A. Telemedicine Service Levels
A1 Telemedicine Services Availability
The Net Health Telemedicine Services will be available on a 7 (day) x 24 (hour) x 52 (week) basis as set forth in this paragraph, except for Scheduled Outages and maintenance periods. The Net Health Telemedicine Services are designed with redundancies for environmental support systems that provide for un-interruptible power, Internet connectivity, and cooling for all components within the Net Health data center. Net Health will continuously monitor capacity levels for power generation, cooling, disk space and un-interruptible power supply systems at Net Health data centers. Net Health will, at its expense, upgrade or improve capacity levels within Net Health data centers as necessary. Capacity upgrades will follow the established change management practices described in this Exhibit. Net Health ’s performance level for availability of the Net Health Telemedicine Services is set as 99.0% available. Availability will be calculated monthly by Net Health using total actual minutes available divided by total possible minutes available. Availability calculations will exclude Scheduled Outages for maintenance and similar scheduled downtime.
A2 Standard Maintenance Windows for Scheduled Outages
Net Health maintains the following standard maintenance windows for scheduled outages for the Net Health Telemedicine Services. During these maintenance times the Net Health Telemedicine Services may be available to Customer, a subset of functionality may be available, or connectivity may not be possible at all.
| Day | Time Window |
| Every Monday | 3:00 AM – 6:00 AM EST |
| Every Tuesday | 3:00 AM – 6:00 AM EST |
| Every Wednesday | 2:00 AM – 7:00 AM EST |
| Every Thursday | 2:00 AM – 7:00 AM EST |
| Every Friday | 3:00 AM – 6:00 AM EST |
| Every Saturday | 2:00 AM – 8:00 AM EST |
| Every Sunday | 2:00 AM – 8:00 AM EST |
Net Health may, as needed on occasion, modify or extend these maintenance windows for Scheduled Outages. If necessary to do so, Net Health will post on its website as soon as reasonably practicable, changes to scheduled outages outside of these maintenance windows.
A2 Outages Outside of the Standard Maintenance WindowsNet Health will provide Customer at least forty-eight (48) hours prior written notice of any changes made by Net Health that affect the Net Health Telemedicine Services resulting in an outage, unless Net Health determines that a shorter notification period is required. Customer must provide Net Health with a current point of contact and contact method for providing notice required by this provision. Net Health will strive to minimize outages that may be caused by a change; however, if an outage is required, Net Health will use reasonable efforts to minimize the impact of the change and schedule the outage based upon Customer’s and Net Health ’s requirements. If an outage is required, such outage will be considered a Scheduled Outage. Net Health will attempt to minimize changes to ensure that the Net Health Telemedicine Services are not affected beyond the levels set forth in this Exhibit. Net Health reserves the right, however, to proceed with any change if it is determined by Net Health that the change will not cause harm to Customer’s specific application environment and/or is otherwise necessary.
A3 Software ReleasesSoftware releases occur daily between 8:00pm – 8:00am EST, unless otherwise requested by Customer; however, this does not mean that there are releases every day. Outages during releases are kept to a minimum.
A4 Primary Help Desk Coverage
Telephone and email-based Helpdesk support coverage will be available to Customer Monday through Friday from 8AM – 9PM EST excluding the following holidays: New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.
B. Outages
B1 OutagesOutages caused by Infrastructure within the control of Net Health will be corrected within 48 hours. Outages caused by infrastructure outside of the control of Net Health are not covered.
C. Remedy
C1 RemediesIf because of Net Health ’s actions or inactions the service levels set forth herein fail to meet the specified performance levels, as the sole and exclusive remedy is that Customer will receive a service credit based upon the Monthly Fee for the affected Net Health Telemedicine Services for the affected month. The following service credits apply:
| Net Health Telemedicine Services Availability | Service Credit (% of Monthly Fee) |
| 99.0% or greater | 0% |
| ³98.9% but <99.5% | 5% |
| <95.0 | 10% |
The service credit is not cumulative, is deemed to be liquidated damages, and in no event will the total service credit exceed 10% of the Monthly Fee for the affected month.
C2 ExceptionsNet Health will have no liability for any failure to provide Net Health Telemedicine Services (a) during any Scheduled Outage, (b) resulting from a Force Majeure Event, (c) caused by a third party service provider of Net Health; or (d) caused, directly or indirectly, by the acts or omissions of Customer or its employees, agents, contractors or representatives or by Customer’s or its agents’, contractors’, or representatives’ equipment.
Without limiting the foregoing, Net Health is not responsible for acts or omissions of Customer or its employees, agents, contractors or representatives that result in failure of, or disruption to, the Net Health Services. Customer agrees that neither Customer nor its employees, agents, contractors or representatives will attempt in any way to circumvent or otherwise interfere with any security precautions or measures of Net Health relating to the Net Health Telemedicine Services or any other Net Health equipment. Any such attempts may, among other things, cause disruption to the Net Health Telemedicine Services. Any disruption to the Net Health Telemedicine Services resulting from a violation of these provisions will not be an Unscheduled Outage and Customer will have no right to any service credit or other remedy with respect to such disruption. Customer will be responsible for, and will indemnify Net Health for any damage or service interruptions caused by Customer or its employees, agents, contractors or representatives in violation of these provisions. Customer will also pay Net Health, at Net Health ’s then current rates, for all remedial services resulting from Customer’s actions.
Changes to Service LevelsNet Health maintains the right to periodically modify the provisions of the Service level agreement.
Service Level Agreement Claims.All claims for service credits must be submitted to Net Health via email to support@Net Health.com within thirty (30) days of the triggering event. A detailed request including the date and time of the outage, the support case number, if available, and any other relevant information is required for Net Health ’s review of the claim. All claims will be responded to in writing.
Definitions.Net Health Telemedicine Services Availability: The availability of the Net Health Telemedicine Services.
Monthly Fee: The monthly fee for a Service as set forth in the Agreement.
Scheduled Outages: Periods of time during the Term that Net Health, or a third party service provider, temporarily interrupts any Net Health Telemedicine Services for upgrades, maintenance, or for any other agreed upon reason or purpose, including an established framework for scheduling and managing outages.
Unscheduled Outages: Interruptions in Net Health Telemedicine Services arising from failures associated with Net Health Telemedicine Services provided by Net Health or a Force Majeure Event. Such interruptions include only interruptions caused by matters under Net Health ’s direct control and do not include Scheduled Outages.