Enterprise tier only · Incorporated by reference into the TenthLoop Master Account Terms and the applicable Product Terms and Solution Terms · Entity: Leovoid Technologies, Inc. (Delaware)
1. SCOPE
This Service Level Agreement (“SLA”) applies only to a Product or Solution subscription on Leovoid’s Enterprise tier, as identified in the applicable Order Form. This SLA is incorporated by reference into, and supplements, the Master Account Terms and the applicable Product Terms and Solution Terms. This SLA does not apply to Free Services, Trials, Beta Services, or a non-Enterprise plan tier, each of which remains subject to the general availability provisions of the Master Account Terms without the specific commitments stated in this SLA.
2. DEFINITIONS
“Monthly Uptime Percentage” means the percentage of total minutes in a calendar month during which the applicable Service was available, calculated as (total minutes in the month, minus Downtime minutes, divided by total minutes in the month) × 100, excluding Excused Downtime.
“Downtime” means any period during which the applicable Service is unavailable or materially fails to perform its core functions, as measured by Leovoid’s monitoring systems described in Section 7.
“Excused Downtime” has the meaning given in Section 4.
“Severity Level” has the meaning given in Section 6.
3. UPTIME COMMITMENT
Leovoid will use commercially reasonable efforts to maintain a Monthly Uptime Percentage of at least 99.9% for each Service subject to this SLA. A Monthly Uptime Percentage of 99.9% permits approximately 43 minutes of Downtime per calendar month. If Leovoid fails to meet this commitment in a given calendar month, Customer may request a Service Credit as described in Section 5, which is Customer’s sole and exclusive remedy for a failure to meet the Monthly Uptime Percentage.
4. EXCUSED DOWNTIME
“Excused Downtime” means any unavailability resulting from: (a) scheduled maintenance for which Leovoid provides advance notice consistent with the Master Account Terms; (b) a Force Majeure Event as defined in the Master Account Terms; (c) a failure or unavailability of Customer’s own equipment, network, internet connectivity, or third-party services not provided by Leovoid; (d) Customer’s breach of the Agreement or misuse of the Services; (e) a suspension of the Account, a Product, a Solution, or a Marketplace tool permitted under the Master Account Terms; (f) an outage of a Non-Leovoid Application, External AI Connection, or third-party provider not within Leovoid’s reasonable control; or (g) a Beta Service, Trial, or Free Service feature, even if accessed from within an otherwise Enterprise-tier Account.
5. SERVICE CREDITS
5.1 Credit Schedule. Where Leovoid fails to meet the Monthly Uptime Percentage commitment in Section 3 for a given calendar month, Customer is entitled to a Service Credit calculated as a percentage of the Fees paid for the affected Service for that month, as follows: (a) Monthly Uptime Percentage of 99.0% up to but excluding 99.9%: a Service Credit of 10%; (b) Monthly Uptime Percentage of 95.0% up to but excluding 99.0%: a Service Credit of 25%; (c) Monthly Uptime Percentage below 95.0%: a Service Credit of 50%.
5.2 Cap. Total Service Credits issued for any single calendar month will not exceed 100% of the Fees paid for the affected Service for that month.
5.3 Claim Process. To request a Service Credit, Customer must submit a claim to Leovoid, using the contact information published in the Privacy Policy, no later than the end of the calendar month following the month in which the alleged Downtime occurred, including the dates and times of the claimed Downtime and any supporting information reasonably available to Customer. A claim submitted after this period is not eligible for a Service Credit.
5.4 Issuance. Leovoid will investigate a timely claim and, if a Service Credit is owed, will issue it within thirty (30) days of confirming the claim, applied to a future invoice; Service Credits are not redeemable for cash and do not carry over to a period in which no Fees are payable.
6. SUPPORT RESPONSE AND RESOLUTION TARGETS
6.1 Severity Levels. Support requests submitted by an Enterprise-tier Customer are classified by Leovoid into one of the following Severity Levels: “Critical” (the Service is unavailable or a core function is unusable for Customer’s entire Account, with no workaround); “High” (a major feature is significantly impaired for Customer’s entire Account, with no reasonable workaround); “Medium” (a feature is impaired for a subset of Users or a reasonable workaround exists); and “Low” (a general question, minor issue, or enhancement request).
6.2 Response Targets. Leovoid targets an initial response to a submitted support request within the following timeframes, measured from submission through Leovoid’s designated support channel during the hours stated in the Documentation: Critical — 1 hour; High — 4 business hours; Medium — 1 business day; Low — 2 business days. These are response targets, not resolution guarantees, and do not themselves generate a Service Credit; a failure to meet a response target may be addressed under Leovoid’s general support escalation process described in the Documentation.
7. MONITORING AND MEASUREMENT
Leovoid measures Monthly Uptime Percentage using its own monitoring systems and tools. Customer may raise a good-faith dispute over Leovoid’s measurement by providing its own supporting data at the time a Service Credit claim is submitted under Section 5.3, which Leovoid will consider together with its own monitoring data in resolving the claim.
8. SOLE REMEDY; RELATIONSHIP TO LIMITATION OF LIABILITY
The Service Credits described in Section 5 are Customer’s sole and exclusive remedy, and Leovoid’s sole liability, for a failure to meet the Monthly Uptime Percentage commitment in this SLA. This SLA does not expand, and should not be read to expand, Leovoid’s liability beyond what is stated in the limitation of liability provisions of the Master Account Terms.
9. CHANGES TO THIS SLA
Leovoid may update this SLA from time to time, consistent with the change-notification provisions of the Master Account Terms; a change that materially reduces the commitments in this SLA will not apply to Customer until the start of Customer’s next renewal term.