Service Level Agreement

This Symform Service Level Agreement (“SLA”) is a policy governing the use of Symform Storage Cloud under the terms of Symform End User License Agreement (the “Symform EULA”) between Symform, Inc. (“Symform”, “us” or “we”) and users of Symform’s services (“you”). This SLA applies separately to each account using Symform Storage Cloud. Unless otherwise provided herein, this SLA is subject to the terms of the Symform EULA and capitalized terms will have the meaning specified in the Symform EULA. We reserve the right to change the terms of this SLA in accordance with the Symform EULA.

Service Commitment

Symform will use commercially reasonable efforts to make Symform Storage Cloud available with a Monthly Uptime Percentage (defined below) of at least 99.9% during any monthly billing cycle (the “Service Commitment”). In the event Symform does not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.

Definitions

• “Error Rate” means:
  1. the total number of service unavailable errors returned by Symform Cloud Control in response to requests from Symform File Synchronization client as error status “ServiceUnavailable”divided by
  1. the total number of requests during that five minute period.
• We will calculate the Error Rate for each Symform Storage Cloud account as a percentage for each five minute period in the monthly billing cycle.
• The calculation of the number of service unavailable errors will not include errors that arise directly or indirectly as a result of any of the Symform Storage Cloud SLA Exclusions (as defined below).
• “Monthly Uptime Percentage” is calculated by subtracting from 100% the average of the Error Rates from each five minute period in the monthly billing cycle.
• A “Service Credit” is a dollar credit, calculated as set forth below, that we may credit back to an eligible Symform account.

Service Credits

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

We will apply any Service Credits only against future Symform payments otherwise due from you; provided that, we may issue the Service Credit to the credit card that you used to pay for Symform Storage Cloud for the billing cycle in which the error occurred. Service Credits shall not entitle you to any refund or other payment from Symform Storage Cloud. 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). Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the Symform EULA, your sole and exclusive remedy for any unavailability or non-performance of Symform Storage Cloud or other failure by us to provide Symform Storage Cloud is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA or termination of your use of Symform Storage Cloud.

Credit Request and Payment Procedures

To receive a Service Credit, you must submit a request by sending an e-mail message to support@symform.com. To be eligible, the credit request must (i) include your account information in the subject of the e-mail message; (ii) include, in the body of the e-mail, the dates and times of each incident of non-zero Error Rates that you claim to have experienced; (iii) include any request logs or screenshots that document the errors and corroborate your claimed outage (any confidential or sensitive information in these logs should be removed or replaced with asterisks); and (iv) be received by us within ten (10) business days after the end of the billing cycle in which the errors occurred. If the Monthly Uptime Percentage applicable to the month of such request is confirmed by us and is less than 99.9%, then we will issue the Service Credit to you within one billing cycle following the month in which the error occurred. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.

Symform Storage Cloud SLA Exclusions

The Service Commitment does not apply to any unavailability, suspension or termination of Symform Storage Cloud, or any other Symform Storage Cloud performance issues: (i) that result from a termination described in section 11 of Symform EULA or section 5 of Symform Reseller Agreement; (ii) caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of Symform Storage Cloud; (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) including not running the latest version of Symform Node software; (v) on contributing storage to the Symform Cloud Control or (vi) arising from our termination of your right to use Symform Storage Cloud in accordance with the Symform EULA (collectively, the “Symform Storage Cloud SLA Exclusions”). If availability is impacted by factors other than those used in our calculation of the Error Rate, we may issue a Service Credit considering such factors in our sole discretion.