Avoca, Service Level Agreement

This Service Level Agreement (this “SLA”) is incorporated into the order between Avoca and Customer referencing this SLA (the “Order”). Capitalized terms used but not defined in this SLA will be understood to have the meanings given to them in the Order.

1. Definitions
   1. “Downtime” means a period during which a Service cannot be accessed over the Internet due to bugs in Avoca-provided software or failures of Avoca-managed infrastructure, except to the extent resulting in whole or in part from an Exception.
   2. “Downtime Minutes” means, with respect to Service and a given month, the total number of non-overlapping minute-long periods of uninterrupted Downtime of such Service in such month.
   3. “Exception” means any of the following: (i) issues with Internet connectivity beyond Avoca’s network demarcation point; (ii) failure, interruption, outage, or other problem with any software, hardware, system, network, or facility not supplied by Avoca; (iii) downtime in connection with maintenance; (iv) Avoca’s suspension of a Service in response to a security incident or malware; (v) issues involving or caused by a Third-Party Platform; or (vi) issues related to Trials and Betas.
   4. “Monthly Uptime Percentage” means, with respect to a Service and a given month, a percentage calculated as follows: (i) (A) the Total Minutes for such month, minus (B) the Downtime Minutes for such Service in such month, divided by (ii) the Total Minutes for such month.
   5. “Total Minutes” means, with respect to a month, the total number of non-overlapping minute-long periods in such month.
2. Uptime Target.Avoca will use commercially reasonable efforts to ensure that each Service achieves a Monthly Uptime Percentage of 99% or greater (the “Uptime Target”).
3. Service Credits.If Avoca fails to satisfy the Uptime Target with respect to a month, then Customer’s sole and exclusive remedy will be to request a credit pursuant to the procedure set forth in Section 4 of this Attachment (a “Service Credit”). The Service Credit for a month is equal to (a) the percentage set forth in the “Service Credit” column below corresponding to the Monthly Uptime Percentage for such month, multiplied by (b) the Fees corresponding to the affected Service(s) for such month:

   Monthly Uptime Percentage	Service Credit
   Less than 99% but greater than or equal to 95%	5% of monthly Fees
   Less than 95% but greater than or equal to 90%	7% of monthly Fees
   Less than 90%	10% of monthly Fees

4. Service Credit Requests. To be eligible to receive a Service Credit, Customer must submit a claim by sending an email to support@avoca.ai. The credit request must be received no later than 30 days after the end of the month in which the failure to meet the Uptime Target occurred and must include: (a) the words “Service Credit Request” in the subject line; (b) the date and time on which each instance of Downtime occurred; and (c) reasonable supporting evidence (e.g., logs or screenshots) demonstrating the Downtime. If Avoca confirms that the Uptime Target was not satisfied in such month, then Avoca will issue a Service Credit to Customer calculated in accordance with Section 3. Avoca will apply each Service Credit to Customer’s next invoice if Customer’s account is fully paid up and there are no outstanding payment issues or disputes. Customer will not receive any refund for any unused Service Credits.