Service Level Agreement

This Service Level Agreement (SLA) sets forth the Manufacturer’s obligations and the End Customer’s rights with respect to the Product’s performance.

• i. The Product shall be operational and available to the End Customer for at least 99.5% of the time in any calendar month.
• ii. If the Monthly Uptime Percentage fails to meet the Service Level in any calendar month, the End Customer shall be entitled to receive a Service Day Credit as follows:

  Monthly Uptime Percentage	Credited days of service
  from 99% to < 99.5%	5
  < 99%	10

• iii. The total number of service days credited by the Manufacturer to the End Customer for all downtime occurring in a single calendar month shall not exceed 10 days. Credited service days may not be exchanged or converted into cash.
• iv. In order to receive any of the Service Day Credits described above, the End Customer must notify the Manufacturer within 30 days of the occurrence of any condition listed in the table in Section ii. Failure to provide notice within the specified time frame will result in the End Customer forfeiting the right to receive a Service Day Credit.
• v. The Service Level does not apply to service interruptions:
  1. caused by factors beyond the Manufacturer’s reasonable control, including any force majeure event or interruption or impediment to Internet access or related issues beyond the demarcation point of the Manufacturer and its infrastructure providers;
  2. resulting from external factors, namely the End Customer’s and/or third-party hardware or software;
  3. resulting from the performance of maintenance or the application of updates to the Product, as regularly announced by the Manufacturer;
  4. associated with evaluation and trial credentials;
  5. resulting from any action taken by the End Customer or anyone accessing the Product using the End Customer’s login credentials (third parties, including automated systems and bots);
  6. arising from the suspension of the Product and the termination of the End Customer’s rights.
• vi. This SLA Agreement is the End Customer’s sole and exclusive remedy in the event that the Manufacturer fails to meet the Service Level.
• vii. Definitions:
  1. “Downtime” means any instance in which the Product is unavailable to an End Customer due to hardware, firmware, or software failures, as confirmed by both the End Customer and the Manufacturer.
  2. The “Monthly Uptime Percentage” refers to the total number of 5-minute increments in a calendar month minus the number of 5-minute increments of Downtime experienced in a calendar month, divided by the total number of 5-minute increments in a calendar month.
  3. “Service Day Credit” refers to the number of days that the Manufacturer will add at the end of the validity period, free of charge to the End Customer, and which will be deducted proportionally from the periodic fee established in the Supply Offer.