Service Level Agreement

Section 1: Definitions

As used in this SLA, the following terms shall have the meanings specified below. Capitalized terms not defined herein shall have the meaning attributed to them in the Agreement. "Business Day" means 08:00 to 18:00 Mountain Time, Monday through Friday, excluding Handbid-observed holidays. "Business Hours" means the hours constituting a Business Day. "Defect" means a failure of existing, documented Handbid Service functionality to perform materially as specified in the applicable documentation or Statement of Work. "Degraded Performance" means a material reduction in the quality or speed of the Handbid Service, measured against the performance characteristics applicable to Customer's licensed tier as set forth in the applicable Order Form. Degraded Performance includes, by way of example, elevated API response times, intermittent errors affecting a subset of users, or reduced throughput. Degraded Performance does not include performance variations attributable to: (a) network transit or routing issues beyond Handbid's hosting environment; (b) third-party service latency (including but not limited to payment processors, DNS providers, CDNs, and email services); (c) Customer's traffic exceeding the licensed tier thresholds as defined in the applicable Order Form; (d) client-side performance factors (browser rendering, device capability, local network conditions); or (e) Force Majeure Events. "Downtime" means the period during which the Handbid Service is either (i) wholly unavailable to Customer, or (ii) experiencing Validated Degraded Performance as determined under Section 2.4, excluding Scheduled Maintenance Degraded Performance not validated under Section 2.4 Factors outside Handbid's reasonable control (Force Majeure Events) Failures of the Internet or third-party services Acts or omissions of Customer or its Users Issues caused by Customer's non-compliance with Handbid documentation "Enhancement Request" means a request for new functionality, features, or capabilities not currently part of the Handbid Service or specified in the applicable Statement of Work. Enhancement Requests are not Defects. "Force Majeure Events" means events beyond Handbid's reasonable control, including acts of God, government action, natural disasters, civil unrest, terrorism, labor disputes, or failures of Internet infrastructure or third-party services. "Maintenance Hours" means Monday through Friday 00:00–04:00 MT, and Sunday 21:00–04:00 MT, subject to adjustment based on scheduled auction activity. "Resolution Time" means the elapsed time from acknowledgment of a Support Ticket until the issue is resolved through a permanent fix, workaround, or other mutually agreed solution. "Response Time" means the elapsed time from Handbid's receipt of a Support Ticket until Handbid acknowledges receipt and begins work on the issue. "Scheduled Maintenance" means planned service interruptions announced at least 24 hours in advance (or 5 days for major maintenance), conducted during Maintenance Hours where possible. "Support Ticket" means an electronic request submitted by Customer to Handbid via an approved Support Channel, requesting assistance with the Handbid Service. "Support Channel" means the approved methods for submitting Support Tickets, as specified in Section 4 of this SLA. "Uptime" means the percentage of time the Handbid Service is available, calculated monthly as specified in Section 2.

"Users" means any persons accessing the Handbid Service under Customer's account, including managers, bidders, and viewers.

Section 2: Platform Availability (Uptime SLA)

This section governs Handbid's commitment to platform availability.

2.1 Uptime Guarantee

Handbid guarantees 99.5% Uptime per calendar month, measured 24/7.

Uptime Calculation: Uptime % = (Total Minutes in Month − Downtime Minutes) / Total Minutes in Month × 100

2.2 Service Credits

If Handbid fails to meet the Uptime guarantee, Customer may request Service Credits:

Monthly Uptime	Credit (% of Monthly Fee)
99.0% – 99.89%	5%
98.0% – 98.99%	10%
97.0% – 97.99%	15%
96.0% – 96.99%	20%
Below 96.0%	25%

Maximum Credit: Total credits shall not exceed 25% of Customer's monthly fees in any calendar month.

Requesting Credits: Customer must submit a credit request to service@handbid.com within 30 days of the end of the affected month, including dates/times of claimed Downtime and supporting documentation.

Exclusive Remedy: Service Credits are Customer's sole and exclusive remedy for failure to meet the Uptime guarantee.

Uptime calculations exclude:

• Scheduled Maintenance
• Degraded Performance not validated under Section 2.4
• Issues caused by Customer, Users, or third parties
• Force Majeure Events
• Periods where Customer prevented Handbid from performing maintenance
• Performance degradation resulting from Customer traffic exceeding the licensed Max Sustained Threshold without a scheduled Peak Threshold Upgrade

2.4 Performance Investigation and Validation

If Customer reports Degraded Performance, the following process shall apply: a. Reporting. Customer shall report the alleged Degraded Performance via a Support Ticket classified at S2 Severity or above, including the date, time, duration, and nature of the performance issue experienced. b. Investigation. Within four (4) Business Hours of receiving the Support Ticket, Handbid shall initiate an investigation of the reported issue using its available monitoring and diagnostic tools, including server-side application performance monitoring, infrastructure metrics, and third-party monitoring services. c. Root Cause Determination. Handbid shall provide Customer with a written root cause summary identifying whether the Degraded Performance was caused by: (i) Handbid's infrastructure or application code; (ii) third-party services or network conditions outside Handbid's control; (iii) Customer's traffic exceeding licensed tier thresholds; or (iv) other factors outside Handbid's reasonable control. d. Validation. Degraded Performance shall be deemed "Validated Degraded Performance" only if Handbid's investigation confirms that the root cause falls within category (i) above — Handbid's infrastructure or application code — and the degradation materially impacted Customer's ability to use the Handbid Service for its intended purpose.e. Resolution. Handbid shall use commercially reasonable efforts to resolve any Validated Degraded Performance in accordance with the response and resolution commitments for the applicable severity level as set forth in Section 3.2. f. Credit Treatment. Validated Degraded Performance shall be treated as Downtime for purposes of the Uptime calculation in Section 2.1 and Service Credits in Section 2.2. The credited duration shall be limited to the period during which the validated degradation persisted, as determined by Handbid's monitoring data. g. Dispute. If Customer disagrees with Handbid's root cause determination, Customer may escalate per the dispute resolution provisions of the Agreement. During any dispute, the Degraded Performance shall not be counted as Downtime pending resolution.

Section 3: Support Response (Support SLA)

This section governs Handbid's commitment to responding to and resolving Support Tickets.

3.1 Support Ticket Classification

Support Tickets are classified by Handbid based on impact and urgency:

Severity	Name	Description	Examples
S1	Critical	Handbid Service is wholly unavailable OR a Defect prevents Customer from conducting any auctions. No workaround available. Also, any Support Ticket otherwise classified as Severity S2 that relates to an auction that is active or scheduled to begin within 4 hours of Customer's notice.	Complete platform outage; login system down for all users; payment processing completely non-functional
S2	High	A Defect significantly impairs a major function but the Handbid Service remains partially usable. No reasonable workaround.	Bidding non-functional but viewing works; reports not generating; major integration failure
S3	Moderate	A Defect impairs functionality but a reasonable workaround exists OR the issue affects a limited subset of users.	Single feature not working; intermittent errors; workaround available
S4	Low	Minor issue with minimal business impact. Service fully usable.	Cosmetic issues; minor UI bugs; documentation questions
N/A	Enhancement	Request for new functionality not currently part of the Handbid Service.	New feature requests; integration with unsupported systems; customizations beyond SOW

3.2 Response and Resolution Commitments

Severity	Response Time	Resolution Target	Required Support Channel
S1 Critical	1 hour	4 hours	Phone only
S2 High	4 Business Hours	End of next Business Day	Phone or Text
S3 Moderate	1 Business Day	2 Business Days	Email, Chat, Phone, or Text
S4 Low	1 Business Day	Next scheduled release	Email or Chat
Enhancement	1 Business Day (acknowledgment)	No commitment*	Any channel

*Enhancement Requests are not Defects and are not subject to Resolution Time commitments. Enhancements require a Change Order per the Professional Services / Change Order provisions of the Agreement.

3.3 Response Time Measurement

• Start: When Handbid receives the Support Ticket via an approved Support Channel
• End: When Handbid acknowledges receipt (email, chat, text, or phone)
• Business Hours: S2, S3, S4 Response Times are measured in Business Hours only. S1 Response Time is measured 24/7.

3.4 Resolution Time Measurement

• Start: When Handbid acknowledges the Support Ticket
• End: When the issue is resolved via: permanent fix deployed, OR workaround provided and accepted by Customer, OR determination that the issue is not a Defect (e.g., Enhancement Request, works as designed, or caused by Customer)
• Business Hours: S2, S3, S4 Resolution Times are measured in Business Hours/Days. S1 Resolution Time is measured 24/7.

3.5 Severity Reclassification

Handbid may reclassify a Support Ticket's severity based on investigation findings:

• If a reported S1 issue is determined to be lower severity, Handbid will notify Customer and reclassify
• If a reported issue is determined to be an Enhancement Request, it will be reclassified and is not subject to Resolution Time commitments
• Customer may dispute reclassification by escalating to Handbid management

3.6 What This SLA Does NOT Cover

The Support SLA does not apply to:

• Enhancement Requests (new features not in current service)
• Issues caused by Customer's misuse or misconfiguration
• Issues caused by third-party products or services not provided by Handbid
• Issues that cannot be reproduced by Handbid
• Requests submitted through non-approved Support Channels (for that severity level)

Section 4: Support Channels

4.1 Approved Channels by Severity

Severity	Approved Channels
S1 Critical	Phone only: (800) 648-2656
S2 High	Phone or Text: (800) 648-2656
S3 Moderate	Email: service@handbid.com, Chat (in-app), Phone, or Text
S4 Low	Email: service@handbid.com or Chat (in-app)
Enhancement	Any channel

4.2 Channel Requirements

• S1 issues submitted via email or chat will not receive S1 response times. Customer must use phone for S1.
• S2 issues submitted via email or chat will not receive S2 response times. Customer must use phone or text for S2.
• Handbid reserves the right to change the support phone number with reasonable notice to Customer.

4.3 After-Hours Support

• S1 Critical issues may be reported 24/7 via phone
• S2-S4 issues reported outside Business Hours will begin Response Time measurement at the start of the next Business Day

Section 5: Defects vs. Enhancements

5.1 Defect Definition

A Defect is a failure of existing Handbid Service functionality to perform as documented. To qualify as a Defect:

• The functionality must be part of the current Handbid Service or specified in Customer's SOW
• The functionality must have worked previously or be documented as available
• The issue must be reproducible by Handbid

5.2 Enhancement Definition

An Enhancement Request is a request for:

• New features not currently offered by Handbid to any customer
• Customizations beyond the scope of the current SOW
• Integrations with third-party systems not currently supported

5.3 Enhancement Process

Enhancement Requests are governed by the Professional Services / Change Order provisions of the Agreement (Change Orders):

• Handbid will acknowledge Enhancement Requests within 1 Business Day
• Handbid may, at its discretion, provide a scope and estimate for the Enhancement
• No Enhancement work will begin until a Change Order is mutually executed
• There is no SLA commitment to deliver Enhancements

5.4 Dispute Resolution

If Customer disagrees with Handbid's classification of an issue as an Enhancement (rather than Defect):

• Customer may escalate to Handbid management in writing
• Handbid will review and respond within 2 Business Days
• If unresolved, the dispute will be handled per the Agreement's dispute resolution provisions

Section 6: Handbid Responsibilities

Handbid will:

• Maintain the Handbid Service in accordance with the Uptime guarantee
• Respond to Support Tickets within the committed Response Times
• Use commercially reasonable efforts to resolve Defects within the Resolution Targets
• Provide 24-hour advance notice of Scheduled Maintenance (5 days for major maintenance)
• Maintain a Knowledge Base at service.handbid.com with documentation and FAQs
• Notify Customer promptly of any known issues affecting the Handbid Service

Section 7: Customer Responsibilities

• Submit Support Tickets through the appropriate Support Channel for the severity level
• Provide sufficient detail to allow Handbid to reproduce and diagnose issues
• Respond promptly to Handbid requests for additional information
• Designate authorized contacts for Support Ticket submission
• Review the Knowledge Base before submitting Support Tickets for common issues
• Not misclassify issue severity (e.g., submitting Enhancement Requests as S1 Critical)

Section 8: Limitations

8.1 Warranty Relationship

This SLA supplements but does not replace the warranty provisions in Section 4 of the Agreement.

8.2 No Guarantee of Error-Free Operation

This SLA establishes response and resolution commitments, not a guarantee of defect-free software.

8.3 Exclusive Remedies

• For Uptime failures: Service Credits per Section 2.2
• For Support SLA failures: Escalation to Handbid management; no automatic credits

Section 9: SLA Term

This SLA is effective from the Agreement's Effective Date and terminates upon termination or expiration of the Agreement.