These Service Credits for Cloud Services (“Service Credits”) are a binding contract between you and the entity you represent, if any (“Customer,” “you” or “your”), and Telestream 2 LLC (“Telestream,” “we,” or “us”). These Service Credits govern the issuing of any service credits in connection with your valid subscription to the Telestream cloud services (“Cloud Services”) according to the terms and conditions set forth herein. If you have purchased a subscription to the Cloud Services on the Telestream website at www.telestream.com, these Service Credits form part of the Cloud Services Agreement (“Agreement”). Capitalized terms have the definitions set forth herein or in the Agreement.

Notwithstanding anything to the contrary contained herein, if a different binding written agreement is in place between Telestream (or its affiliates) and Customer, signed by the authorized representatives of each party, then the terms of these Service Credits will take precedence with respect to the issuing of any service credits in connection with Customer’s valid subscription to the Cloud Services.

1. Service Levels. During the applicable term of your valid subscription to the Cloud Services, Telestream will use commercially reasonable efforts to make the Cloud Services Available at least 99.9% of the time as measured over the course of each calendar month during such term (each such calendar month, a “Cloud Service Period”), excluding unavailability as a result of any of the Exceptions described below in Section 4 (the “Availability Requirement”). “Service Level Failure” means a material failure of the Cloud Services to meet the Availability Requirement. “Available” means the Cloud Services are available for access and use over the Internet and are operating in substantial accordance with their Specifications.

2. Service Level Failures and Remedies. In the event of a Service Level Failure, and if Customer otherwise meets its obligations under the Agreement (or the relevant binding written agreement with Telestream), Telestream shall issue a credit to Customer in the amount of a percentage of the Fees due for the Cloud Service Period in which the Service Level Failure occurred (each a "Service Credit") as set forth in the following table: In the first column, the Percentage of Availability shall be calculated according to the formula set forth in Section 3 below.

Percentage of Availability	Amount of Service Credit
between 99.5% and 99.9%	10%
between 95.0% and 99.5%	18%
below 95.0%	50%

In addition, all Service Credits shall be subject to the following:

• (a)   Telestream has no obligation to issue any Service Credit unless Customer requests such Service Credit and provides to Telestream the supporting information set forth in Section 2(b) below within seven (7) days following the end of the applicable Cloud Service Period;
• (b)   Customer must provide to Telestream all information necessary to document the Service Level Failure, including without limitation, log files showing the period(s) when the Cloud Services were not Available, the date(s) and time(s) on which they occurred, the number and location(s) of the affected Authorized Users (if applicable); descriptions of Customer’s attempts to resolve the matter; and any other pertinent information;
• (c)   in no event will a Service Level Credit for any Cloud Service Period exceed fifty percent (50%) of the total Fees that would be payable for that Cloud Service Period if no Service Level Failure had occurred;
• (d)   if a dispute arises with respect to any Service Level Failure, Telestream will make a good faith determination to resolve the dispute based on its system logs, monitoring reports, configuration records, and other available information, which Telestream shall make available to Customer upon Customer’s request; and
• (e)   any Service Credit payable to Customer under this Agreement will be issued to Customer in the calendar month following the Cloud Service Period in which the Service Level Failure occurred.

THIS SECTION 2 SETS FORTH TELESTREAM'S SOLE OBLIGATION AND LIABILITY AND CUSTOMER'S SOLE REMEDY FOR ANY SERVICE LEVEL FAILURE.

3. Measurement. If the Cloud Services are provided from servers operated and maintained by a nationally recognized cloud service provider, then availability will be measured by such provider’s standard processes and formulas therefore. In all other cases, the percentage Availability shall be calculated according to the following formula:

In this Percentage of Availability formula:

“Anticipated Available Minutes” means the Total Minutes less the Excluded Minutes.

“Excluded Minutes” means that the total number of minutes the Cloud Services were not available as a consequence of the exclusions set forth below in Section 4, as reasonably determined by Telestream.

“Unavailable Minutes” means the number of minutes during the relevant Cloud Service Period that the Cloud Services were not available, not including Excluded Minutes.

“Total Minutes” means the total number of minutes in the relevant Cloud Service Period.

4. Exceptions. For purposes of calculating the Availability Requirement, the following are "Exclusions" to the Availability Requirement, and neither the Cloud Services will be considered not Available nor any Service Level Failure be deemed to occur that is due, in whole or in part, to any:

• (a)   access to or use of the Cloud Services by Customer or any Authorized User, or using Customer's or an Authorized User's Access Credentials, in a manner that does not strictly comply with this Agreement and the Documentation;
• (b)   Any delay or failure of performance caused in whole or in part by Customer's delay in performing, or failure to perform, any of its obligations under this Agreement;
• (c)   Customer’s or its Authorized User's Internet connectivity;
• (d)   force majeure event, meaning any event in which Telestream is prevented from performing or is unable to perform any of its obligations with respect to the Availability Requirement due to any cause beyond the reasonable control of Telestream, whether or not the event was foreseeable; provided that Telestream shall have used commercially reasonable efforts to mitigate the effects of such event and shall have given notice to Customer of the occurrence of the event, its effect on performance, and how long Telestream expects it to last, updated as reasonably necessary;
• (e)   failure, interruption, outage, error or other problem with any software, hardware, services, system, network, facility or other matter not supplied by Telestream pursuant to this Agreement or otherwise outside of Telestream’s reasonable control;
• (f)   Customer’s use of the Cloud Services in a manner not consistent with any modifications in Customer’s use of the Cloud Services as advised by Telestream, if Customer does not modify its use after so advised by Telestream;
• (g)   Scheduled Downtime in accordance with Section 5; or
• (h)   any suspension or termination of Customer's or any Authorized Users' access to or use of the Cloud Services as permitted by the Agreement.

5. Scheduled Downtime. Telestream will use commercially reasonable efforts to give Customer at least five hours prior notice of all scheduled outages of the Cloud Services ("Scheduled Downtime").

6. Modifications. These Service Credits are current as of the date set forth above. We may make changes to them from time to time, so please be sure to check back periodically. We will post any changes to these Service Credits on the Telestream website at www.telestream.com. If we make any changes which materially affect our practices with regard to the Service Credits, we will endeavor to provide you with notice in advance of such change by highlighting the change on our website.