This Upland Consulting Group Service Level Agreement (“SLA”) between Upland Consulting Group LLC (“UCG”, “us” or “we”) and users of the UCG Services (“you”) governs the use of the UCG Services under the provisions of the UCG Terms of Service (the “Terms”).

1.1. Hosted Service. We will make the Service available to you pursuant to this Agreement, at the rates set out in the applicable Quote. As part of the Service, we will take all reasonable measures to keep uptime at or above 99.5%. If, due to our error, our hosted servers are down more than .5% in a given month, you will be entitled to receive a 10% credit for that month. If, due to our error, our hosted servers are down more than 2% in a given month, you will be entitled to receive a 50% (fifty percent) credit for that month. In no event will you be entitled to a refund for downtime caused by regular maintenance (normally conducted during the hours of 9 p.m. – 4 a.m., MST), or a Force Majeure. Customer Must Request Service Credit - In order to receive any of the Service Credits described above, you must notify UCG by email or otherwise in writing within seven (7) days from the time you become eligible to receive a Service Credit. Uptime SLA Exclusions. The Uptime SLA does not apply to any performance issues: (i) caused by factors outside of UCG's reasonable control; (ii) that resulted from any actions or inactions of you or any third parties; or (iii) that resulted from your equipment and/or third party equipment (not within the primary control of UCG). Sole Remedy - This UCG SLA states your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide the Services is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

1.2. Technical Support. We will provide our Standard Support to you at no additional charge beyond your subscription fee As part of the Standard Support, we will:

1. Be available between the hours of 8:00 AM and 6:00 PM MST
2. Respond within 24 hours
3. Provide resolution no longer than 3-5 business days, but most of the time within 24 hours depending on severity of the issue
4. Provide you with support for the most recent release of our Software Product.
5. Our Standard Support covers support on standard functionality and Software Product defects. It does not include the provision of customization advice or consulting services. Neither does it cover problems caused by your system administrator, such as your accidental or inadvertent destruction of your own data, or a Force Majeure.

1.3 Protection of Your Data. We will take organizational, physical, and technical precautions to protect the security of Your Data. Those precautions will include measures for preventing access, use, modification or disclosure of Your Data by our employees and contractors except (a) to provide the Service and prevent or address service or technical problems, (b) as compelled by law, or (c) as you expressly permit in writing. We do a full backup every night and transaction logs every 15 minutes. We store our backups redundantly in 3 different locations, including dropbox