SERVICE LEVEL AGREEMENT

EcpPro Service Level Agreement

Effective Starting: July 1, 2023.

1. Service Level Commitment. During the Subscription Term for which EcpPro has agreed to provide a relevant Cloud Product to you, we will use commercially reasonable efforts to provide a Monthly Uptime Percentage to you in accordance with the table below (Service Level Commitment):

   Product	Monthly Uptime Percentage
   EcpPro Business and Premium	99.0%
   EcpPro Enterprise	99.5%

2. Service Credits.
   1. If we confirm there is a failure to meet the Service Level Commitment in a particular calendar month and you make a request for service credit within fifteen (15) days after the end of such calendar month, you will be entitled to a credit based on:
      • the monthly fees invoiced for the affected Cloud Product you have provisioned in the month experiencing such failure, if you have a monthly subscription plan; or
      • 1/12 of annual fees invoiced for the affected Cloud Product you have provisioned, if you have an annual plan (Service Credit).
      
      
      To receive a Service Credit, you must submit an email to support@ecppro.com detailing the service failure and provide any other reasonably requested information or documentation. Our monitoring and logging infrastructure is the source of truth for determining Monthly Uptime Percentage, errors, and whether we have met the Service Level Commitment. All calendar months will be measured in the UTC time zone.
   
   
   2. The Service Credit will be calculated as set forth here:

      EcpPro Business and Premium
      Monthly Uptime Percentage	Service Credit (% of monthly fees for affected)
      Less than 99.0% but greater than or equal to 98.0%	10%
      Less than 98.0% but greater than or equal to 95.0%	25%
      Less than 95.0%	50%

      EcpPro Enterprise
      Monthly Uptime Percentage	Service Credit(% of monthly fees for affected)
      Less than 99.5% but greater than or equal to 99.0%	5%
      Less than 99.0% but greater than or equal to 98.0%	10%
      Less than 98.0% but greater than or equal to 95.0%	25%
      Less than 95.0%	50%

   We will apply each Service Credit against a future payment otherwise due from you for the affected Cloud Product, provided that your account is fully paid up, without any outstanding payment issues or disputes. No refunds or cash value will be given for unused Service Credits. Service Credits are non-transferable and may not be applied to any other Cloud Product. The aggregate maximum Service Credits applied to an invoice will not exceed 100% of the amount invoiced for the affected Cloud Product in that invoice billing period (as opposed to the actual month in which the affected Cloud Product was unavailable). We reserve the right to deny a Service Credit if you do not qualify for one.

3. Exclusions. You will not be entitled to a Service Credit if you are in breach of the Terms. The Service Level Commitment will not include unavailability to the extent due to:
   1. your use of the Cloud Products in a manner not authorized in the Terms or not in accordance with the applicable Documentation;
   2. force majeure events or other factors outside of our reasonable control, including, without limitation, Internet access or related problems;
   3. your equipment, software, network connections or other infrastructure;
   4. Your Data or Your Materials (or similar concepts as defined in the applicable Terms);
   5. third-party equipment, apps, add-ons, software or technology (other than our agents and subcontractors); or
   6. routine scheduled maintenance or reasonable emergency maintenance as set forth here:

   We use maintenance windows whenever a change, bug fix, or essential maintenance requires some downtime to roll out to your EcpPro cloud site. Maintenance windows occur daily between 9pm and 5 am in the timezone where your site's server is located.

   No Service Level Commitment or Service Credits are provided for (x) sandbox instances or free, proof-of-concept, beta or trial services, or (y) features excluded from the Service Level Commitment (in the applicable Documentation).

4. Exclusive Remedies. Service Credits are your sole and exclusive remedy, and our sole and exclusive liability, for our failure to meet the Service Level Commitment.
5. Definitions. All capitalized terms not otherwise defined are as set forth in the EcpPro Cloud Terms of Service or your applicable agreement with EcpPro for the relevant Cloud Products (Terms).
   • Monthly Uptime Percentage means 100% minus the percentage of Downtime minutes out of the total minutes in the relevant calendar month.
   • Downtime for a Cloud Product occurs when its Error Rate is greater than 5%.
   • Downtime Calculation Any outage that occurs during the maintenance window will be excluded from the service credit calculation.
   • Error Rate means, over a given 1-minute period, the percentage of your requests to a Cloud Product's Covered Experiences resulting in an error out of your total requests to those Covered Experiences. For cases in which we confirm all Covered Experiences were completely inoperable or unable to receive your requests, the Error Rate for that minute is 100%. If you attempted no requests to any of the Covered Experiences over a minute, the Error Rate is 0%.

   The terms above are defined and calculated independently for each relevant Cloud Product.