Last Updated: May 5, 2018
This Enterprise Service Level Agreement (SLA) for Gaggle.Net, Inc. ("Gaggle") Solutions ("Services") is made in connection with, and is a part of, your (Customer) Gaggle invoice, Customer contract or Subscription Agreement for Services including, but not limited to: Archiving & Backup, Safe Communication Tools, Safety Management and School & District Websites. This SLA establishes the understanding for Gaggle to provide any of these Services to ensure maximum performance and uptime. Compensation for the Services provided under this SLA shall be at the rates and terms set forth in a Gaggle invoice, Customer contract or Subscription Agreement.

1. Descriptions of Services

Gaggle Safe Communication Tools (Platform)
Gaggle Safe Communication Tools (Platform) includes Calendars, Email and Digital Lockers, all of which may be revised from time to time. A Customer may also choose to only use Gaggle Email for students and/or staff.

Customer must notify Gaggle of the name and contact information for the Account Administrator responsible for the management of the Platform or Email and enforcement of access security including accounts, passcodes and access codes. If Customer changes the Account Administrator, Customer must immediately notify Gaggle.

Archiving & Backup
Gaggle Archiving & Backup includes the archiving of all Customer email messages up to 50 megabytes (MB) in size, and all cloud-based (Drive) files up to 300 megabytes (MB) in size.

This Service includes full-text indexing, tiered administrator access permissions, granular litigation management, audit logs of access and activity, policy-based data retention and advanced search, data recovery and export options. Gaggle shall not be required to archive, and Customer shall not transmit, miscellaneous documents, which are not attachments to specific email communications for the sole purpose of archiving non-email related documents.

A separate drive-based archiving solution can be also purchased, which provides archiving of cloud-based files subject to certain file size and file type limitations. This service is intended for individual user-based file archiving versus the archiving of data systems.

As an additional service, which may include additional charges, all email content and cloud-based files archived by Gaggle may be delivered to Customer’s designated server, as needed and upon request, to supplement any backup or disaster recovery program developed and maintained by the Customer.

Safety Management and SpeakUp for Safety Tipline
Gaggle shall monitor email, message communications, documents and other file types subject to certain file size limitations within the Gaggle Platform and third-party services including, but not limited to, those from Google Inc. and Microsoft Corporation.

Gaggle shall not make Safety Management or SpeakUp for Safety Tipline available to Customer until Customer has provided Gaggle with the identity of three (3) Designated Emergency Contacts including all emergency contact information. “Designated Emergency Contact” means the individual(s) designated by you to receive and act upon Gaggle notifications.

If there is a change in any Designated Emergency Contact and/or emergency contact information, you must immediately notify Gaggle of all applicable changes. Your failure to immediately notify Gaggle of any changes to the Designated Emergency Contact information will result in the delay or inability of Gaggle to properly send notifications to your organization.

Gaggle School and District Websites
Gaggle shall install, operate and maintain one or more websites (Sites) and licensed software. Gaggle will utilize commercially reasonable efforts to provide Customer and its Constituents access to Sites via the Internet 24 hours per day, seven days per week, except for routine or required maintenance or other outages outside the control of Gaggle.

Gaggle may install Upgrades, Software Enhancements, “bug fix releases” and other updates to the Sites at its sole discretion. Customer recognizes and agrees that, due to the nature of a vendor-hosted technology environment, it shall be required to utilize the current version of the Site(s) and licensed software. Gaggle will have no responsibility for providing hardware, software or services needed to access the Site(s) from Customer’s location, all of which will be provided by Customer or its Constituents.

2. Service Standards
Gaggle shall regularly maintain and update, as needed, all Services. General maintenance typically shall not result in an interruption of Services (Downtime) except for Scheduled Downtime or Emergency Downtime, which is outside the control of Gaggle.

Gaggle guarantees that its Services shall be available 99.5% of the time in a given month, excluding Scheduled Downtime for maintenance and Emergency Downtime. Downtime exists when a particular Customer is unable to send or receive data from Gaggle servers, the failure is resolvable by Gaggle, and such failure has been clearly and fully communicated in writing to the Gaggle technical support team. Downtime shall be applicable until the server is able to send and receive data as confirmed by Gaggle’s monitoring systems. Maintenance and updates to Services, which may require an interruption of Services, shall be scheduled by Gaggle through notice to Customer of the Scheduled Downtime. Gaggle shall undertake commercially reasonable efforts to arrange Scheduled Downtime for maintenance and updates to be performed during off-peak hours.

When third-party applications are used within Gaggle Services, Gaggle does not have control over these applications. Downtime of these applications is specifically excluded from this SLA.

3. Limitations
This SLA and any applicable Services do not apply to any of the following:

Issues that are due to factors outside of Gaggle’s control including, but not limited to, natural acts of God, acts of any governmental body, war, insurrection, sabotage, armed conflict, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third-party services, virus attacks or hackers, failure of third-party software or inability to obtain raw materials, supplies or power used in or equipment needed for provision of this SLA.

Interruptions that result from Customer and/or a third-party hardware or software and that are not within the primary control of Gaggle.

Issues that result from outages between Gaggle’s Internet Service Provider and Gaggle servers.

Interruptions relating to Domain Name Server (“DNS”) issues outside the control of Gaggle including DNS propagation or any delays in the registration or transfer of domain names and browser or DNS caching that may make Customer Site appear inaccessible when others can still access Customer Site.

Scheduled Downtime including upgrades and Emergency Downtime, as described in Section 2.

Customer acts or omissions (or acts or omissions of others engaged or authorized by Customer) including, without limitation, custom scripting or coding and any unauthorized, unlawful email practices.

Issues due to any negligence, willful misconduct or use of the Services in breach of this SLA, Terms & Conditions and other related documents.

4. Duration
This SLA shall commence on the Service Start (Commencement) Date and ends on the earlier of the Service End (Expiration) Date or at the time of termination in accordance with Section 7.

5. Roles and Responsibilities
The Services under this SLA are provided to Customer pursuant to Tiered Administrator Access Permissions, which Customer will select and assign to its users based on the access and security needs of the Customer’s organization. Users shall only be allowed to access and utilize the Services based on the designated Administrator Access Permission. Customer is responsible to communicate all usernames and passwords to its users. Customer shall control all Customer Tiered Administrator Access Permissions and any changes to those Permissions.

Use of accounts shall be limited to those individuals granted access by the Customer who is solely responsible for the assignment of accounts and the enforcement of user access security. Gaggle shall use commercially reasonable efforts to advise Customer in identifying any known security breach, but Gaggle shall not be liable to Customer or any user for any inability, failure or mistake in connection with such assistance. Customer is responsible, at its own cost and expense, to maintain all Customer (Client) Software and Hardware Configurations recommended by Gaggle, which may be updated from time to time. Customer shall report to Gaggle any changes to its Customer (Client) Software and Hardware Configurations.

Customer shall be responsible for monitoring and reporting any problems with its Customer (Client) Software and Hardware Configurations to Gaggle through written or digital format. All Gaggle Services shall only be used in a manner consistent with the appropriate uses associated with the operations and functions of Customer’s organization and shall not be contrary to public policy, the law and commercially acceptable online etiquette. Failure to comply with these limitations may result in Gaggle suspending or terminating the Services of the violating user or all Customer accounts without notice. Gaggle maintains a ticket system to manage all Customer issues. Gaggle provides Customer Service between the hours of 7 a.m. and 6 p.m. CT, Monday through Friday.

Customers can reach Customer Service by email (support@gaggle.net), telephone (800.288.7750) or by accessing a live chat feature within the Gaggle interface and on the Gaggle website. After hours support is provided through a monitored email account at support@gaggle.net. Gaggle provides additional technical support twenty-four (24) hours per day, seven (7) days per week. Response time commitments are made based on the severity of the issue, ranging from six (6) hours for critical issues, to twenty-four (24) hours for informational requests.

6. SLA Claim
If Customer believes Gaggle is in violation of this SLA, Customer should send an email to Gaggle at support@gaggle.net indicating the day(s) and time(s) in which the unavailability of Services occurred. Gaggle will review each claim and respond to the sender of the email within one (1) full business day.

7. Termination
Either party may terminate the Services under this SLA at any time by providing thirty-day (30) written notice of the intent to terminate. Gaggle may also terminate or suspend any and all Services immediately, without prior notice or liability, if Customer breaches any conditions set forth in this SLA or in the Terms & Conditions the Customer accepted by clicking the Accept button prior to accessing Gaggle Services. Gaggle can, at any time, modify or discontinue any of its Services without liability to any user or third party.

8. Notifications
Unless specified otherwise herein: (a) all notices must be in writing and addressed to the attention of the other party’s legal department and primary point of contact; and (b) notice will be deemed given: (i) when verified by written receipt if sent by personal courier, overnight courier or when received if sent by mail without verification of receipt; or (ii) when verified by automated receipt or electronic logs if sent by facsimile or email.

9. Assignment
Neither party may assign or transfer any part of this SLA without the written consent of the other party, but only if: (a) the assignee agrees in writing to be bound by the terms of this Agreement; and (b) the assigning party remains liable for obligations incurred under the Agreement prior to the assignment. Any other attempt to transfer or assign is void.

Last Updated: May 5, 2018

Please read the following Agreement carefully. This Agreement explains your rights and obligations as a user of “Services” provided by Gaggle.Net, Inc. (“Gaggle”). Gaggle Services include, but are not limited to, Archiving & Backup, Safe Communication Tools, Safety Management, SpeakUp for Safety Tipline and School & District Websites. For a further Description of Services, please consult the Gaggle Service Level Agreement.

It may be necessary for us to update or revise parts of this Agreement or any feature of Gaggle Services without prior notice. If we make material changes to this Agreement, we will post the updated Agreement (with a notice that the Agreement has been updated) and notify Customers by email using the primary email address specified in their accounts.

1. Acceptance of Terms
The Terms & Conditions herein establish the understanding for Gaggle to provide Services to you (“Customer”). Compensation for the Services provided shall be at the rates and terms set forth in a Gaggle invoice, Customer contract or Subscription Agreement. By completing the registration process and providing Gaggle with current, complete and accurate information, you are agreeing to be bound by these Terms & Conditions. If you choose not to agree with the changes, your only remedy would be to cancel Gaggle Services in accordance to Section 8.

2. Unauthorized Access, Password Protected and Secured Areas
Users of Gaggle Services shall be responsible for unauthorized access made through their usernames and passwords. For this reason, Gaggle recommends that users change their passwords periodically. Access to and use of current or future password protected or secured Services is restricted to authorized users only. You will be asked to provide accurate and current information on all registration forms for Gaggle Services. You are solely responsible for maintaining the confidentiality of any username and password that you choose or is chosen by someone on your behalf. You agree not to misuse or share your username or password, misrepresent your identity or your affiliation with an entity, impersonate any person or entity or misstate the origin of any materials that you are exposed to through Gaggle Services. If you violate your obligations under this section, you may be subject to criminal prosecution or civil damages. You agree to notify Gaggle and your applicable administrator immediately of any unauthorized use of your account or any other breach of security known to you.

3. Privacy and Security
Gaggle uses a variety of measures to protect the security and privacy of its users. Users should be aware, however, that Gaggle cannot guarantee security and confidentiality through its Services. Gaggle accepts no responsibility for harm caused directly or indirectly by use of its Services. Users should also be aware that the use of Gaggle Email and/or Email through third-party products such as those from Google Inc. and Microsoft Corporation is not private. Although Gaggle is not obligated to do so, it has the right to review and monitor your content and communications, including but not limited to fulfilling obligations set forth in your contract or Subscription Agreement, to backup or review messages to identify network problems, or to determine whether you comply with our Terms & Conditions. Gaggle, at its discretion, may choose to turn over or make available message content to appropriate personnel, the National Center for Missing and Exploited Children (“NCMEC”) and/or law enforcement agencies, if required..

For more information, please also refer to the Gaggle Privacy Policy and Gaggle Student Data Privacy Notice.

4. Confidentiality Policy
As used herein, "Confidential Information" shall mean the respective parties' proprietary information or material to which the other party may become aware of as a result of this Agreement, including but not limited to research data, methodologies, products, services, processes, formulas, technology, or other business information disclosed to one party by the other, either directly or indirectly, whether in writing, orally or otherwise, but not including any of the foregoing which was known to the receiving party at the time of disclosure from a source other than the disclosing party or any third party that owed a duty of confidentiality with respect to such information to the disclosing party or which has become publicly known and made generally available through no wrongful act or omission of the receiving party or of others who were under confidentiality obligations with respect thereto. Each party agrees that with respect to the Confidential Information of the other party, during the term of this Agreement and thereafter, such party: (a) shall at all times maintain the confidentiality of the Confidential Information, using the same degree of care that such party uses to protect its own confidential information of a like nature and, (b) shall not disclose the Confidential Information to any other individual, entity or third party, except as permitted herein or as may be requested or required by (or as deemed advisable by counsel under) applicable law, rule, regulation, court order, legal process or governmental, judicial, regulatory or self-regulatory oversight.

5. Family Educational Rights and Privacy Act (FERPA)
The Family Educational Rights and Privacy Act (FERPA) (20 U.S.C. §1232g; 34 CFR Part 99) is a federal law that protects the privacy of student education records. You are required to comply with FERPA and its applicable regulations. Gaggle shall not disclose any student’s education records, personal identifiable information or other related records monitored, maintained and retained by Gaggle and/or other Services provided by Gaggle to any third party (other than your school organization) without prior authority. Gaggle shall maintain the privacy and confidentiality of all student education records, and shall make available to your school organization the right to inspect and review the student education records upon request. Gaggle shall not disclose or transmit student education records or information to any unauthorized party without the prior consent of the student, guardian and/or your school organization, or by court order, administrative order or subpoena. Notwithstanding the foregoing, to protect your school or district against the risks involved in handling child pornography, Gaggle registers incidents containing pornographic videos and images of possible minors with the CyberTipline at the National Center for Missing and Exploited Children (“NCMEC”). It is NCMEC’s mission to prevent the spread of child pornography, as well as to prevent the sexual exploitation of children. For more information, consult the Gaggle Student Data Privacy Notice. For more information, consult the Gaggle Student Data Privacy Notice.

6. Support
Gaggle maintains a case system to manage all Customer issues. Gaggle provides Customer Service between the hours of 7 a.m. and 6 p.m. CT, Monday through Friday. Customers can reach Gaggle by email (support@gaggle.net), telephone (800.288.7750) or by accessing a live chat feature within the Gaggle interface and on the Gaggle website. After hours support is provided through a monitored email account at support@gaggle.net.

Gaggle provides additional technical support twenty-four (24) hours per day, seven (7) days per week. Response time commitments are made based on the severity of the issue, ranging from six hours for critical issues, to twenty-four (24) hours for informational requests.

7. Assignment
Neither party may assign or transfer any part of this Agreement without the written consent of the other party, but only if: (a) the assignee agrees in writing to be bound by the terms of this Agreement; and (b) the assigning party remains liable for obligations incurred under the Agreement prior to the assignment. Any other attempt to transfer or assign is void.

8. Termination
Either party may terminate the Services under this Agreement at any time by providing thirty (30) days written notice of the intent to terminate. Gaggle may also terminate or suspend any and all Services immediately, without prior notice or liability, if you breach the conditions of this Agreement, the Gaggle Service Level Agreement (SLA), your contract or Subscription Agreement.

Without limiting the foregoing, we may immediately terminate your use of Gaggle Services if you engage in any of the following prohibited activities:

• Uploading, posting, emailing, transmitting or otherwise making available any content that is unlawful, harmful, threatening, abusive, libelous or obscene;
• Impersonating any person or entity, or falsely stating or otherwise misrepresenting your affiliation with a person or entity, or editing or attempting to edit comments or the vote of another person;
• Forging headers or otherwise manipulating identifiers in a manner that disguises the origin of any content you transmit through any Service;
• Uploading, posting, emailing, transmitting or otherwise making available any content that you do not have a right to make available under any law or under any contractual or fiduciary relationship (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
• Uploading, posting, emailing, transmitting or otherwise making available any content that infringes any patent, trademark, trade secret, copyright or other the proprietary right of any party;
• Uploading posting, emailing, transmitting or otherwise making available any unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation, without our express written approval;
• Gathering for the purpose of "spamming" any email addresses that users post in our forums and other public posting areas;
• Uploading, posting, emailing, transmitting or otherwise making available any content or material that contains software viruses, worms or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications or other equipment, or to cause a security breach of such software, hardware or telecommunications or other equipment;
• Uploading or posting any off-topic or irrelevant material to any chat room or forum;
• "Stalking," "bullying" or otherwise harassing another;
• Gaining unauthorized access to our Services, or any account, computer system, or network owned and operated by Gaggle, by means such as hacking, password mining or other illicit means; or
• Obtaining or attempting to obtain any materials or information through any means not intentionally made available through Gaggle Services.

You can cancel your Services by notifying Gaggle’s Customer Service department at (800) 288-7750, by sending your cancellation to Gaggle, PO Box 1352, Bloomington, IL 61702-1361, sending email to support@gaggle.net or by fax to 309-665-0171.

Gaggle can, at any time, modify or discontinue any of its Services without liability to any user or third party.

9. Limitation of Liability, Statute of Limitations
In no event shall Gaggle be liable with respect to Services (i) for any amount in the aggregate in excess of the fees paid by you; or (ii) for any indirect, incidental, punitive or consequential damages of any kind whatsoever. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations and exclusions may not apply to you. You agree that regardless of any statute or law to the contrary, any claim or cause of action against Gaggle arising out of or related to use of Services or the terms of use must be filed within one (1) year after such claim or cause of action arose or be forever barred.

You assume total responsibility for the use of Gaggle Services and use these Services at your own risk. Gaggle exercises no control over and has no responsibility whatsoever for actions taken on the Internet, and Gaggle expressly disclaims any responsibility for such actions. You acknowledge to Gaggle, and for Gaggle’s benefit and the benefit of its directors, employees, licensors and agents, that the Services may contain bugs and are not designed or intended for use in mission critical environments requiring fail-safe performance.

10. Message Storage, Content Storage and Other Limitations
The amount of email storage space and content storage space is limited for each user depending upon your contract or Subscription Agreement. Gaggle is not responsible or liable for the deletion of messages or other information.

11. Communications

Except for any disclosure by you for technical support purposes, or as specified in the Gaggle Privacy Policy, all communications from you will be considered non-confidential and nonproprietary. You agree that any and all comments, information, feedback and ideas that you communicate to Gaggle will be deemed, at the time of the communication, the property of Gaggle, and Gaggle shall be entitled to full rights of ownership including, without limitation, unrestricted right to delete, use or disclose such communication in any form, medium or technology now known or later developed, and for any purpose, commercial or otherwise, without compensation to you. You are solely responsible for the content of your communications and their legality under all laws and regulations. You agree not to use Gaggle Services to distribute, link to or solicit content that is defamatory, harassing, unlawful, libelous, harmful to minors, threatening, obscene, false, misleading or infringing a third-party intellectual property or privacy rights.

12. Miscellaneous
Gaggle provides Services to your organization to assist it in the protection of your students and your organization. Gaggle shall undertake every commercially reasonable effort to update its Services to maximize detection of unsafe, graphic and/or obscene communications. Gaggle does not warrant, represent and/or guaranty that all unsafe communications can or will be detected while monitoring your student communications or website content.

Gaggle shall not be responsible for contacting, notifying or alerting any governmental agency or bureau including, but not limited to, child protective services agencies, with jurisdiction over your organization (Customer) for which notification has been provided to Customer. Your organization is responsible for reviewing all Gaggle communications, and to take all reasonable and precautionary actions required by your organization to protect the interests of students including, but not limited to, notifying applicable governmental agencies and/or bureaus, such as child protection services pursuant to the Family Educational Rights and Privacy Act (FERPA) and other applicable laws and regulations.

13. Notices
Unless specified otherwise herein: (a) all notices must be in writing and addressed to the attention of the other party’s legal department and primary point of contact; and (b) notice will be deemed given: (i) when verified by written receipt if sent by personal courier, overnight courier or when received if sent by mail without verification of receipt; or (ii) when verified by automated receipt or electronic logs if sent by facsimile or email.

14. Indemnity
You agree to indemnify, defend and hold Gaggle and its respective officers, directors, shareholders, employees, agents, representatives, successors and assigns (collectively, the "Gaggle Indemnified Persons") harmless from and against any and all third-party claims, liabilities, damages, losses or expenses (including reasonable attorney’s fees and costs) arising out of, based on or in connection with, your access and/or use of Gaggle Services.

15. Taxes
All fees set forth in this Agreement and any invoices shall include all taxes except such “Transaction Taxes” which Gaggle is required by law to invoice and collect from Customer. Transaction Taxes, if any, will be separately stated on the invoice and will be paid by Customer to Gaggle unless Customer provides an exemption certificate to Gaggle or the transaction is statutorily exempt from Transaction Taxes. Gaggle shall be solely responsible for the timely remittance of all Transaction Taxes to the applicable Governmental Authority, and Gaggle shall pay (without reimbursement by Customer), and shall hold Customer harmless against, any penalties, interest or additional taxes that may be levied or assessed as a result of the failure to invoice or delay of Gaggle to pay any such taxes. “Transaction Taxes” means sales and use taxes, value added taxes, goods and services taxes, gross receipts taxes and excise taxes, and excludes any tax on income, real or personal property taxes or payroll taxes.

16. Trademarks
The trademarks, service marks, logos, slogans and product designations of Gaggle (“Trademarks”) are the property of Gaggle.Net, Inc., and/or their respective owners. You have no right to use any such Trademarks, and nothing contained in Gaggle Services grants any right to use (by license, implication, waiver, estoppel or otherwise) any Trademarks without the prior written permission of Gaggle or the respective owner.

17. Acknowledgement of Ownership Rights and Disclosure of Deliverables
Gaggle does not convey any ownership in and Gaggle will own in perpetuity all right, title and interest, world-wide, in and to: (i) any intellectual property or related rights owned or licensed by Gaggle and used in the performance of Gaggle’s service hereunder, including Gaggle's Confidential Information, and (ii) the frameworks, methodologies, processes, inventions, analytical tools and industry data and insights that may be used or developed by Gaggle in the performance of Gaggle's services hereunder along with any and all intellectual property rights in connection with the foregoing (the “Gaggle IP”).

18. Choice of Law
This Agreement is made in and shall be interpreted and governed in all respects in accordance with the laws of the State of Illinois without giving effect to any choice of law or conflict of law rules or provisions.

19. Violations
Please report any violations of these Terms & Conditions to Gaggle’s Customer Service department at (800) 288-7750, via email at support@gaggle.net, or fax to 309-665-0171.

20. General Questions
If you have any questions regarding the Terms & Conditions, please contact Gaggle’s Customer Service department at (800) 288-7750, via email support@gaggle.net, or fax to 309-665-0171.