CenturyLink
MANAGEMENT CONSOLE
Service Level Agreement (SLA)

This SLA applies to the Management Console Services and is part of your Service Agreement.

Service Level Target/Credit Calculation

Management Console. CenturyLink will make commercially reasonable efforts to make the Management Console available with a 99.98% monthly availability service level target during any calendar month subject to the terms and conditions of this SLA. The Service is considered available when the Management Console web site is accessible or as reasonably determined by CenturyLink. Availability is measured as the percentage of time during a month in which the applicable Service is not subject to an Outage and is calculated as follows: Availability = [total minutes in a calendar month (minus periods of Scheduled Maintenance) – total minutes of Outages in such month] / [total minutes in such month (minus periods of Scheduled Maintenance] x 100. For purposes of this SLA, you will be eligible for Service Credits as set forth in the following table for Management Console Availability.

Management Console Availability in a Calendar Month

Service Credit

(% of Monthly Recurring Charge for Affected Service)

Greater than or equal to 99.98%

0%

Less than 99.98%

5%

Service Credit Process

You must request any Service Credit due within thirty (30) days of the date the trouble ticket associated with the Outage is closed. You waive any right to Service Credits not requested within this 30-day period. Service Credits will be issued once validated by CenturyLink and then applied toward your next Billing Event.

Limitations

This SLA provides your sole and exclusive remedies for any Service interruptions, deficiencies, or failures of any kind. The SLA and any remedies hereunder will not apply and you will not be entitled to receive a Service Credit (a) if any inconsistencies in the Management Console or unavailability of the Service results from changes in your source environment, including either intentional or accidental connections or disconnections to the Management Console or (b) in the event of an Excluded Event.

You acknowledge that the Service Credits in this SLA are not cumulative and in no event will the Service Credits accrued in any calendar month exceed, in the aggregate, across all events, fifty percent (50%) of the MRC for the Affected Service.

Definitions

"Affected Service" means the portion of the Service that actually incurs the Outage.

"Billing Event" means a charge is imposed or an invoice is issued for the Service.

"Excluded Event" means any event that adversely impacts the Service that is caused by (a) the acts or omissions of you, your employees, customers, contractors or agents; (b) the failure or malfunction of equipment, applications or systems not owned or controlled by CenturyLink; (c) inconsistencies in the CenturyLink environment or unavailability of the Service results from changes in your source environment, including either intentional or accidental connections or disconnections to the CenturyLink environment; (d) Force Majeure events; (e) scheduled and/or emergency maintenance; (f) any suspension of Service pursuant to the Service Agreement; or (g) the unavailability of you or your personnel when required, including as a result of failure to provide CenturyLink with accurate, current contact information.

"Outage" means the measure of time in minutes when the Service is unavailable other than due to scheduled maintenance to the time it becomes available as determined by CenturyLink monitoring facilities

"Scheduled Maintenance" means the measure of time in minutes when the Service may become unavailable to Customer for purposes of maintenance.

"Service" means the Management Console Service.

"Service Credit" means, collectively, the Management Console Service Credit specifically described herein.