TELUS Network as a Service - Service Terms

The following service terms apply to all TELUS Network as a Service services.

TELUS Network as a Service, also referred to as NaaS Services, is an enterprise-grade SD-WAN (Software Defined Wide Area Network) architecture overlay that enables you to send and receive data using Internet protocol and your communications equipment and systems. The service provides connections to the Internet and private networks and integrates routing, security, centralized policy and orchestration into larger scale networks.

TELUS Network as a Service is available in 2 Tiers with the following bandwidth plans:

Aggregate WAN throughput is maximum total of simultaneous upstream and downstream throughput at any particular time (e.g. 30Mbps). Offered throughput is an estimate only, and not a commitment, as there can be several factors that will influence the final capacity, such as the type and number of features enabled, Internet speed available due to traffic and proximity to service facilities as examples.

To ensure compliance with the Bandwidth Plan selected for each Service, we may conduct an audit of your bandwidth usage or ask that you carry out a self-audit for reporting purposes. If the audit shows that your bandwidth usage is higher than the amount your plan entitles you to, you may be asked to upgrade to the appropriate tier or we may restrict the WAN link configuration to be no more than 15% above the throughput included in the Bandwidth Plan selected. Acceptable Self-Audit can be done by taking a sample of the average bandwidth usage every 5 minutes and collecting the samples over a 1-month period. Then the sample should be sorted and the usage at the 95th percentile should be picked. Such usage should be less than throughput included in the Bandwidth Plan ordered.

Back-up for TELUS Network as a Service is by an LTE wireless connection which will take over if the primary access fails. LTE backup is intended only for providing a backup path for the service. Any other use of the LTE backup will result in you incurring additional charges, including data usage charges. Signal range and penetration of the wireless capabilities of the LTE backup will depend on factors such as weather, topography and number and density of walls and ceilings in the networked area and may change over time. Wireless transmission may be susceptible to interference from other devices such as cordless phones, microwave ovens and electric motors. If we determine either at the time of installation or anytime during the service period that the LTE backup available for a service location does not meet our standards for a back-up service we may exclude or cancel LTE back-up at that service location by providing notice to you. If you wish to have the Service Availability Threshold for the service location where LTE back-up is not available or is cancelled by us, you will need to order a second physically diverse wireline access which would qualify the location as a Standard Availability service location.

We provide 24x7 support for TELUS Network as a Service. TELUS advanced technical support for escalated issues is available 24x7 for critical issues and available from 8 am to 8 pm EST Monday to Friday excluding statutory holidays for non-critical issues.

TELUS Network as a Service optional features include the following:

We must do the installation and configuration of the TELUS Network as a Service at each of your service locations in order to insure that the equipment provided is cabled, powered up and activated according to our standards. We will also configure all WAN facing policies including WAN ports, Access Control List (ACL), Flow-based Quality of Experience (QoE) and resiliency options. This work is provided through our Installation service for a one-time charge.

From time-to-time we will conduct activities to maintain the performance and reliability of your TELUS Network as a Service. We will inform you of scheduled maintenance via e-mail notification based on your e-mail address provided at time of installation.

In order to deliver TELUS Network as a Service we will provide you with one or more customer interface units (each a “CPE”), and if applicable an LTE wireless modem, for each service location. Equipment provided by us is the property of TELUS and must be returned to us within thirty (30) days of service termination or expiry. Should you fail to do so you will be charged for the equipment.

We use standard IP addressing and routing standards to deliver TELUS Network as a Service. It is your responsibility to maintain your Local Area Network (LAN) in accordance with these standards to ensure service functionality. You must also provide one public static IP address for the WAN port of the CPE.

If we determine that either the necessary infrastructure for the TELUS Network as a Service is not available at a service location or you do not agree to pay for unforeseen costs to complete the installation, we may cancel the installation and terminate the TELUS Network as a Service at that service location. In such case you will not be required to pay cancellation charges, we will refund any installation fees you have paid and we will not be required to provide the TELUS Network as a Service at that service location.

We will supply, install, maintain and repair all facilities and equipment necessary for the TELUS Network as a Service up to the point of connection at your service location as identified in the Your Services Charges Details section.

When using the TELUS Network as a Service you must comply with our acceptable use policy published at

http://www.telus.com/aup

(“AUP”). We may change the AUP at any time. We will publish the changed AUP at the same site. You are responsible for reviewing the policy periodically for changes.

You may use the TELUS Network as a Service in conjunction with accesses at your service location which are not provided by us or one of our partners. In all cases we will act as your first point of contact for service issues. However you will be responsible for resolving any access issue at a service location where the access is not provided by us or one of our partners and notifying us upon resolution.

You are responsible for the security of your network, including implementing your own security policies and obtaining any security services to protect your network. The CPE contains a built-in ACL based transmission control protocol (TCP) firewall. If you choose to use this functionality you may submit a Service Request and a TELUS agent will work with you to configure the desired policies. If you require a full functional firewall, (such as URL filtering, Intrusion Protection, Intrusion Detection, Flow Logging) you will need to purchase a separate firewall product. If you purchase security services separately from us, such as TELUS Managed Cloud Security Service, the service terms associated with that purchase will govern the security services.

We may determine that the scope of work, responsibilities of the parties and, if applicable, additional fees for a service implementation or a change to the services will be documented in a separate Statement of Work (SOW). Where that is the case we will prepare and provide you with the SOW and finalizing and signing the SOW will be a pre-requisite for implementation of the service or change. When signed by both parties the content of the SOW, including any customer responsibilities, will be deemed to be incorporated into and form part of this agreement. In the event of a conflict or inconsistency between the Service Terms of this agreement and the SOW the SOW will prevail to the extent of the conflict or inconsistency.

The manufacturer requires certain terms and conditions relating to the equipment to be accepted by you as part of the installation. By signing this agreement, you authorize us to accept such terms and conditions on your behalf. A copy of these terms and conditions may also be accessed here:

www.vmware.com/download/eula

(“OEM Use and Software Licensing Terms”) You are responsible for complying with, and ensuring compliance by any person accessing or using the equipment associated with your TELUS Network as a Service with, the OEM Use and Software Licensing Terms, including export restrictions. The OEM Use and Software Licensing Terms are subject to change by the equipment manufacturer. You are responsible for periodically reviewing the OEM Use and Software Licensing Terms. We are not responsible for notifying you of a change to the OEM Use and Software Licensing Terms or for any cost or liability related to a change.

TELUS Network as a Service includes a Service Availability Threshold. The Service Availability Threshold is the percentage of time in a calendar month that the TELUS Network as a Service should be available for your use on a per service location basis as set in the table below. If the TELUS Network as a Service does not meet the threshold we will provide you a credit on your bill if you make a request for a credit in accordance with the following. Requests for credits must be made within thirty-one (31) calendar days following the end of the month for which the Service Availability Threshold was not met. Requests must be made by contacting us at the phone number provided to you at the time of installation.

If the TELUS Network as a Service fails to meet the Service Availability Threshold we will calculate site availability and consider whether site availability can be reached by either the primary or backup connection and apply the associated credits. We use our remote monitoring and other systems to measure the actual availability result each month and express the result as a percentage. When we measure and calculate the result we assume each month is thirty (30) days but we include all periods of unavailability over the calendar month, except for any period of unavailability that is caused or contributed to by:

(a) network or equipment of another carrier or service provider, (b) you, your network or your other services, or (c) an event beyond our’ reasonable control, and except for any period of unavailability that occurs when we are performing maintenance activities.

The total period of unavailability over the calendar month, less these exceptions, is called the “Total Outage”. The credit is a percentage of the monthly fixed charge for the TELUS Network as a Service at the applicable service location up to a maximum of 80% of that monthly fixed charge.

Although we make reasonable efforts to meet the Service Availability Threshold, if a TELUS Network as a Service does not meet the threshold we will not be in breach of this agreement and the credit provided is your only remedy for such failure. We will not be obligated to pay any other compensation and will have no other liability to you for any failure to meet the threshold.

Notwithstanding the foregoing, if: i) in any month service availability for all your service locations is less than ninety percent (90%) you may cancel all TELUS Network as a Service services, or ii) for three (3) consecutive months we fail to meet the applicable Service Availability Threshold at the same service location you may cancel the TELUS Network as a Service at that service location, both without payment of any cancellation charges, provided that you give us notice of cancellation within ten (10) days after the end of the month or three month period, as applicable. Cancellation will be effective on the date you specify in your notice of cancellation, but not more than ninety (90) days after the date of the notice of cancellation.

The following table sets out the Service Availability Thresholds and credit calculations for your TELUS Network as a Service. The Service Availability Thresholds are calculated on a per-calendar month and per-site basis.

After three (3) months from the installation of a TELUS Network as a Service you may request us to upgrade or change the service. In such a case your monthly fixed charge may change and an additional one-time charge may apply. Changes to your devices are made by submitting a Service Request approved by you and accepted by us for the change. Should you require a non-standard change to your TELUS Network as a Service configuration an additional one-time charge will apply. In this event, we will provide the estimated fee and obtain your approval prior to commencing these activities.

When a TELUS Network as a Service is cancelled, we calculate the service cancellation charge using the table below. The service cancellation charge is the aggregate of the percentage of the total monthly charges remaining for the service period after cancellation:

We may, at our sole discretion, waive the cancellation charges if you replace the terminated TELUS Network as a Service with another TELUS service where the value of the replacement service is greater than the value of the terminated service(s).