Legal

Service Levels and Support Services

PUBLICATION DATE: JUNE 1, 2024

This Service Levels and Support Services (referred herein as "SLA") is subject to and made a part of the Subscription Services Agreement ("Agreement") to which this SLA is attached or otherwise incorporated by reference at Xfactor.io Subscription and Services Agreement. Except as otherwise modified or defined herein, all capitalized terms in this SLA have the meaning set for in the Agreement.

Definitions

"Error" means any failure of the Subscription Service to conform to the functional, operational and performance requirements described in the Documentation and this SLA.

"Outages" means a scheduled interruption or material disruption of the Subscription Services, excluding (a) Customer's use of the Subscription Services in a manner not authorized in the Agreement or Documentation, (b) general Internet problems, Force Majeure Events, or other factors outside of Xfactor's reasonable control, (c) Customer's network connections or other infrastructure, or (d) Scheduled Downtime.

"Scheduled Downtime" means the percentage of time per month that the Subscription Services are not available for Scheduled Maintenance.

"Service Credit" means a credit issued by Xfactor based on the monthly fees due for the affected Subscription Service in such month.

"Scheduled Maintenance " means Xfactor's routine maintenance of the Subscription Services as posted on Xfactor’s Support portal at https://www.xfactor.io/subscription-and-services-agreement, or otherwise made available by Xfactor on request by Customer. Scheduled Maintenance is typically scheduled on weekends (between Friday midnight to Sunday midnight) and outside of normal business hours.

Subscription Services Availability.

2.1 Service Availability. Xfactor will use commercially reasonable efforts to make the Subscription Services available at 99% of the time, 7 days a week, and 24 hours per day as calculated over a calendar month excluding Scheduled Downtime or Outages ("Service Availability"). If Service Availability falls below 98% in a calendar month and provided that Customer notifies Xfactor as set forth in Section 3.1 below of any disruptions in the Service Availability, including any other relevant details concerning the incident ("SLA Claim"), Xfactor will promptly investigate and make a good faith reasonable determination based on the information available, as to the validity of the SLA Claim. The SLA Claim will be measured from the time that Customer reports the Subscription Service is unavailable to Customer.

2.2 Service Credits. Upon Xfactor's validation of the SLA Claim, Xfactor will apply a Service Credit on the Customer's next invoice, calculated in accordance with the table below. Service Credits shall not to apply to Outages. Service Credits shall be Xfactor's sole liability and Customer's exclusive remedy for any SLA Claim specified herein.

Service Availability	Service Credit Percentage
98.01% to 100%	0%
90.01% to 98%	25% of monthly fees
80% - 90%	35% of monthly fees
0% - 79.9%	50% of monthly fees

2.3 Termination. If the Subscription Services do not meet the Service Availability for two (2) out of any three (3) consecutive months and Customer has notified Xfactor of the failure within seven (7) days of the end of each impacted month, Customer may terminate the Agreement (including any Orders), and Xfactor will pay to Customer a pro-rata refund of any prepaid fees for the remainder the Subscription Term.

Support Services.

3.1 Access to Support Services. Customer and Authorized Users have access to Support Services (a) via email at support@xfactor.com or (b) online via the Xfactor website link at https://www.xfactor.io

3.2 Support Services. Upon receipt of a request, Xfactor will classify and prioritize problems or Errors according to the criteria in the table below:

Severity	Severity Type	Description of Issue	Response Times
Priority 1	Major Impact	Subscription Service is inoperable, or the functionality of the Subscription Service is impacted, performance is significantly degraded, or an Error is persistent and affects many Users or major functionality. No reasonable workaround is available.	4 business hours
Priority 2	Minor Impact	Customer is experiencing a performance, operational, or functional Error that can be circumvented with a workaround and the workaround causes minimal impact to the Customer's ability to use the Subscription Services or does not affect many Users.	2 business days
Priority 3	Service Inquiries	No Error with the Subscription Service. Customer or the User requests information on capabilities, features, configuration, enhancement requests, or other questions or clarifications	2 business days

3.3 Support Service Hours. Xfactor shall provide the Support Services and resolve Outages between the hours of 8:00 AM ET and 6:00 PM ET on weekdays, excluding US holidays.

General. Subscription Services designated in writing pursuant to Section 2.5 of the Agreement are excluded from this SLA. Xfactor shall have no obligations under this SLA during any period in which Customer is in material breach of the Agreement, including any period in which Customer has failed to meet its payment obligations thereunder.