Singlewire InformaCast Reach Service Schedule
This InformaCast Reach Service Schedule (this “Service Schedule“) forms part of, and is incorporated into, the Agreement between Singlewire and Customer and is applicably only where Customer orders the InformaCast Reach Services.
1. Defined Terms. For purposes of this Service Schedule, the following capitalized terms shall have the meanings ascribed thereto. Other capitalized terms used in this Service Schedule are defined in the context in which they are used. Other capitalized terms used but not defined herein shall have the meanings given to them in the Singlewire Master Terms and Conditions (the “Terms“), available at https://www.singlewire.com/terms.
(a) “Customer Content” means all text, audio, imagery, video, and other information or content contained in a Notification or otherwise input by Customer or Users into the InformaCast Reach Services. For clarity, Customer Content constitutes Customer Data.
(b) “Endpoints” means devices capable of receiving Notifications. Endpoints may include, without limitation, mobile devices (e.g., cellular telephones), telephones, internet-connected speakers, signage, desktops, collaboration tools, and strobes.
(c) “InformaCast Alert SaaS Offering” means the features and functionalities available through the InformaCast Respond SaaS Offering that enables Customer to receive and respond to panic alerts and notifications initiated through the use of applicable InformaCast Alert Products.
(d) “InformaCast Reach Materials” means the Documentation, Installed Technology, and any other documents, software, devices, works, or materials provided or otherwise made available to Customer by Singlewire in connection with Singlewire’s provision and Customer’s receipt, access to, and use of the InformaCast Reach Services.
(e) “InformaCast Reach SaaS Offering” means Singlewire’s communication platform that enables Customer and Users to send Notifications to Recipients.
(f) “InformaCast Reach Services” means, as applicable and as context dictates, the InformaCast Reach, InformaCast Respond, and InformaCast Alert SaaS Offerings Singlewire provides to Customer pursuant to an Agreement.
(g) “InformaCast Respond SaaS Offering” means Singlewire’s incident management platform, available through the InformaCast Reach SaaS Offering, designed to provide coordination and response features and functionalities to Customer and Users for use during critical situations.
(h) “InformaCast Reach Service Level Agreement” means the service level agreement applicable to the InformaCast Reach Services, attached hereto and incorporated herein by reference as Appendix 1.
(i) “InformaCast Reach Support Services” means the support and maintenance Singlewire provides or otherwise makes available to Customer in connection with Singlewire’s provision and Customer’s receipt, access to, and use of the InformaCast Reach Services under an Agreement as more fully described in the Singlewire Support Services Schedule, available at https://www.singlewire.com/service-schedule-support.
(j) “Initiator” means a User or device capable of creating Notifications through or in connection with the InformaCast Reach Services.
(k) “Notification” means a message issued by an Initiator through or in connection with the InformaCast Reach Services. Notifications may be sent through certain media or form as and to the extent available through the applicable InformaCast Reach Services, including, without limitation, via text messages, push notifications, audio or text alerts, and visual displays.
(l) “Recipient” means a User or Endpoint capable of receiving and/or responding to Notifications.
2. InformaCast Reach Services – General
(a) Authorization for Access and Use of InformaCast Reach Materials. Subject to Customer’s compliance with the terms of the applicable Agreement, including, without limitation, this Service Schedule, in addition to, and not in lieu of, any rights granted under the applicable Agreement, including, without limitation, the limited rights to access and use the InformaCast Reach Services as specified in the Terms, Singlewire grants to Customer a limited, non-exclusive, non-transferable, non-sublicensable, non-assignable, revocable right to access and use the InformaCast Reach Materials for Customer’s own internal business purposes, as described in the Documentation and solely in connection with Customer’s receipt of, access to, and use of the InformaCast Reach Services. Customer’s rights with respect to the InformaCast Reach Materials shall terminate upon the expiration or earlier termination of the applicable Order Form.
(b) Performance. Except during any suspension or termination of Customer’s or any User’s access to or use of the InformaCast Reach Services pursuant to the applicable Agreement, Singlewire will use commercially reasonable efforts to ensure the InformaCast Reach Services are available in accordance with the InformaCast Reach Services Availability Commitment set forth in the InformaCast Reach Service Level Agreement.
(c) Use of InformaCast Reach Services. In addition to, and not in lieu of, any terms governing Customer’s or a User’s access to or use of the InformaCast Reach Services set forth in the applicable Agreement, the following shall apply to Customer’s and User’s access to or use of the InformaCast Reach Services:
(1) Users.
(a) Users designated as Administrators or Initiators shall be limited to Customer’s authorized employees and consultants. Devices assigned as Initiators shall be limited to Customer-owned or controlled devices.
(b) A Recipient who wishes to receive Notifications on an Endpoint through or in connection with applicable InformaCast Reach Materials (e.g., InformaCast mobile application for iOS devices) must obtain a licensed copy of such InformaCast Reach Materials from Singlewire and such Recipient’s installation, access to, and use of any such InformaCast Reach Materials on any such Endpoint are subject to, without limitation, such Recipient’s acceptance of and compliance with the applicable Terms of Service, including, without limitation, Singlewire End User License Agreement, available at https://www.singlewire.com/eula.
(2) Updates. Singlewire may, but is not obligated to, provide or otherwise make available updates or modifications to the InformaCast Reach Services or InformaCast Reach Materials from time to time (collectively, “InformaCast Reach Updates“). In the event Singlewire provides or otherwise makes available an InformaCast Reach Update, the prior version of the applicable InformaCast Reach Services or InformaCast Reach Materials will no longer be accessible (collectively, “Prior InformaCast Reach Versions“). Without limiting the generality of the foregoing, Customer shall not, and shall not attempt to, access or use any Prior InformaCast Reach Version after Singlewire provides or otherwise makes available an applicable InformaCast Reach Update.
(3) Usage Limits.
(a) Customer shall not, and shall not attempt to circumvent, any usage limits with respect to Customer’s access to and use of the InformaCast Reach Services set forth in the applicable Agreement. Without limiting the generality of the foregoing, Singlewire may, in its sole discretion, limit the number of Endpoints on which a Recipient may receive Notifications through or in connection with Customer’s access to or use of the InformaCast Reach Services.
(b) Except as otherwise set forth in, and subject to Customer’s compliance with, the applicable Agreement, Customer is permitted to send unlimited Notifications to Endpoints via email and push notifications.
(c) For Notifications sent via voice or SMS text messages to Endpoints, Customer’s access to and use of the InformaCast Reach Services
(a) for Endpoints associated with telephone numbers within the United States or Canada, the combined equivalent of one hundred (100) SMS text messages and voice minutes per Recipient per year; and
(b) for Endpoints associated with telephone numbers outside the United States or Canada, the combined equivalent of six (6) SMS text and voice minutes per Recipient per year.
(d) In the event Customer exceeds the combined applicable limits for Notifications sent via SMS text messages and voice minutes, Customer will be charged for such additional Notifications. Singlewire will provide notice and an invoice for such charges to Customer and Customer shall have a reasonable time to pay such charges or otherwise subscribe to and pay for additional combined SMS text message and voice minute capacity.
(4) Notifications. Without limiting anything set forth in the applicable Agreement regarding Customer Data, including, without limitation, any rights or licenses granted with respect to Customer Data, Customer agrees as follows:
(a) all Customer Content is the sole responsibility of Customer, including, without limitation, the integrity, legality, and quality of all Customer Content;
(b) neither Customer nor any Users will send, or attempt to send, any Notifications to any Endpoints via telephone line or telephone number other than for emergency purposes or with the prior express consent of the contacted party (where such consent has not been withdrawn or otherwise revoked);
(c) Customer Content shall not infringe the Intellectual Property rights of any Party or third party, violate any applicable laws, including, without limitation, any applicable privacy laws, conflict with Customer’s applicable privacy policies or notices, or violate any right to privacy;
(d) Singlewire or its service providers or suppliers may block Notifications based on instructions from potential Recipients without any liability to Customer. Customer shall not circumvent, or attempt to circumvent, any such blocks;
(e) Singlewire has no obligation or liability for any loss, alteration, destruction, damage, corruption, or recovery of any Customer Data collected through, or otherwise generated by, Customer’s access to or use of the InformaCast Reach Services, including, without limitation, any Customer Content or Notifications. Without limiting the foregoing, under no circumstances will Singlewire or any of its service providers or suppliers be responsible for any loss, alteration, destruction, damage, corruption, recovery or loss of access to any such Customer Data or any damage or liability arising out of such Customer Data, including, without limitation, any mistakes or errors contained in any such Customer Data or the use or transmission of any such Customer Data, any such Customer Data that infringes the Intellectual Property rights of any Party or third party or the failure of a Notification to reach the intended Recipient(s); and
(f) Notifications and other communications made through or in connection with Customer’s access to or use of the InformaCast Reach Services are not considered secure communications and neither Customer nor any User has any expectation of privacy in any Notifications sent or received through or in connection with the InformaCast Reach Services.
(5) Prohibited Uses. Without limiting anything set forth in the applicable Agreement, Customer will not access or use, or permit or attempt to access or use, the InformaCast Reach Services or InformaCast Reach Materials:
(a) to engage in or facilitate any illegal, unethical, deceptive, or misleading practices, including, without limitation, creating a false identity or forged contact information or message header or otherwise attempt to mislead others as to the identity of the sender or the origin of any Notification;
(b) in connection with any telemarketing, commercial messages, advertisements or solicitations, junk email, junk phone messages, spam or any unsolicited or harassing messages (commercial or otherwise); or
(c) in any manner which violates or facilitates the violation of any law, statute, ordinance, rule or regulation, including, without limitation, the CAN-SPAM Act, the Telephone Consumer Protection Act, the Do Not Call Implementation Act, the Health Insurance Portability and Accountability Act, law governing export control and any related rules or regulations.
(d) Passive Conduit. Customer acknowledges and agrees that the InformaCast Reach Services are merely passive conduits for the distribution and transmission of Customer Content via Notifications by Customer and Users to Recipients.
(e) Third Party Active Directories. To the extent Customer’s access to and use of the InformaCast Reach Services permits the use of any third party active directories, Customer and Users shall only access and use those third party active directories that Customer has all necessary rights, licenses, and authorizations to access, and all access to or use of any third party active directories through or in connection with Customer’s use of the InformaCast Reach Services shall comply with all terms and conditions applicable to such third party active directories imposed on or otherwise applicable to Customer.
(f) Equipment. Without limiting anything set forth in the applicable Agreement, including, without limitation, Section 2(f) of the Terms, Customer acknowledges and agrees that: (1) as between the Parties, Customer is solely responsible for Customer’s and Users’ internet or cellular connection, including, without limitation, all service provider connection charges and security; (2) the speed of Customer’s and Users’ internet or cellular connection may have a significant impact on the performance of the InformaCast Reach Services and Singlewire shall not have any obligation, responsibility, or liability arising out of or in connection with the speed of Customer’s or Users’ internet or cellular connection; and (3) as between the Parties, Customer shall be responsible for ensuring Equipment is maintained and functioning properly.
(g) Compatibility. Except as otherwise provided in the applicable Agreement, Customer acknowledges and agrees that: (1) Customer is solely responsible for ensuring Equipment is compatible with the applicable InformaCast Reach Services; and (2) Singlewire shall not have any obligation or liability regarding the compatibility of Equipment or any Third Party Feature with the applicable InformaCast Reach Services, including, without limitation, ensuring ongoing compatibility with the InformaCast Reach Services for any particular systems, devices, services, or the like or making the InformaCast Reach Services compatible with any current or future system, device, service, or the like.
(h) No Reliance. Without limiting anything set forth in the applicable Agreement, Customer acknowledges and agrees that Customer’s acquisition of the right to access and use the InformaCast Reach Services was not made in reliance on an expectation Singlewire will provide or otherwise make available any additional features or functionalities to the InformaCast Reach Services in the future or on any statements made by Singlewire regarding the possibility of any such future features or functionalities.
(i) Third Party IP Phones. Without limiting anything set forth in the applicable Agreement, Customer shall, and is solely responsible for, obtaining, maintaining, and complying with all necessary licenses applicable to any third party IP phone Customer or a User utilizes to connect to or receive information from the InformaCast Reach Services. For the avoidance of doubt, this includes, but is not limited to: (1) receiving text and/or audio as a Notification from InformaCast; and (2) initiating a Notification via DialCast, API Call, or other means. Without limiting the foregoing, Customer shall also monitor any such third party IP phone for applicable dialing patterns.
3. InformaCast Respond SaaS Offering – Additional Terms.
(a) Applicability. This Section applies where Customer is granted the right to access and use the InformaCast Respond SaaS Offering pursuant to an applicable Agreement.
(b) Requirements. In addition to, and not in lieu of, the terms set forth in the applicable Agreement, access to and use of the InformaCast Respond SaaS Offering requires a current, valid subscription to access and use the InformaCast Reach SaaS Offering. Without limiting the generality of the foregoing, in the event Customer’s or any User’s right to access or use the InformaCast Reach SaaS Offering is suspended or terminated, Customer acknowledges and agrees that such suspension or termination shall apply, as applicable, to Customer’s and/or the applicable User’s right to access or use the InformaCast Respond SaaS Offering.
(c) Emergency Service Providers. In addition to, and not in lieu of, the terms set forth in the applicable Agreement, where Customer or Users access or use the InformaCast Respond SaaS Offering to transmit data or information to safety or emergency response providers, including, without limitation, 9-1-1 or equivalent fire, police, emergency medical, emergency management, campus safety officials, public health services, or a monitoring service or central station (collectively, “Emergency Service Providers“), Customer represents, warrants, and covenants that Customer has authorized Singlewire to transmit data and information via the InformaCast Reach Services for delivery to applicable Emergency Service Providers.
(d) False Alarms. As between the Parties, Customer is responsible for any and all fees, penalties, fines, and costs arising from or related to any false alarms initiated by Customer or Users through or in connection with the access to or use of the InformaCast Respond SaaS Offering (“False Alarms“). Without limiting the foregoing and notwithstanding anything to the contrary in the Agreement, and Customer agrees to indemnify, hold harmless, and defend the Singlewire Indemnified Parties for any and all Losses or Expenses sustained, incurred by, or asserted against a Singlewire Indemnified Party arising out of any False Alarms.
4. InformaCast Alert SaaS Offering – Additional Terms.
(a) Applicability. This Section applies where Customer is granted the right to access and use the InformaCast Alert SaaS Offering pursuant to an applicable Agreement.
(b) Requirements. In addition to, and not in lieu of, the terms set forth in the applicable Agreement, access to and use of the InformaCast Alert SaaS Offering requires current, valid subscriptions to access and use the InformaCast Reach SaaS Offering and the InformaCast Respond SaaS Offering. Without limiting the generality of the foregoing, in the event Customer’s or any User’s right to access or use the InformaCast Reach SaaS Offering and/or InformaCast Respond SaaS Offering is suspended or terminated, Customer acknowledges and agrees that such suspension or termination shall apply, as applicable, to Customer’s and/or the applicable User’s right to access or use the InformaCast Alert SaaS Offering.
(c) InformaCast Alert Products.
(1) Customer acknowledges and agrees that certain Products, such as wearable panic buttons, beacons, and gateways (generally, the “InformaCast Alert Products”) are required to access to and use of the InformaCast Alert SaaS Offering.
(2) For the avoidance of doubt, except as otherwise provided in the applicable Agreement, the terms set forth in this Service Schedule shall not limit, replace, supersede, or otherwise modify any separate agreement between Customer and, as applicable, Singlewire or a Reseller concerning Customer’s purchase or receipt of any InformaCast Alert Products (“Terms of Purchase“). In the event of any conflict between this Service Schedule and the Terms of Purchase, the Terms of Purchase shall control.
(3) Without limiting anything set forth in the Terms of Purchase or the applicable Agreement, Customer shall not, and shall not permit others to: (1) alter, obscure or remove any of trademarks, copyright notices, patent or patent pending notices, or any other proprietary rights notices or information placed on the InformaCast Alert Products; (2) alter, adapt, translate, decompile, disassemble, copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to work around or discover any part of the InformaCast Alert Products; or (3) disable, restrict or otherwise interfere with the operation of the InformaCast Alert Products.
(4) Notwithstanding anything to the contrary in the applicable Agreement, including, without limitation, Section 5(c) of the Terms, Singlewire warrants to Customer that the InformaCast Alert Products will be free from defects in materials and workmanship for one (1) year from the date of receipt of original purchase (the “InformaCast Alert Product Limited Warranty“). This InformaCast Alert Product Limited Warranty will apply only if Customer purchased or otherwise obtained the applicable InformaCast Alert Product from Singlewire or a Reseller pursuant to an Order Form signed or otherwise accepted by Singlewire. This InformaCast Alert Product Limited Warranty does not apply to any loss or damage caused by accidents, misuse, neglect, disassembly, alterations, servicing other than by Singlewire, damage caused by water, extreme heat, or other environmental, if the InformaCast Alert Product’s serial number has been removed or replaced, or other causes beyond Singlewire’s control. In order to obtain warranty service under the InformaCast Alert Product Limited Warranty, Customer must submit a valid claim to Singlewire, during the warranty period, by contacting Singlewire and obtaining a return materials authorization(“RMA“) number, and, at Singlewire’s sole discretion, either: (1) return the applicable InformaCast Alert Product to Singlewire within thirty (30) days of Customer’s receipt of the applicable RMA number; or (2) permit Singlewire or its designated representative to retrieve the applicable InformaCast Alert Product from Customer’s premises within a commercially reasonable time period after Customer’s receipt of the applicable RMA number. Customer’s sole and exclusive remedy (and Singlewire’s entire liability) with respect to any defective InformaCast Alert Product covered by the InformaCast Alert Product Limited Warranty will be for Singlewire to replace such defective InformaCast Alert Product with an equivalent InformaCast Alert Product, including, where applicable, the installation of such replacement InformaCast Alert Product in the same location where the defective InformaCast Alert Product was installed. No refunds will be issued. The replaced InformaCast Alert Product will continue to be subject to the InformaCast Alert Product Limited Warranty for the remaining time of the original warranty period. All returned or retrieved defective InformaCast Alert Products will become Singlewire’s property. THIS SECTION SETS FORTH SINGLEWIRE’S ENTIRE LIABILITY AND CUSTOMER’S EXCLUSIVE REMEDY FOR ANY DEFECTIVE INFORMACAST ALERT PRODUCT COVERED BY THE INFORMACAST ALERT PRODUCT LIMITED WARRANTY
(5) InformaCast Alert Products are not eligible for returns. For the avoidance of doubt, Section 5(d) of the Terms shall not apply to any InformaCast Alert Products.
(d) Standard Operating Procedures. Customer represents, warrants, and covenants that Customer: (1) has established and will maintain industry standard operating procedures and policies, as well as related testing procedures, for the use of the InformaCast Alert Products within the InformaCast Reach Services (collectively, “SOPs“), including, without limitation, the use of the InformaCast Alert Products to transmit panic button signals; and (2) has established and will maintain appropriate training and education for all relevant Customer Personnel related to the SOPs.
5. Installed Technology.
(a) General. In addition to any Products, including, without limitation, any InformaCast Alert Products, specified in the applicable Order Form, Customer’s access to or use of the InformaCast Reach Services may require Customer to install associated software provided or otherwise made available by Singlewire to Customer on Customer’s systems (“Installed Technology“), as set forth in the Documentation. This Section applies to the extent Customer’s access to or use of the InformaCast Reach Services requires the installation and use of Installed Technology.
(b) Delivery. Any Installed Technology will be provided or otherwise made available by Singlewire to Customer via download pursuant to applicable instructions provided by Singlewire to Customer.
(c) License. Subject to terms and conditions of the applicable Agreement, during the term of the applicable Agreement, Singlewire grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable license to install the Installed Technology on Customer’s applicable systems and to use such Installed Technology solely in accordance with the terms of the applicable Agreement and the Documentation to facilitate Customer’s access to and use of the applicable InformaCast Reach Services.
(d) Releases and Patches.
(1) During the term of the applicable Agreement, Singlewire will provide or otherwise make available to Customer maintenance updates, revisions, and enhancements for the applicable Installed Technology and Documentation (collectively, “Installed Technology Releases“) if and when Singlewire makes any such Installed Technology Releases generally available.
(2) Subject to the terms of the Singlewire Support Services Schedule, Singlewire may provide patches and fixes to Customer for reproducible errors that result in the Installed Technology not operating in substantial conformity with the then-current applicable Documentation (collectively, “Installed Technology Patches“).
(3) Installed Technology Releases and Installed Technology Patches (collectively, “Installed Technology Updates“), if any, are hereby deemed part of the Installed Technology or Documentation, as applicable.
(4) In the event Singlewire makes an Installed Technology Update available to Customer, Singlewire will notify Customer of the availability of such Installed Technology Update via email, through a notification provided within the InformaCast Reach Services or, at Singlewire’s discretion, by telephone or other direct communication. Upon Singlewire providing such notification or otherwise providing Customer an Installed Technology Update, Customer shall promptly use commercially reasonable efforts to test, install and implement production use of such Installed Technology Update and discontinue any and all use of any InformaCast Reach Services which has not implemented the applicable Installed Technology Update.
(5) Notwithstanding anything to the contrary herein:
(a) Singlewire shall have the right to withdraw any Installed Technology Update in the event of an emergency, which may include, without limitation, an Installed Technology Update that may negatively impact: (1) the functionality of the InformaCast Reach Services or Installed Technology, (2) Customer; or (3) Singlewire;
(b) Singlewire may, but is not obligated to, automatically apply any Installed Technology Update to any Installed Technology; and
(c) Customer is responsible for acquiring, at its own cost and expense, any updated or additional hardware, software, firmware or other components necessary to test, install or implement production use of any Installed Technology Update.
APPENDIX 1
INFORMACAST REACH SERVICE LEVEL AGREEMENT
This InformaCast Reach Service Level Agreement (“SLA“) forms part of the Service Schedule and sets forth Singlewire’s service level commitment with respect to Customer’s ability to access and use the InformaCast Reach Services during the term of the applicable Agreement.
1. Defined Terms. For purposes of this SLA, the following capitalized terms shall have the meanings ascribed thereto. Other capitalized terms used in this SLA are defined in the context in which they are used and shall have the meanings there indicated. Other capitalized terms used but not defined herein shall have the meanings given to them in the applicable Agreement.
(a) “Available” means the applicable InformaCast Reach Services are available for access and use by Customer and Users over the internet. For clarity, except as provided in this SLA, the applicable InformaCast Reach Services shall be considered Available at any time the applicable InformaCast Reach Services are operable, even if the applicable InformaCast Reach Services are experiencing intermittent or degraded service or the performance of the applicable InformaCast Reach Services are otherwise impaired; provided, however, the InformaCast Reach Services shall not be considered Available when, due to an error or malfunction directly within the InformaCast Reach Services or Singlewire’s systems used to operate and provide the InformaCast Reach Services to Customer: (1) all Notifications Customer sends through the InformaCast Reach Services are not delivered to the intended Recipients to one or more of the following Endpoints: (a) on-premise devices; (b) mobile devices (SMS text messages or telephone calls); (c) telephones; (d) email addresses; or (e) mobile and desktop apps included within the InformaCast Reach Materials (push notifications); or (2) the InformaCast Reach Services fail to send all Notifications initiated from one or more of the following sources: (a) on-premise triggers configured by Customer within the InformaCast Reach Services; (b) the InformaCast Reach Services web application available to Customer’s Administrators within the InformaCast Reach Services or the InformaCast Reach Materials; (c) mobile and desktop apps included within the InformaCast Reach Materials; (d) inbound CAP as configured by Customer within the InformaCast Reach Services; (e) inbound email as configured by Customer within the InformaCast Reach Services; or (f) wearable panic buttons provided as InformaCast Alert Products and as configured by Customer within the InformaCast Reach Services.
(b) “InformaCast Reach Service Level Failure” means a material failure of the applicable InformaCast Reach Service to meet the InformaCast Reach Services Availability Commitment.
(c) “InformaCast Reach Service Period” means each calendar month during which Customer is authorized to access and use the applicable InformaCast Reach Services pursuant to an applicable Agreement.
(d) “InformaCast Reach Service Period Availability” means, for each InformaCast Reach Service Period, the number of minutes the applicable InformaCast Reach Services are Available to Customer or Users.
(e) “InformaCast Reach Service Period Expected Uptime” means, for each InformaCast Reach Service Period, the number of minutes within such InformaCast Reach Service Period minus the duration (in minutes) of any Exceptions.
(f) “InformaCast Reach Services Scheduled Downtime” means the time during which the applicable InformaCast Reach Services are not Available due to maintenance for which Singlewire has provided at least twenty-four (24) hours’ advance notice via email to Customer.
2. Scope of SLA. This SLA only applies to Customer’s access to and use of the InformaCast Reach Services under an applicable Agreement. For clarity, this SLA shall not apply to the operation and use of any Products, including, without limitation, any InformaCast Alert Products, or Singlewire’s provision of any Professional Services to Customer under an applicable Agreement.
3. InformaCast Reach Services Availability and Scheduled Maintenance.
(a) InformaCast Reach Services Availability Commitment. During each InformaCast Reach Service Period, Singlewire will use commercially reasonable efforts to ensure the InformaCast Reach Service Period Availability is, in accordance with the applicable Agreement and Documentation, at least 99.99% of the applicable InformaCast Reach Service Period Expected Uptime (the “InformaCast Reach Services Availability Commitment“).
(b) Exceptions. For purposes of calculating the applicable InformaCast Reach Service Period Availability, the following are “Exceptions” to the InformaCast Reach Service Period Expected Uptime, and no InformaCast Reach Service Level Failure shall be deemed to occur in connection with any failure to meet the InformaCast Reach Services Availability Commitment where the applicable InformaCast Reach Services are not Available, in whole or in part, due to:
(1) InformaCast Reach Services Scheduled Downtime;
(2) intermittent unavailability lasting less than sixty (60) seconds;
(3) Customer’s or any User’s access to or use of the applicable InformaCast Reach Services, Accounts, or Account IDs in any manner that is not in compliance with the applicable Agreement and Documentation;
(4) Customer’s connectivity to the internet;
(5) failure, interruption, outage or other problem with any software, hardware, system, network facility, or other materials not supplied by Singlewire pursuant to the applicable Agreement, including, without limitation, the Equipment;
(6) any other circumstance beyond Singlewire’s reasonable control, including, without limitation, Customer’s or any User’s misuse of the applicable InformaCast Reach Services;
(7) any suspension or termination of Customer’s or any User’s access to or use of the applicable InformaCast Reach Services as permitted by the applicable Agreement; or
(8) any Force Majeure Event.
(c) InformaCast Reach Service Level Failures and Remedies.
(1) InformaCast Reach Service Credits. Subject to the terms of the applicable Agreement and this SLA, in the event of an InformaCast Reach Service Level Failure during an InformaCast Reach Service Period, Singlewire shall issue a credit to Customer (each, an “InformaCast Reach Service Credit“). For purposes of calculating an InformaCast Reach Service Credit, for each InformaCast Reach Service Period where the InformaCast Reach Service Period Availability during such InformaCast Reach Service Period is:
(a) less than ninety-nine and ninety-nine hundredths percent (99.99%) but more than ninety-nine percent (99%) of the InformaCast Reach Service Period Excepted Uptime, Singlewire will provide Customer with an InformaCast Reach Service Credit in the amount of ten percent (10%) of the prepaid monthly fees (or allocable portion thereof) for the applicable InformaCast Reach Service paid to Singlewire or the applicable Reseller for the applicable InformaCast Reach Service Period; or
(b) less than ninety-nine percent (99%) of the InformaCast Reach Service Period Expected Uptime, Singlewire will provide Customer with an InformaCast Reach Service Credit in the amount of twenty-five (25%) of the prepaid monthly fees (or allocable portion thereof) for the applicable InformaCast Reach Service paid to Singlewire or the applicable Reseller for the applicable InformaCast Reach Service Period.
(2) Customer Requirements. Notwithstanding the foregoing, Singlewire has no obligation to issue any InformaCast Reach Service Credit to Customer unless Customer:
(a) immediately notifies Singlewire upon becoming aware the applicable InformaCast Reach Service is not Available; and
(b) provides a written request to Singlewire for each InformaCast Reach Service Credit within ten (10) days of the end of the InformaCast Reach Service Period during which the InformaCast Reach Service Level Failure occurred.
(3) Issuance. Any InformaCast Reach Service Credit payable to Customer under this SLA will be issued to Customer in the calendar month following the InformaCast Reach Service Period in which the InformaCast Reach Service Level Failure occurred. This Section 4(c) sets forth Singlewire’s sole obligation and liability and Customer’s sole remedy for any InformaCast Reach Service Level Failure.
Last Updated January 2026