2. Service Level Agreement

This Service Level Agreement (“SLA”) is a policy governing the use of ITC EPC Cloud (“ITC EPC Cloud”) under the terms of the ITC Customer Agreement (the “ITC Agreement”) between Interfacing Technologies Corporation and its affiliates (“ITC”, “us” or “we”) and users of ITC’ services (“you”). This SLA applies separately to each account using EPC Cloud. Unless otherwise provided herein, this SLA is subject to the terms of the ITC Agreement and capitalized terms will have the meaning specified in the ITC Agreement. ITC reserves the right to change the terms of this SLA in accordance with the ITC Agreement.

DEFINITIONS

• Monthly Uptime Percentage is calculated by subtracting from 100% the percentage of minutes during the month in which ITC EPC Cloud, as applicable, was in the state of “Region Unavailable.” Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any ITC EPC Cloud SLA Exclusion (defined below).
• Region Unavailable and Region Unavailability mean that more than one Availability Zone in which you are running an instance, within the same Region, is “Unavailable” to you.
• Unavailable and Unavailability mean: When all of your running instances have no external connectivity.
• A Service Credit is a dollar credit, calculated as set forth below, that we may credit back to an eligible account.

1. SERVICE COMMITMENT

ITC will use commercially reasonable efforts to make ITC EPC Cloud available with a Monthly Uptime Percentage (defined below) of at least 99.99%, in each case during any monthly billing cycle (the “Service Commitment”). In the event ITC EPC Cloud does not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.

2. SERVICE COMMITMENTS AND SERVICE CREDITS

Service Credits are calculated as a percentage of the total charges paid by you (excluding one-time payments such as upfront payments) for EPC Cloud in the Region affected for the monthly billing cycle in which the Region Unavailability occurred in accordance with the schedule below.

If ever there were to be a service uptime interruption of five (5) or more consecutive days, ITC will credit client a 100% of that month’s fees and client will have the right to immediate contract termination.

ITC will apply any Service Credits only against future EPC Cloud 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 ITC. 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 ITC Agreement, your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide EPC Cloud is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

3. SUPPORT

We will provide “Support” in accordance with the terms of ITC Support Guidelines (the “Guidelines”). ITC Support is available only as described in the Guidelines. If you are experiencing problems with one or more Services in connection with your use of any Content that was provided to you by a third party (someone other than yourself or ITC) then ITC Support is not available.

4. SLA EXCLUSIONS

The Service Commitment does not apply to any unavailability, suspension or termination of EPC Cloud, or any other EPC Cloud performance issues: (i) that result from a suspension described in Section 7.1 of the ITC 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 EPC Cloud; (iii) that result from any actions or inactions of you or any third party, including failure to acknowledge a recovery volume; (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); (v) that result from failures of individual instances or volumes not attributable to Region Unavailability; (vi) that result from any maintenance as provided for pursuant to the ITC Agreement; (vii) that result from inactions, confirmations or responses to questions from ITC support staff including but not limited to “Waiting on Client” ;or (viii) arising from our suspension and termination of your right to use EPC Cloud or in accordance with the ITC Agreement (collectively, the “EPC Cloud SLA Exclusions”). If availability 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.

5. OTHER TERMS

Credit Request and Payment Procedures

To receive a Service Credit, you must submit a claim in writing to:

Interfacing Technologies Corporation
1255 Robert-Bourassa St. #450
Montreal, Québec, Canada
H3B 3B6

Or then current corporate head office address – available at: https://www.interfacing.com/contact

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;
3. the affected EPC Cloud instance IDs; and
4. 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.