer pays additional associated fees as indicated on the applicable Order. Such fees may be prorated if the upgrade is made any time during the then-current Term. However, Customer may only downgrade from Dedicated Support to Premium Support or Entry Support at the time of renewal.

4.3 Dedicated Support. The Dedicated Support features include the Entry Support described herein. Support is available 24×5 for all Issues and 24×7 for Severity 1 cases.

4.4 Severity Classification and Response Time Goals. Issues are classified according to severity of impact on the use of the Application, according to the chart below. Service Provider will resolve all disputes regarding severity classification in its sole discretion.

Dedicated Support Response Time Goals
Severity Impact Response Time Goal
1 Production system is down, impacting all applications and associated business systems. 4 business hours (from the time of acknowledge of email)
2 Production system performance is degraded, but operational; Issue affects essential functions; or Issue is blocking critical systems tests or deliverables. 1 business day
3 General product questions relating to system usage, development, feature issues or Documentation. 2 business days

5. OBLIGATIONS OF CUSTOMER

5.1 Support Contact. All communications relating to Support will be supervised, coordinated and undertaken by no more than two (2) designated contact persons per Customer work-shift who will act as a point of contact between Customer and Service Provider. Each contact must possess or, at Customer's expense, acquire the necessary expertise and training to diagnose and resolve Issues with direction by Service Provider.

5.2 Pre-Call Procedures. Prior to requesting Support from Service Provider, Customer shall comply with all published operating and troubleshooting procedures for the Application. If such efforts are unsuccessful in eliminating the Issue, Customer shall then promptly notify Service Provider of the Issue. Customer shall confirm that the following conditions are true before contacting Service Provider for support:

a) Reproduction. If possible, the situation-giving rise to the Issue is reproducible in a single supported Application;

b) Support Representative. The Customer contact has the technical knowledge regarding the Application and any other software or hardware systems involved;

c) Access. The entire system, including all software and hardware, is available to the Customer contact without limit during any communication with Service Provider support personnel;

d) Availability. If requested and required, Customer must make available to Service Provider a technical representative during support hours of coverage for all Issues.

5.3 Remote Connection. If appropriate, Customer will cooperate with Service Provider to allow and enable Service Provider to perform Support via remote connection using standard, commercially available remote control software. Customer will be solely responsible for instituting and maintaining proper security safeguards to protect Customer's systems and data.

5.4 Updates. Customer acknowledges and agrees that SaaS services updates provided by Service Provider pursuant to this Addendum may, in Service Provider's sole discretion, require additional training of Customer's personnel. Such training will be performed in accordance with Section 6.

5.5 Disclaimer. Service Provider will not be responsible to provide Support, updates or any other maintenance and support to the extent that Issues arise because Customer: (a) misuses, improperly uses, mis-configures, alters or damages the Application; (b) uses the Application with any hardware or software not recommended by Service Provider; (c) uses the Application at any unauthorized location; (d) fails to install an update to the Application if such update would have resolved the Issue; or (e) otherwise uses the Application in a manner not in accordance with the SaaS Subscription Agreement.

6. ADDITIONAL PROFESSIONAL SERVICES

6.1 Scope. Customer may purchase supplemental professional services for an additional fee. Fees related to such services will be set forth in a statement of work signed by both parties. If no fee is stated, then services will be provided at Service Provider's standard rate for equivalent services in effect at the time the statement of work is executed. For clarity, if any services are explicitly included in the Support Level selected by Customer, then such services do not require payment of an additional fee.

a) On-Site Services. Customer may purchase on-site Support.

b) Training. Customer may purchase training services with respect to the Application.

c) Consulting. Customer may purchase consulting services related to defects caused by Issues other than the Application.

6.2 Out of Pocket Expenses. Customer shall pay all reasonable out-of-pocket expenses incurred by Service Provider, including costs for meals, lodging and travel related to these additional services.