MoneyGram 2007 Annual Report Download - page 153

however, that Company shall operate the Money Transfer System using a single IBM mainframe computer.
(b) Computer Systems Availability. The Service will be available to Seller for the processing of both Money Order Services and Money Transfer
Services initiated through Company's DeltaWorks POS Devices at the Locations 99.9% of the Committed Time during each calendar month.
Availability shall be measured by dividing the aggregate time of unscheduled outage periods for a given month by the total amount of
Committed Time available for that month, then multiplying by 100, and subtracting the result from 100.00%. An Unscheduled Outage shall be
considered the amount of time that the Company Main Processing System (exclusive of individual Deltaworks POS Devices) is not responding
to Seller's processing requests within a 20 second timeframe of the processing request being sent by Seller. The following shall not be included
in the measurement of Unscheduled Outage periods but shall be considered in the measurement of Committed Time: Seller network or
telecommunications downtime, downtime at individual DeltaWorks POS Devices or other POS devises, either at Seller or at individual agent or
biller locations. As used in this Agreement, (a)"Committed Time" shall mean 24 hours per day, 7 days per week, but excluding the following
periods of Scheduled Outage, and (b) "Scheduled Outage" shall mean (1) that time period from 11 PM Saturday to 5:00 A.M Sunday Central
Time each week during which the Company's Money Transfer System is unavailable due to routine maintenance; and (2) any time period as to
which Seller has consented to waive that down time as affecting availability.
2.2 Service Interruptions. Company will provide Seller with 48 hours advance notice of any planned interruption, including the reasons, date(s),
and anticipated times for the outage. If Seller does not object to the planned interruption in writing within 24 hours after receipt of notice, then
Seller shall be deemed to have agreed to the planned outage as specified in the notice, in which case such outage shall be considered a
Scheduled Outage. If Seller objects to the planned interruption, it shall state the reasons for such objection and the parties shall work together
in good faith to arrive at a mutually agreeable solution. Seller will not unreasonably withhold or delay consent to any planned outage.
2.3 Evaluation and Reporting of Service Level Standards. Within 15 calendar days after the end of each calendar month during the term of this
Agreement, Company will provide Seller with an accurate written and graphical evaluation of Company's performance of each of the Service
Level Standards during the just concluded calendar month for each component of the Company Main Processing System. For any month in
which Company did not meet a Service Level Standard, the written evaluation shall include a corrective action plan describing root cause for
the failure and steps being taken to-prevent the reoccurrence of such failure.
2.4 Failure to Meet Service Level Standards. Company shall pay Seller the following penalties in the event that Company fails to meet the
Service Level Standards set forth above or fails to accurately report those Service Levels to Seller within the allocated time period. If Company
fails to meet anyone of the Service Level Standards during a calendar month or fails to accurately report those service level standards within
the allocated time period, then Company shall pay Seller a penalty equal to [*] received by Seller during the previous quarter plus [*] percent. If
Company fails to meet any two of the Service Level Standards during a calendar month, Company shall pay Seller a penalty equal to [*]
received by Seller during the previous quarter plus [*] percent. If at any time Company fails to meet the SAME Service Level Standard in any 3
consecutive calendar months as to the entire Company Main Processing System, which results in a substantial impact to the Services, Seller
may terminate the Agreement upon 30 days written notice to Company. Any notice of termination shall be given within 60 days following the
event giving rise to the right to terminate.
2.5 Monitors and Alerting. Company shall provide continuous monitoring of all components of the Company Main Processing System to ensure
Money Order Services and Money Transfer Services capabilities. Company shall immediately investigate any reduction in systems capacity or
unavailability of systems at the Company Main Processing System (not individual Deltaworks P~S Devices) and shall use its best efforts to
report to Seller's Field Support within fifteen (15) minutes of discovery. Alerting shall be accomplished via industry standard protocols and
methods.
[*] Please refer to footnote on page 1. 27