QUOTIENT ONE/UBIMO DSP (“DSP”)

Service Level Agreement
The following detailed service parameters are the responsibility of the Quotient, during the Term of the MSA.

1. Definitions of Terms
   1. “Availability” means the time during which the DSP is available to the Advertiser.
   2. “Certified Ad Tag” means a particular Ad server tag template that is recognize by creative type auto detect and has been tested to verify tracking.
   3. “Service Month” means each calendar month during the Term of the MSA and the SLA.
   4. “Service Month Minutes” means the total number of minutes in the month.
   5. “Scheduled Downtime” means the pre-announced periods when the DSP is unavailable due to Scheduled Maintenance by Quotient. Scheduled Downtime will be announced at least three (3) business days in advance via email and will occur during the weekend.
   6. “Scheduled Maintenance” shall mean any update and/or upgrade of the DSP.
   7. “Downtime Minutes” means the total number of minutes during which the DSP is unavailable, excluding Scheduled Downtime and any unavailability caused by Unexpected Events.
   8. “Unexpected Events” shall mean: (i) circumstances beyond Quotient’s reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, armed conflict, embargo, fire, flood, strike or other labor disturbance, unavailability of or interruption or delay in telecommunications or third party services, virus attacks or hackers, and failure of third party software used by Quotient; (ii) unexpected emergency maintenance; and/or (iii) Quotient's acts or omissions (or acts or omissions of others engaged or authorized by Advertiser).
   9. “Uptime Percentage” means, for a particular Service Month, the number that is calculated as follows: 100% - (Downtime Minutes / Service Month Minutes)
2. Service Availability
   1. Excluding Scheduled Downtime and Unexpected Events, Quotient intends that the DSP will be available one hundred (100%) of the time, twenty-four (24) hours per day, seven (7) days a week, as measured on each Service Month (“Uptime Goal”).
   2. Guaranteed Uptime Percentage
      1. Quotient’s campaign creation and management Uptime Percentage shall be ninety nine percent (99.00%).
      2. Quotient’s serving and tracking Uptime Percentage shall be ninety nine percent (99.00%).
   3. For the avoidance of doubt it is hereby clarified that the calculation of Availability will be in connection with the DSP and not the availability of any hardware, the network or other components which are not under Quotient's control.
3. Scheduled Maintenance
4. Severity Definitions
   1. Quotient support team prioritizes requests for support according to the following priority-level guidelines.
      

      Priority Level	DSP User interface Management and Analytics	DSP Real time bidding and tracking
      P0	The service is not operational for multiple user accounts during scheduled Availability. A major function of the service is not operational during the hours that the service is scheduled for Availability.	Ads are not being served in a large number of IOs or overall system delivery is severely impaired.
      P1	A major function of the Service is not operational (other DSP functions are working as intended). A user has encountered problems or has questions regarding setup, management, reporting or otherwise needs assistance for issues that have an immediate impact on business partners.	Campaign ads are not being served. Technical errors are preventing a small number of campaigns to run or the overall system behavior is slightly impaired.
      P2	All general problems or questions having minor impact on business partners or operation.	All general problems or questions having minor impact on business partners or operation

   2. Support Services; Responsiveness
      1. Quotient’s personnel will be available to answer questions and otherwise assist in problems, incidents and/or requests submitted by the Advertiser, that may occur in the day-to-day running of Quotient's Services and DSP within the following time frames:
         

         Severity Level	Time frame
         P0 (Must be reported by phone call to support team contact)	1 hour from Customer call or email receipt acknowledgment
         P1	1 day
         P2	1 week

      2. Customer Service Availability. Coverage parameters specific to the DSP are as follows:
         1. Email support: techsupport@ubimo.com - Monitored 9:00 A.M. to 5:00 P.M. US Eastern time (Monday – Friday). Emails received outside of business hours will be collected, however no action can be guaranteed until the next working day.
         2. Phone support: For urgent issues Advertiser should use Phone support number assigned to them by their respective account managers, available twenty-four (24) hours per day, seven (7) days a week.
   3. Ad Server Certification.
      1. UMedia currently support the following Certified Ad Tags:
         • Atlas(IFRAME)
         • Medialets
         • DoubleClick(IFRAME)
         • DoubleClick
         • Sizemek
         • Celtra
         • JustAd
         • Pointroll
         • Flashtalking
         • Undertone
         • AdSafeProtected(IFRAME)
         • AdSafeProtected
         • Appnexus
      2. New Certified Ad Tags request can be submitted via Company support as a P2 level request. Company will make it best effort to certify requested tags within 1 week.
   4. Service Dependencies
      1. The Service and DSP depends on third party services offered by third party providers, such as:
         • Amazon AWS - campaign management and ad serving
         • Google Cloud Platform – analytics and reports