State_of_Ohio_MCSA0119_Contentful_SaaS_Service_Attachment_1_Final_Fully_Executed.pdf

Contentful Inc. MCSA0119 Service Attachment 1 Page 1

Version date 7.1.23

SERVICE ATTACHMENT FOR SAAS #1

UNDER

MASTER SUBSCRIPTION AND SERVICES AGREEMENT #MCSA0119

This Service Attachment for SaaS #1 under Master Subscription and Services Agreement #MCSA0119 (the “Service Attachment”) is between Contentful Inc. (“Contentful”), having an office at 1801 California Street, Suite 4600, Denver, Colorado 80202, and the State of Ohio (“State”), through the Department of Administrative Services (“DAS”), having its principal place of business at 30 East Broad Street, 40th Floor, Columbus, Ohio 43215. The State and Contentful are sometimes referred to jointly as the "Parties" or individually as a “Party.” This Service Attachment is effective as of the date signed by the State and amends that certain Master Subscription and Services Agreement #MCSA0119 between the Parties with the same effective date (the “Contract”).

1. Definitions

The defined terms in the Contract will have the same meanings in this Service Attachment as they do in the Contract. There may be additional definitions contained herein.

A. Content Delivery Network (“CDN”) - Contentful utilizes the market leader CDNs Fastly and AWS Cloudfront. CDNs briefly cache content in or near the location where the Customer Content is consumed in order to ensure fast delivery to the endpoint.

B. Spaces – A space is a content repository where content, content types and Assets reside.

C. Locale – A locale is a language-region pair if content needs to be available in multiple languages.

D. Assets – Subscriber media files (e.g., photos, videos, etc.) that are uploaded to the

Contentful Platform.

E. Technical Limit – The limit on the number of units of a particular Service feature that a

Subscriber may use.

F. Continuous Integration and Continuous Delivery (“CI/CD”) – describe a process where multiple changes are made to a codebase simultaneously in software engineering.

2. Services

2.1 Overview.

The Contentful Platform is available under this Service Attachment. The Contentful Platform is an intelligent composable content platform that enables both technical and non-technical users to easily create, manage, publish, and expand distinct content experiences for any digital channel

— all with speed and scale within one comprehensive and unified content system. The Contentful Platform includes the following:

A. Advanced caching — Ability to serve cached content until content updates propagate throughout Contentful’s Content Delivery Network (CDN). This ensures better end-user experience during peak traffic periods.

B. AWS webhook integrations — Ability to connect directly to 100+ AWS services, including popular services such as S3, Lambda and SQS (supports AWS signature version 4 authentication).

DocuSign Envelope ID: 024EC617-73A4-4C53-9226-EFB986A5CC60

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C. Connected Spaces - Ability to enroll Spaces in Orchestration, to reuse content and content models across Spaces. Connected Spaces are those which consume content or content models from other Spaces. Spaces that provide the source content or content models do not count towards plan limits.

D. Custom aliases — Ability to set up three static identifiers for working with Space environments. Allows Contentful to be used with automated CI/CD pipelines and supports advanced Q&A scenarios.

E. Custom domains — Ability to customize the domains serving content delivery, images, and Assets APIs: end users see branded api.customer.com domain, instead of the default cdn.contentful.com.

F. Custom roles and permissions — Ability to define granular roles and permissions on Space entities per user role.

G. Embargoed Assets — Ability to restrict access to unpublished Assets by requiring requests to the CDN to be signed with a valid signature.

H. Environment governance - Ability for Space admins to control which users have access to each environment in a Space.

I. Intro Spaces – Two Spaces that are provided at no additional cost as part of the Contentful Platform. The entitlements for an Intro Space are 1 Master Environment, 2 Sandbox Environments, 25 Content Types, and 10,000 records.

J. Medium-density infrastructure — Technical infrastructure with twice as much capacity for storing, indexing, and delivering content per organization as the standard infrastructure.

K. Orchestration – A feature of the Contentful Platform that allows Subscribers to share content, content types, and elements across multiple Spaces.

L. Preview localization - Enables users to work in additional Locales by providing more flexibility in building preview URLs.

M. Reference view - Ability for editors to see every cross-linked entry and asset for a particular entry in a single view, and also apply bulk actions.

N. SCIM integration — Manage user access at scale via SCIM API or integration with select identity providers (IdPs).

O. Security reporting — Upon request, reporting of the findings from penetration tests, compliance certification, and changes to internal security procedures.

P. Single sign on (“SSO”) — Ability to provision, de-provision, and manage the privileges of Contentful users through a SAML-based IdP used by the Subscriber.

Q. Static webhook IPs — Webhook responses are fired from a predefined range of IP addresses allowing Subscribers to whitelist Contentful services in accordance with internal security policy requirements.

R. Teams — Ability to group users into teams. A team can also be assigned Space memberships in which case all team members inherit those roles and permissions.

S. Trial Spaces — Temporary and reusable Spaces for prototyping new projects or testing premium features separately from the production Spaces. These are not covered by SLAs and expire after 30 days.

T. User management API — A dedicated endpoint for managing organizations, organization memberships, teams and Space memberships.

U. Workflows - Ability to create a series of stages for content entries to progress through during the publishing process.

V. Dedicated infrastructure — Technical infrastructure with reserved capacity for storing, indexing, and delivering a single Subscriber’s content (single tenant).

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W. PCI DSS compliance — Annual PCI DSS attestation of compliance as a merchant accepting payments with credit cards.

X. Users — unlimited usage up to the current Technical Limit of 5,000 Y. Locales — unlimited usage up to the current Technical Limit of 500 Z. Roles — unlimited usage up to the current Technical Limit of 250 AA. Multi-region delivery infrastructure — High-availability infrastructure for actively delivering all published content through the Contentful Delivery API, Images API, and GraphQL API from two separate regions of Contentful’s hosting platform vendor of choice.

BB. TAM —Technical Account Manager (TAM) resource for the applicable number of hours set forth below, which includes the following engagement activities based on the Dedicated TAM level. All TAM support will be provided remotely.

1. Weekly Call: Initial engagement level for ongoing guidance, consisting of updates and review of ongoing work, and discussion of active support tickets.

2. Quarterly Check-In: Review of the prior quarter and plan for the following quarter, including a health check of product usage as well as desired product demos or workshops.

3. Annual Retrospective: Review of the prior year and plan for the following year, with executive level focus, including a health check of product usage as well as desired product demos or workshops.

4. Support Hours: Hours to be applied to the above deliverables and related preparation and follow up activities are as follows.

Dedicated Hours

40 hours/week

160 hours/month

480 hours/quarter

Data security information:

a. The Services /do not host or process Subscriber Data outside the United States.

b. The Services do not comply with the requirements to process Protected Health

Information.

c. The Services do not comply with the requirements to process Federal Tax Information.

d. The Services do not comply with the requirements to process Criminal Justice Information

Systems data.

2.2 Standard Service Features. See 2.1 - Contentful Platform.

2.3 Optional Service Features. Large Spaces are available under this Service Attachment at an additional cost as set forth in the Pricing Addendum. Each Large Space has the following entitlements: 1) 75 Content types; 2) 200k Records; and 3) six Environments (one mast + five sandbox). The following quantities are available:

A. Up to 4 Large Spaces B. Up to 25 Large Spaces C. Large Spaces (26-50)

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D. Large Spaces (51-75) E. Large Spaces (76-100) F. Large Spaces (101-125) G. Large Spaces (126-150) H. Up to 175 Large Spaces

2.4 Provision of Services. Contentful will make the Services available to the Subscribers for purchase pursuant to the Contract, including this Service Attachment. The Services will be Available to the Subscribers pursuant to the Contract and this Service Attachment during each Order Term. The State agrees that purchases hereunder are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by Contentful regarding future functionality or features.

2.5 Support. Contentful must provide Contentful’s basic support for the Services to the Subscribers at no additional charge. Contentful’s basic support is described at the following link:

https://www.contentful.com/legal/service-level-agreement/, the most current version of which is attached to this Service Attachment as Exhibit I, and may be updated by Contentful in accordance with section 3.1 of the Contract.

3. Fees and Payment

3.1 Pricing. The specific pricing for this Service Attachment is set forth in the Pricing Addenda attached hereto and incorporated herein. The pricing structure set forth in the Pricing Addenda enables Subscribers to purchase the Contentful Platform and Spaces in defined Space types and increments at fixed prices during the initial ramp up period of 31 months (“Ramp Up Period”).

Upon completion of all purchases during the Ramp Up Period, price increases will be as set forth in the Contract.

3.2 Fee Structure and Payment. The Subscribers will pay all fees specified in all Service Orders hereunder (the form of which is set forth in Exhibit III attached to this Service Attachment), subject to the terms of the Contract. Except as otherwise specified, fees are based on Services purchased and not actual usage, and the number of subscriptions (e.g., the number of users) purchased cannot be decreased during the relevant Service Order Term. They may, however, be increased during an Order Term pursuant to a new Service Order being entered into in accordance with the Contract. Unless otherwise stated in a Service Order, Services fees are based on annual periods that begin on the subscription start date and each one-year anniversary thereof. No Service Order may specify a Service or provision not identified and/or priced in this Service Attachment, nor may it cover any billable services not listed in this Service Attachment as a Service.

3.3 Invoicing. Fees will be invoiced annually in advance and otherwise in accordance with the Contract. Fees are due in accordance with the terms of the Contract and this Service Attachment, which no Order may alter. Each Subscriber is responsible for providing complete and accurate billing and contact information to Contentful and notifying Contentful of any changes to such information.

4. Reserved

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5. Service Levels and Response Times

5.1 General. Contentful must use commercially reasonable efforts to make the Services Available to Subscribers as set forth in Exhibit I during the Order Term, except for scheduled downtime or any Unavailability covered by the Contract’s Excusable Delay clause, by this Service Levels section, or by Exhibit I.

5.2 SLAs for the Services. This Service Attachment includes Service Level Agreements (“SLAs”) that will be used to monitor and manage Contentful’s performance of the Services. The SLAs are described in Exhibit I. Modifications to the SLAs may only be made by the written agreement of the State and Contentful.

5.3 Availability. “Availability” or “Available” is as defined in Exhibit I. “Unavailable” or “Unavailability” means the Services are not Available or they do not otherwise meet all SLAs in this Service Attachment.

5.4 SLA Credits. Contentful must provide each Subscriber that uses the Service a credit for when the Availability is below the target Availability level, defined and calculated as set forth in Exhibit I. The applicable credits will be calculated as set forth in Exhibit I.

5.5 Specific SLAs/Upgraded SLAs. Contentful offers the upgraded Availability SLA described below.

Platinum Availability SLA includes:

A. Content Delivery API: 99.99% Platinum, with Multi-Region Delivery Infrastructure B. Asset CDN: 99.99% Platinum, with Multi-Region Delivery Infrastructure C. Content Management API: 99.5% Platinum, with Multi-Region Delivery Infrastructure

5.6 Response Times. Contentful offers the upgraded support response times described below.

Titanium Support includes the following:

A. Maximum response times:

1. Severity 1 (Critical): one hour

2. Severity 2 (High): two hours

3. Severity 3 (Standard): four business hours. “Business hours” means Monday-

Friday, 9am-5pm Pacific/Central European Time (based on contract location), excluding holidays.

B. A dedicated Slack channel. Subscribers purchasing Titanium Support must obtain or have a license from Slack to receive this entitlement.

C. 20 hours of professional services to use during the Order term only for strategic guidance, including training and enablement, consulting, Q&A sessions, and related preparation and follow-up activities, all of which will be provided remotely. Any unused hours remaining at the end of an Order term will expire and cannot be extended, transferred or rolled over.

No refunds will be issued for unused hours.

6. Term and Modification

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6.1 Term of Service Attachment. This Service Attachment is effective on the date of State signature below and remains in effect for the term of the Contract unless earlier terminated pursuant to the Contract.

6.2 Term of Services. Services purchased under this Service Attachment commence on the start date specified in the applicable Order and continue for the term specified therein, subject to relevant provisions in the Contract, such as the Contract’s termination and non-appropriation provisions. Should a Subscriber elect to renew a Services subscription, provided this Contract and Service Attachment remain in effect, the renewal will be at the Subscriber’s option and will be for the same or greater discount from list as the Services subscription being renewed and under the same terms and conditions.

6.3 Modification. If a change in law, rules, or regulations requires a modification of the renewal price or any terms and conditions in this Service Attachment, the Parties will in good faith negotiate the modifications necessitated by such a change, and any modifications will only be effective upon a written agreement signed by the Parties.

7. Miscellaneous

7.1 Affirmation and Disclosure Form. Contentful must complete an Affirmation and Disclosure Form for this Service Attachment (the form of which is attached as Exhibit II) affirming Contentful understands and will meet the requirements of Section 12.27 of the Contract. During the performance of the Services under this Service Attachment, if Contentful changes the location(s) disclosed on an Affirmation and Disclosure Form, Contentful must complete and submit a revised Affirmation and Disclosure Form reflecting such changes.

7.2 Usage Limits. The following usage limits apply to the Services:

A. The Contentful Platform comes with a baseline amount of asset bandwidth: 40 TB per month.

B. Spaces add additional asset bandwidth to the plans:

Large Spaces: each Space adds 0.75 TB per month

C. Asset bandwidth consumption above these amounts will be billed at the rate set forth in the Pricing Addendum. Asset bandwidth is measured as the total size of all the Assets downloaded within the Order term. Asset bandwidth also takes into account the Assets cached on Contentful’s CDNs.

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IN WITNESS WHEREOF, the Parties have executed this Service Attachment as of the dates written below.

CONTENTFUL INC.

STATE OF OHIO, DEPARTMENT

OF ADMINISTRATIVE

SERVICES

Signature Signature

Kathleen C. Madden

Printed Name Printed Name

Director

Title Title

Date Effective Date

Chief Legal Officer

Nov 15, 2023 | 14:43 PST

Margo Smith

2023-11-17 18:47:02 UTC

E-SIGNED by Kathleen C. Madden /jml on 2023-11-17 18:47:02 GMT

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PRICING ADDENDUM #1

Service Attachment #1 Pricing November 2023

The annual fees for each of the Contentful Services are as follows:

Contentful Platform - $600,000

4 Large Spaces - $32,000

25 Large Spaces - $200,000

175 Large Spaces - $668,000

Large Spaces (26-50) - $111,000

Large Spaces (51-75) - $95,000

Large Spaces (76-100) - $85,000

Large Spaces (101-125) - $75,000

Large Spaces (126-150) - $65,000

Optional Upgrades:

Platinum Availability SLA – 17% of Space and Platform Cost Titanium Support – 15% of Space and Platform Cost

Asset bandwidth consumption above the limits in section 7.2 will be billed at $65 per TB per month.

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EXHIBIT I

Technical Support Description and Service Level Agreement

Definitions

Terms not defined herein will have the meanings ascribed to them in the relevant agreement for the Contentful Services entered into between the parties (the “Agreement”) that incorporates this Service Level Agreement by reference or related service order, quote or other similar document (“Service Order”). In addition, the following terms, when used in this Service Level Agreement will have the following meanings:

● “Registered User” means an authorized user that signed up to the Contentful Services through a Service Order to edit Customer Content or to build Customer Applications.

● “Content Consumer” means a user who is not a Registered User and consumes Customer Content through Customer Applications.

● “SLA Package” means the level of availability and support services that a Subscriber selects in the Service Order from the options listed in Pricing Addendum #1 to this Service Attachment.

● “Subscription Fees” means the subscription fees set forth in the applicable Service Order pursuant to the rates in the Service Attachment.

● “Subscription Term” means the subscription term set forth in the applicable Service Order.

1. Service Availability and Performance.

1.1 Contentful provides this Service Level Agreement during the subscription Term as measured by automated performance tests on each of the “Service Components” set forth below:

Service Component Definition Endpoint(s)

Content Delivery API

Read-only application programming interface (an “API”) that delivers content at high volume to Content Consumers.

cdn.contentful.com

Read-only GraphQL API that delivers content at high volume to Content Consumers.

graphql.contentful.com

Content Asset CDN Read-only CDN that delivers binary Assets such as images to Content Consumers.

assets.contentful.com, images.contentful.com, videos.contentful.com, downloads.contentful.com

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Content Management Read-write API to manage content by Registered Users api.contentful.com

Read-only API to deliver content to preview environments used by Registered Users preview.contentful.com

Web editing interface for Registered Users app.contentful.com compose.contentful.com launch.contentful.com

1.2 Service Component Availability (defined below) shall be measured on a Service Component basis by an automated monitoring service contracted by Contentful (the “Monitoring Service”). The Monitoring Service continuously executes multiple individual performance tests (the “Component Performance Test”) per Service Component at an interval no longer than five minutes from multiple data centers. Any Component Performance Test that meets the Component Performance Requirements (defined in the following table per Service Component) is deemed a “Successful Component Performance Test.”

Service Component Component Performance Requirements

Content Delivery API

● API call that requests a list of entries on cdn.contentful.com with a response size smaller than 10kb returns successfully (HTTP 200)

● API call that requests a filtered list of entries on cdn.contentful.com with a response size smaller than 10kb returns successfully (HTTP 200)

● API call that requests a filtered list of entries on graphql.contentful.com with a response size smaller than 10kb returns successfully (HTTP 200)

Content Asset CDN

● Requesting a file with a response size smaller than

1024kb returns successfully (HTTP 200) for each of the Endpoints

Content Management

● API call that requests a new entry on api.contentful.com with a request size smaller than 10kb returns successfully

(HTTP 201)

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● API call that requests a list of entries on api.contentful.com with a response size smaller than 10kb returns successfully (HTTP 200)

● API call that requests a list of entries on preview.contentful.com with a response size smaller than 10kb returns successfully (HTTP 200)

● A request of the root document at app.contentful.com returns successfully (HTTP 200)

● A request of the root document at compose.contentful.com returns successfully (HTTP 200)

● A request of the root document at launch.contentful.com returns successfully (HTTP 200)

The “Service Component Availability” shall be calculated as the number of Successful Component Performance Tests per calendar month divided by the corresponding number of total Component Performance Tests in that calendar month; provided that Service issues or outages relating to any Exclusions (as defined below) shall not be included in the calculation.

Live reports of the Monitoring Service that can be subscribed to by email are available at https://www.contentfulstatus.com/.

1.3 A “Component Service Issue” means that the Service Component Availability is lower than the “Component Performance Target” (as specified per Service Component in section 5.5 of the Service Attachment ) in a calendar month; provided that Service issues or outages relating to any Exclusions shall not be deemed as a Component Service Issue.

1.4 Notwithstanding anything to the contrary, no Component Service Issue shall be deemed to have occurred with respect to any unavailability, suspension or termination of the Contentful Services that (i) are caused by factors outside of Contentful’s reasonable control, including, without limitation, any Force Majeure Event, carrier related problems or issues, or Internet access or related problems beyond the demarcation point of Contentful or its direct hosting subcontractors (i.e., beyond the point in the network where Contentful maintains access and control over the Contentful Service Components); (ii) result from any actions or inactions of a Subscriber or any third party (other than Contentful’s direct hosting subcontractor), including any failure to comply with the Documentation, AUP or terms of the Agreement, any failure to use the most recent version of Contentful’s APIs or SDKs or any use of the Contentful Services in excess of any usage limitations set forth in the Service Attachment; (iii) result from a Subscriber’s or a third party’s applications, equipment, software or other technology (other than third party equipment within Contentful’s direct control); (iv) arise from Contentful’s suspension or termination of a Subscriber’s right to use the Contentful Services in accordance with the Agreement; (v) Scheduled Maintenance (as defined below); or (vi) problems or issues related to Beta Services or other non-generally available Contentful features, test environments or products (collectively, the “Exclusions”).

1.5 “Scheduled Maintenance” means maintenance that is announced on the following website, https://www.contentfulstatus.com/ (email subscription available), at least three business

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Contentful will use commercially reasonable efforts to schedule Scheduled Maintenance for off-peak hours and to avoid any Scheduled Maintenance causing unavailability of the Content Delivery API Service Component.

1.6 Remedies. For a calendar month during an Order Term with a Component Service Issue (the “Impacted Month”), a Subscriber’s sole remedy will be to claim a service credit (a “Service Credit”).

Service Component Component Credit Weight

Content Delivery API 50%

Content Management 30%

Content Asset CDN 20%

Total 100%

The Service Credit for the Impacted Month shall be calculated by:

● Taking the sum of all “Component Credit Weights” (as defined in the foregoing table) of each Service Component with a Component Service Issue in the Impacted Month (“Sum of Component Credit Weights”); and

● Multiplying the Sum of Component Credit Weights with 30% of the subscription fees for the Impacted Month. For the purpose of this calculation, the Subscriber’s subscription fees shall be deemed to be pro-rated equally over the relevant Order Term.

Example:

● The Content Delivery API (Service Component) has a Service Component Availability of 99.8% in a calendar month.

● The Content Management API (Service Component) has a Service Component Availability of 99.6% in the calendar month. Both Service Components are below the Component Performance Targets specified in the Service Order. Assuming annual Subscription Fees of $120,000, the Service Credit would be calculated as follows:

(50% + 30%) * 30% * ($120,000 / 12) = $2,400.

Any Service Credit shall automatically be applied against any fees subsequently payable by a Subscriber for the current or next Order Term. No refunds will be provided in exchange for Service Credits unless the Order Term is not renewed, and in that case, Contentful must pay to the Subscriber the value of the Service Credit instead of crediting it against Order fees for the subsequent Order Term. To claim a Service Credit, a Subscriber must open a Support Ticket (as

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In addition to Service Credits, in the event that any Service Component has a Component Service Availability per calendar month of less than 99% in any three calendar months during an Order Term (a “Chronic Service Availability Failure”), the Subscriber shall, within 30 days following the occurrence of such Chronic Service Availability Failure, have the right to terminate the applicable Service Order upon 30 days written notice to Contentful. Upon a termination for Chronic Service Availability Failure, Contentful will, upon request, refund to the Subscriber, on a pro-rated basis, any fees previously paid to Contentful for the corresponding unused portion of the Subscriber’s Order Term.

2. Support.

2.1 Contentful will provide support to Subscribers as set forth below (“Support”). Support is provided in English as the sole language.

2.2 Ticket Submission. Subscribers’ Registered Users may submit a ticket (a “Support Ticket”) that shall contain a detailed description of the issue to Contentful as follows:

● Web ticketing system: https://support.contentful.com/

● Email: support@contentful.com

Each Support Ticket will be assigned a unique case number. Multiple Support Tickets submitted related to substantially the same occurrence or subject matter shall be deemed a single Support Ticket.

Contentful will respond to each Support Ticket in accordance with this Service Level Agreement and will use commercially reasonable efforts to promptly resolve each Support Ticket. Actual resolution time will depend on the nature of the Support Ticket and the resolution itself. A resolution may consist of a fix, workaround, new feature request, delivery of information or other commercially reasonable solution of the issue.

Contentful may, from time to time, develop additional methods for Subscribers to submit a Support Ticket, and will make information regarding such methods available to Subscribers.

2.3 Scope of Support. Support covers (i) development and production issues for the Contentful Service Components; (ii) informational and implementation questions about the Contentful Service and its features; and (iii) troubleshooting operational problems with the Contentful Service Components.

Support does not include issues resulting from the Exclusions or code development, debugging or fixing of Subscribers’ or third party’s software that interacts with the Contentful Service Components. Contentful may assist a Subscriber and its third party providers in diagnosing and resolving issues or errors but the Subscriber acknowledges that these matters are outside of Contentful’s support obligations.

2.4 Severity Level Determination. A “Severity Level” shall reflect the urgency of a Support Ticket and be defined as:

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Severity Level Severity Definition

1 (Critical)

● Issues affecting Customer’s production systems:

o Service Component down, completely unavailable, or operating in materially degraded state o Service Component access, data access or data entry materially impaired on more than a limited basis due to a Service Component failure or fault

2 (High)

● Issues affecting Customer’s production systems:

o Service access, data access or data entry impaired on a limited basis due to a Service Component failure or fault

● Issues affecting Customer’s non-production systems (e.g.

development, quality assurance, and staging systems):

o Service Component down, completely unavailable, or operating in materially degraded state o Service Component access, data access or data entry materially impaired on more than a limited basis due to a Service Component failure or fault

3 (Standard)

● Service Component operating with minor issues that can be addressed with a work-around

● General or routine requests for assistance or information

Subscribers shall reasonably self-diagnose the severity of each Support Ticket (a “Severity Level Determination”) and recommend an appropriate Severity Level Determination to Contentful. The Subscriber acknowledges that Support Tickets with a Severity Level Determination of Severity 1

– Critical or Severity 2 – High can only be submitted through the web ticketing system.

Contentful shall validate the Subscriber’s Severity Level Determination or notify the Subscriber of a proposed change in the Severity Level Determination to a higher or lower level with justification for the proposal. In the event of a conflict regarding the appropriate Severity Level Determination, each party shall promptly escalate such conflict to its management team for resolution through consultation between the parties’ management, during which time the parties shall continue to handle the Support Ticket in accordance with the Contentful Severity Level Determination.

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2.5 Contentful Support Commitment. Contentful will respond to Support Tickets based on the Maximum Response Times below.

“Maximum Response Time” means the period from the time a Support Ticket was submitted until Contentful responds to the Subscriber. Because of the widely varying nature of issues, Contentful cannot provide specific resolution time commitments.

“Business Hours” shall be defined as the time between Monday through Friday between 9am to 5pm Pacific Time, excluding weekends and holidays.

The Maximum Response Time to a Support Ticket is dependent on the Severity Level Determination and the SLA selected from the options listed in Pricing Addendum #1 of this Service Attachment and specified in the Service Order.

2.6 Subscriber Support Commitment. Contentful’s provision of Support is subject to a Subscriber providing support and assistance to Contentful as follows based on the Severity Level of the Support Ticket:

Severity Level Subscriber Support Commitment

Severity 1 - Critical Subscriber’s technical team or technical personnel shall remain accessible and available via ticket or web conference from the time the Support Ticket is submitted until the issue is resolved

Severity 2 - High Subscriber’s technical team or technical personnel shall respond to Contentful’s requests for additional information and shall implement the recommended solution in a timely manner

Contentful is not responsible for any delays, failures, deficiencies or non-conformities with regards to Support if such delays, failures, deficiencies or non-conformities are due to a delay or failure by a Subscriber to fully comply with its obligations set forth above. Agreed deadlines (if any) will be automatically extended by the amount of time during which the Subscriber is not in full compliance with these obligations.

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EXHIBIT II

Affirmation and Disclosure Form

Contractor affirms that Contractor has read and understands the applicable Executive Orders regarding the prohibitions of performance of offshore services, locating State data offshore in any way, or purchasing from Russian institutions or companies.

The Contractor shall provide all the name(s) and location(s) where services under this Contract will be performed and where data is located in the spaces provided below or by attachment.

Failure to provide this information may result in no award. If the Contractor will not be using subcontractors, indicate “Not Applicable” in the appropriate spaces.

1. Principal location of business of Contractor:

(Address) (City, State, Zip)

Name/Principal location of business of subcontractor(s):

(Name) (Address, City, State, Zip)

2. Location where services will be performed by Contractor:

Name/Location where services will be performed by subcontractor(s):

3. Location where state data will be located, by Contractor:

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Name/Location(s) where state data will be located by subcontractor(s):

Contractor also affirms, understands and agrees that Contractor and its subcontractors are under a duty to disclose to the State any change or shift in location of services performed by Contractor or its subcontractors before, during and after execution of any contract with the State. Contractor agrees it shall so notify the State immediately of any such change or shift in location of its services.

The State has the right to immediately terminate the contract, unless a duly signed waiver from the State has been attained to perform the services outside the United States.

On behalf of the Contractor, I acknowledge that I am duly authorized to execute this Affirmation and Disclosure Form and have read and understand that this form is a part of any Contract that Contractor may enter into with the State and is incorporated therein.

By: __________________________________ Contractor

Print Name: ___________________________

Title: __________________________________

Date: __________________________________

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EXHIBIT III

Service Order Form

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