Service Level Agreement - Speakeasy Business Voice Services

Speakeasy Broadband Services, LLC. (Speakeasy) is committed to providing a reliable, high-quality network to support Customers using Speakeasy's Business Voice Services. Speakeasy's Business Voice Services include "Integrated Voice", "Hosted Voice" and "Speakeasy Business VoIP Service" (Collectively referred to herein as "Voice Services"). This Service Level Agreement ("SLA") applies only to Speakeasy customers receiving Voice Services with a Speakeasy provided local access circuit (ADSL, SDSL or T1 or greater) and with Speakeasy provided CPE. This SLA outlines the minimum service a Customer may expect from Speakeasy for the contracted service.

The following SLA represents Speakeasy's sole responsibility and the Customer's sole remedy related to Speakeasy Voice Services regarding the Voice Service Application SLA and any Voice Service Availability Guarantee.

DEFINITIONS

Customer

Customer shall mean a Speakeasy customer who has executed a binding agreement for Speakeasy's Voice Services, excluding any Customer whose account is, or during the period in question, was not in good financial standing with Speakeasy, or is in violation of the terms and conditions or Speakeasy's acceptable use policy outlined herein and in the Speakeasy Master Service Agreement.

The terms of this SLA take effect immediately upon the completion of the Customer's service installation. Customer is eligible to receive all credits for Speakeasy not meeting its service commitments for the month, regardless of when the Customer's Voice Services were activated during that month. In the month when a Customer's Voice Services are terminated, the Customer is not eligible to receive credits for Speakeasy not meeting its service commitments for that month.

Service Fee

Basic Phone Extension Fee for a Customer is the base monthly recurring fee paid by the Customer for Voice Services phone extensions. The Basic Phone Extension Fee for a Customer with Speakeasy's Voice Services is the base monthly recurring fee paid for the Voice Services Feature Pack plus the monthly recurring charge for any additional extensions added to the Voice Services Feature Pack. Excluded fees consist of virtual phone extensions, add-on voice features, IP addresses, enhanced routing options, usage-based charges, or burst able bandwidth.

Network Maintenance

Scheduled Network Maintenance refers to normal maintenance scheduled for the upgrade of Speakeasy's data network, voice network, and servers used to deliver Voice Services to the Customer. Scheduled Maintenance may temporarily degrade the quality of service including possible outages. Speakeasy's policy is to notify the Customer three (3) days in advance of the Scheduled Network Maintenance. Such effects related to Scheduled Network Maintenance shall not give rise to service credits outlined in this SLA.

Urgent Network Maintenance refers to Speakeasy's efforts to correct network conditions that are likely to cause service outages or severe network performance degradation impacting multiple customers and requires immediate action. Urgent Maintenance may degrade the quality of service including possible outages. Speakeasy's policy is to notify the Customer with as much advance notice as possible under the circumstance prior to performing the maintenance. Such effects related to Urgent Network Maintenance shall not give rise to service credits outlined in this SLA.

SERVICE LEVEL AGREEMENT

Thirty Day Satisfaction Guarantee: Speakeasy T1 or Greater

When Speakeasy Voice Services are provisioned at a Customer location over a Speakeasy provided broadband connection of T1 speed or greater, if Customer is for any reason dissatisfied with those services, Customer may, during the guarantee period, terminate the Voice Services purchased without liability for further term commitments.

In the event that Customer terminates the Voice Services as allowed herein, Customer will remain responsible for all fees and charges for any Site Survey, Installation, Equipment and Services Used.

The Thirty Day Service Guarantee period shall start upon installation of the Voice Services and end thirty (30) days thereafter.

Speakeasy must receive written notice of Customer's intent to terminate Voice Services as permitted herein within thirty six (36) hours of the completion of the Thirty Day Service Guarantee period.

Availability Guarantee: Speakeasy T1

When the service is provisioned at a Customer location over a Speakeasy provided T1 connection a credit allowance will be given for interruptions in the voice services application preventing inbound or outbound calling on any or all phone extensions or complete outage of any or all voice mail boxes at that Customer location in excess of 30 minutes for each seat affected. The time attributed toward Voice Service Unavailability begins when the Trouble Ticket reporting the outage is opened by Customer with Speakeasy and ends when the affected service is again operational. Two or more interruptions of 15-minutes or more during any one 24-hour period will be combined into one cumulative interruption.

The Voice Service Availability guarantee is subject to the following limitations:

• Voice Services used at locations other than locations using Speakeasy provided T1's are excluded from this SLA
• No credit allowance will be made for any interruption in service:
  A) Due to the negligence of or noncompliance with the provisions of the Voice Services contract (including its payment terms)
  B) Due to the failure of power at the customer premise
  C) Due to the failure of customer premise equipment (CPE) or other Hardware
  D) Due to the failure of equipment, systems, connections or services not provided by Speakeasy
  E) Due to circumstances or causes beyond the reasonable control of Speakeasy
  F) During any period in which Speakeasy is not given full and free access to its facilities and equipment for the purposes of investigating and correcting interruptions
• Inability to access the Web-based voice portal will not give rise to service credits outlined in this SLA

Concurrent Calls Guarantee: Speakeasy ADSL and SDSL

SPEAKEASY PROVIDES VOICE SERVICES OVER ADSL AND SDSL AS A BEST EFFORT SERVICE WITH NO WARRANTIES (INCLUDING WARRANTIES REGARDING CONTINUOUS SERVICE UPTIME OR VOICE QUALITY) EXCEPT THOSE, IF ANY, EXPRESSLY STATED HEREIN.

Should a Speakeasy provided ADSL or SDSL ("DSL") circuit fail to support the Customer's service deployment by not providing sufficient capacity to support the target maximum number of concurrent calls (Target MNCC) stated in the Service Order when there is no other traffic on the circuit, and Customer notifies Speakeasy of four (4) such failures in any calendar month within five (5) calendar days of each failure, and Speakeasy is unable to resolve such failure within five (5) business days, Speakeasy will propose a circuit and/or speed upgrade more suited to the Customer's needs. Upon proposal of this upgrade by Speakeasy, Customer must accept or decline such upgrade within twenty-five (25) calendar days. Should Customer elect to accept this upgrade, Speakeasy shall upgrade the circuit and Customer's DSL billing shall be adjusted to reflect the change in service. Should Customer decline this upgrade, Customer may cancel its Voice Services without being charged the termination, cancellation or minimum term commitment fees normally associated with the early termination of the Voice Services. In the event that Customer should elect to decline the upgrade, Customer must provide advance notice to Speakeasy, effective within thirty (30) calendar days of Customers receipt of Speakeasy's proposal to upgrade the DSL service, either revising its target MNCC to a lower value, consistent with the actual circuit performance, or canceling the Voice Services. Should Customer fail to report a failure, fail to accept or decline a proposed upgrade or fail to cancel the service or revise the target MNCC within the allotted time(s) as allowed herein, Speakeasy will determine Customer to have accepted the Voice Services "as is" and Customer will not be eligible for further remedies under this guarantee.

The Concurrent Calls guarantee is subject to the following limitations:

• Voice Services used at locations other than locations using Speakeasy provided DSL connectivity are excluded from this SLA
• No allowance will be made for any failures in Concurrent Calls:
  A) Due to the negligence of or noncompliance with the provisions of the Voice Services contract (including its payment terms)
  B) Due to the negligence of or noncompliance with the provisions of the Speakeasy DSL Connectivity contract (including its payment terms)
  C) Due to the failure of power at the Customer premise
  D) Due to the failure of customer premise equipment (CPE) or other Hardware
  E) Due to the failure of equipment, systems, connections or services not provided by Speakeasy
  F) Due to circumstances or causes beyond the reasonable control of Speakeasy
  G) During any period in which Speakeasy is not given full and free access to its facilities and equipment for the purposes of investigating and correcting failures
  H) When failures of the Voice Services not related to the throughput capacity of the DSL circuit
  I) When concurrent call failure is simultaneous with the transfer of other data on the DSL circuit.

GENERAL

CREDIT AND PAYMENT PROCEDURE

To receive credit for the Voice Service Application Unavailability Guarantee, Customer must contact Speakeasy and open a trouble ticket at the time of trouble. Speakeasy applies service credits to the Customer's invoice within two (2) billing cycles.

Credits are based on the Customer's Basic Phone Extension Fee and may arise from multiple service guarantees outlined in this SLA. The total combined credits applied to the Customer's Voice Services will not exceed the Basic Phone Extension Fees in any calendar month.

For purposes of calculating Service Credit, one (1) day credit of the Speakeasy service fee is equal to 1/30.33 of the monthly recurring Voice Services charge at the time of the outage for the Voice Services Seats adversely affected.

The Customer will pay its entire service bill, and shall not setoff any Service Credits it would anticipate receiving from Speakeasy. Customer shall cooperate with Speakeasy in any Service Claim investigations.

To receive Service Credit, Customer must be in good financial standing with Speakeasy and must be compliant with the terms and conditions of its Speakeasy Business Voice Services agreement. A Customer's failure to comply, including without limitation a failure to pay charges on a timely basis, will invalidate the Guarantees.

Service Credits delivered as remedies in conjunction with this SLA represent Speakeasy's sole responsibility and the Customer's sole remedy related to Speakeasy's Voice Services.

POLICY CHANGE

Speakeasy reserves the right to change, amend, or revise this SLA policy at any time. Changes or revisions to the SLA will be deemed effective upon posting the applicable revision on Speakeasy's website.