Ekata Service Level Agreement

LAST UPDATED DECEMBER 30, 2019

This Ekata Service Level Agreement (“SLA”) is a policy governing the use of the Ekata Service (the “Service”). Unless otherwise provided herein, this SLA is subject to the terms of the Ekata agreement between Ekata and you (the “Agreement”) and capitalized terms will have the meaning specified in the Agreement. Ekata reserves the right to modify this SLA at any time by posting a revised version; provided, however, that we will provide you at least 60 days’ advance notice of any adverse changes (either in writing or via a message appearing in or sent through the Service). Subject to the 60-day advance notice requirement, the modified terms will become effective upon posting. By continuing to use the Service after the effective date of any modifications to this SLA, you agree to be bound by the modified terms. It is your responsibility to check regularly for modifications to this SLA.

Service Commitment

Ekata will use commercially reasonable efforts to make the Service available with a Monthly Uptime Percentage (defined below) of at least 99.95%, in each case during any monthly billing cycle (the “Service Commitment”). In the event the Service does not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.

Definitions

  • Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the month in which the Service was in the state of “Unavailable.” Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any SLA Exclusion (defined below).
  • Unavailable” and “Unavailability” means that the Service is unavailable to be used.
  • A “Service Credit” is a dollar credit, calculated as set forth below, that Ekata will credit back to an eligible account.

Service Commitments and Service Credits

Service Credits are calculated as a percentage of the total charges paid by you for the Service for the monthly billing cycle in which the Unavailability occurred in accordance with the schedule below.

Monthly Uptime Percentage Service Credit Percentage
Less than 99.95% but equal to or greater than 99.0% 10%
Less than 99.0% 30%

We will apply any Service Credits only against future payments otherwise due from you. At our discretion, we may issue the Service Credit to the credit card you used to pay for the billing cycle in which the Unavailability occurred. Service Credits will not entitle you to any refund or other payment from Ekata. A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than one dollar ($1 USD). Unless otherwise provided in the Agreement, your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide the Service is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

Credit Request and Payment Procedures

To receive a Service Credit, you must submit a claim by emailing ops-notify@Ekata.com. To be eligible, the credit request must be received by us by the end of the second billing cycle after which the incident occurred and must include:

  1.  The words “SLA Credit Request” in the subject line;
  2.  The dates and times of each Unavailability incident that you are claiming; and
  3.  Your request logs that document the errors and corroborate your claimed outage (any confidential or sensitive information in these logs should be removed or replaced with asterisks).

If the Monthly Uptime Percentage of such request is confirmed by us and is less than the Service Commitment, then we will issue the Service Credit to you within one billing cycle following the month in which your request is confirmed by us. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.

Scheduled Maintenance

From time to time, Ekata may apply upgrades, patches, bug fixes or other maintenance to the Service (“Maintenance”). When possible, Ekata will give at least 24 hours’ notice (either in writing or via a message appearing in or sent through the Service) when performing Maintenance (such Maintenance, “Scheduled Maintenance”). You agree to use reasonable efforts to comply with any Maintenance requirements that we notify you about.

SLA Exclusions

The Service Commitment does not apply to any unavailability, suspension or termination of the Service, or any other Service performance issues: (i) arising from our suspension and termination of your right to use the Service in accordance with the Agreement; (ii) caused by factors outside of our reasonable control, including any force majeure event; (iii) that result from any actions or inactions of you or any third party; (iv) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control); or (v) that result from any Scheduled Maintenance (collectively, the “SLA Exclusions”). If availability of the Service is impacted by factors other than those used in our Monthly Uptime Percentage calculation, then we may issue a Service Credit considering such factors at our discretion.