Service Level Agreement

This Service Level Agreement (“SLA”) is a policy governing the use of SUMO Scheduler service under the Master Subscription Agreement (“Agreement”) between SUMO Scheduler (“SUMO”, “us” or “we”) and users of SUMO Scheduler who have purchased and are in good standing (“you”). We reserve the right to change the terms of this SLA upon posting an updated version of the SLA at the following website www.sumoscheduler.com/sla.

If we do not meet the SLA and if you meet your obligations under this SLA, you will be eligible to receive the Service Credits described below. This SLA states your sole and exclusive remedy for any failure by us to meet the SLA.

Definitions

“Downtime” means, for a domain, if there is more than a five per cent user error rate. Downtime is measured based on server-side error rate.

“Monthly Uptime Percentage” means total number of minutes in a calendar month minus the number of minutes of Downtime suffered in a calendar month, divided by the total number of minutes in a calendar month. Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any SLA Exclusion. Any downtime occurring prior to a successful SLA Credit claim cannot be used for future claims.

“Planned Downtime” means those times where SUMO Scheduler notifies you of periods of Downtime at least eight (8) hours prior to the commencement of such Downtime. There will be no more than twelve (12) hours of Planned Downtime per calendar year. Planned Downtime is not considered Downtime for purposes of this SLA and will not be counted towards any Downtime Periods.

“Service Month” is any complete calendar month in which you are eligible for this SLA.

“Services” means the services ordered by you and accepted by SUMO Scheduler as provided in the Agreement

Incident Reporting

Service Availability

“Service Availability” means that SUMO Scheduler service may be accessed and used by you.

Uptime Commitment

We shall use commercially reasonable efforts to make SUMO Scheduler services available at least ninety-nine and nine tenths percent (99.9%) of the time during each Service Month.

Service Credits

If we fail to meet the Service Availability during any Service Month, then you will be eligible for a service credit (“Service Credit”) specified below:

Ineligible Customers

Customers who at the time of the report of the downtime are not current on their payment of the fees for the Services do not qualify for SLA Credits. In addition, Customers who have not paid their fees when due for the Services two or more times in the previous twelve calendar months do not qualify for SLA Credits.

Credit requests and Payment

In order to receive any of the Service Credits described above, you must notify us by email or otherwise in writing within thirty (30) days from the time you become eligible to receive a Service Credit. The email must include (i) “SLA Claim” as the subject of the ticket; (ii) the dates and times of the Unavailable Time for which you are requesting credit; and (iii) include your server request logs that document the errors and corroborate your claimed outage. Failure to comply with this requirement will forfeit Customer’s right to receive a Service Credit. Service Credits may not be transferred or applied to any other account.

Ineligible Customers

Customers who at the time of the report of the downtime are not current on their payment of the fees for the Services do not qualify for SLA Credits. In addition, Customers who have not paid their fees when due for the Services two or more times in the previous twelve calendar months do not qualify for SLA Credits.

Maximum Service Credit

The aggregate maximum number of Service Credits to be issued by us to you for all Downtime that occurs in a single Service Month shall not exceed nine days of Service added to the end of Customer’s term for the Service. Service Credits may not be exchanged for, or converted to, monetary amounts.

Uptime SLA Exclusions

The calculation of Service Availability does not apply to any unavailability of the SUMO Scheduler services: (i) that result from planned downtime; (ii) that result from hacker or virus attacks; (iii) caused by any force majeure event or Internet access failure; (iv) that result from any actions or inactions of you or any third party; (v) that result from your equipment or third-party equipment, or both; or (vI) arising from our suspension or termination of your right to use SUMO Scheduler services in accordance with the SUMO Scheduler Master Subscription Agreement.