Secure Web Gateway - Going Beyond URL Filtering

Addendum A to End User License and Warranty Agreement

Secure Web Service Hybrid component of M86 Secure Web Gateway Addendum

1. OVERVIEW. To the extent that You are subscribing to the M86 Secure Web Service Hybrid ("SWS-H") cloud-based scanning service component of the M86 Secure Web Gateway Product ("SWG"), Your use of the SWS-H is governed by the M86 Security End User License And Warranty Agreement ("Agreement") as modified by the terms of this Addendum A, which terms are incorporated into the Agreement by this reference. In the event of any conflict between the terms set forth in the main body of the Agreement and this Addendum A, the terms of this Addendum A shall govern.

The SWS-H cloud based scanning service component of the M86 SWG Product runs on an infrastructure commonly referred to as a "cloud" infrastructure or "Infrastructure as a Service" ("IaaS"). M86 partners with reputable commercial IaaS provider(s) for this IaaS cloud infrastructure component so that the service runs within the proven network infrastructure and data centers of the IaaS. This Addendum A provides service levels for the provision of the IaaS component through M86's partner(s).

2. UPTIME AND AVAILABILITY FOR CLOUD SCANNER INTERFACE (IaaS). The IaaS offers a highly reliable environment where replacement instances can be rapidly and predictably commissioned. The IaaS commitment is 99.95% Annual Uptime Percentage for each IaaS Region.

3. SERVICE CREDITS. If the Annual Uptime Percentage for any of your IaaS Regions drops below 99.95% for the Service Year, You will be eligible to receive a Service Credit equal to a maximum of up to 10% of Your invoice for your IaaS hosting account (excluding one-time advance payments required to be made by M86 to the IaaS for Hosting Charges) for the Eligible Credit Period. To file a claim, You do not have to wait 365 days from the day You started using the service or 365 days from Your last successful claim. You can file a claim any time Your Annual Uptime Percentage over the trailing 365 days drops below 99.95% for the IaaS. Upon Your detailed written request for a post event analysis of an outage, M86 will determine whether the outage occurred with the IaaS facilities. If, in the judgment of M86, such IaaS outage caused the Annual Uptime Percentage to drop below 99.95%, then M86 may issue a Service Credit up to 10% of the bill in an affected monthly period. If You pre-paid Your Hosting Charges for a 12 or 36 month period, the Hosting Charges for the affected monthly period shall be determined on a 12 or 36 month pro-rata basis, as applicable. Service Credits can only be used to extend service at the end of Your 12 or 36 month contract period for the SWS-H.

4. DEFINITIONS.

4.1 "Annual Uptime Percentage" is calculated by subtracting from 100% the percentage of 5 minute periods during the Service Year in which the IaaS was in the state of "Region Unavailable." If You have been using the IaaS for less than 365 days, Your Service Year is still the preceding 365 days, but any days prior to Your use of the service will be deemed to have had 100% Region Availability. Any downtime occurring prior to a successful Service Credit claim cannot be used for future claims. Annual Uptime Percentage measurements exclude downtime resulting directly or indirectly from any exclusion listed in Section 5 below.

4.2 "Availability Zone" means a data center providing the IaaS in the applicable Region. Your instances may run in multiple Availability Zones in a given Region.

4.3 "Eligible Credit Period" means a single month, and refers to the contract month in which the most recent Region Unavailable event included within the Service Credit claim occurred.

4.4 "Region" means the geographical area in which You are located.

4.5 "Region Unavailable" and "Region Unavailability" means that more than one Availability Zone in which You are running an instance, within the same Region, is "Unavailable" to You.

4.6 "Service Credit" is a dollar amount credit, calculated as set forth in Section 3 above, that M86 may credit back to an eligible IaaS account for use at the end of the contract period.

4.7 "Service Year" is the preceding 365 days from the date of a Service Credit claim.

4.8 "Unavailable" means that all of Your running instances in more than one Availability Zone within the same Region have no external connectivity during a five minute period and You are unable to launch replacement instances.

5. LIMITATIONS AND EXCLUSIONS. This Addendum A applies only to the IaaS and does not apply to any other products or services of M86, including, without limitation, any technical support services for the on-premise software or hardware for the SWG (as those other M86 products and services are covered by the Agreement, as applicable), or the availability of Your M86 SWS-H instance itself (which may experience downtime as a result of premise based configuration errors, software update errors, or other errors outside the scope of this Addendum).

As the IaaS is provided by a third party, M86 does not monitor the SWS-H instances running within the IaaS on a constant basis, and does not provide pro-active support services to notify customers of IaaS based instance failures. The M86 technical support service for the combination of the SWS-H and the SWG is based on delivery of responsive break and fix services, as technical support is provided in response to calls from customers reporting specific problems. M86 customers and/or channel partners may render the SWS-H instances non-useable through local actions on the SWG Policy Server, which M86 does not control. M86 will, upon Your request for a post event analysis of an outage, determine whether the outage was the responsibility of the IaaS provider. In the event such outage(s) result from anything other than an IaaS outage affecting Your SWS-H instances, M86 shall not be liable for Service Credits.

The Service Commitment does not apply to any unavailability, suspension or termination of the IaaS, or any other IaaS performance issues: (i) that result from service suspensions for non-payment; (ii) caused by factors outside of the IaaS' reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of the IaaS; (iii) that result from any actions or inactions of You or any third party; (iv) that result from Your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within the IaaS' direct control); (v) that result from failures of individual instances not attributable to Region Unavailability; or (vi) arising from suspension and termination of Your right to use the IaaS in accordance with this Agreement. If availability is impacted by factors other than those explicitly listed in this Agreement, M86 may issue a Service Credit considering such factors in its sole discretion. The Service Credit offered herein is Your sole and exclusive remedy for any drop in the Annual Uptime Commitment below 99.95%.

6. ANNUAL RECONCILIATION FOR ACTUAL BANDWIDTH CONSUMPTION. Your invoice for either one or three years of IaaS charges is based upon estimated monthly bandwidth consumption. Reconciliations of estimated bandwidth usage to actual usage will be conducted on the one year anniversary of each invoice for the M86 SWS-H. Undercharges, based on the reconciliation of estimated bandwidth consumption to actual consumption, will result in an invoice for the owed amount.