Last Updated January 10, 2023

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This Intempt Service Level Agreement (“SLA”) between Intempt Technologies, LLC. (“Intempt”, “us” or “we”) and users of the Intempt Services (“you”) govern the use of the services under the provisions of the Master Subscription Agreement (the “Terms of Use”).

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Unless otherwise provided herein, this SLA is subject to the provisions of the Term of Use.

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1. Service Commitment

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Intempt will use commercially reasonable efforts to keep our covered services running with an uptime percentage of at least 99.99% or 99.9% (depending on the subscription plan) during any monthly billing cycle (the “Service Commitment”). 

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Subject to the SLA Exclusions, if we do not meet the Service Commitment, you will be eligible to receive a Service Credit.

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2. Definitions

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“Covered Service” means:

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The following components of the Operations Service only:

• Customer Data Platform Uptime
• Journeys Uptime
• Insights Uptime
• Predict Uptime
• Experiments
• App Uptime

“Maintenance” means scheduled Unavailability of the Services, as announced by us prior to the Services becoming Unavailable.

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“Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the month in which the services were Unavailable. Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any SLA Exclusion.

“Service Credit” means a credit denominated in US dollars, calculated as set forth below, that we may credit back to an eligible account.

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“Unavailable” and “Unavailability” mean, for app services and databases, when your service or database is not running or not reachable due to Intempt’s fault. This excludes (a) containers that are unreachable or not running because the container’s provisioned resources (RAM, CPU, disk, as applicable) are insufficient; and (b) members of a database cluster where the cluster as a whole is running and reachable.

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“Service Credit” means a credit denominated in US dollars, calculated as set forth below, that we may credit back to an eligible account.

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3. Service Commitments and Service Credits

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Service Credits are calculated as a percentage of the total charges due on your invoice for the monthly billing cycle in which the Unavailability occurred, applied proportionally to the Services that were Unavailable, in accordance with the schedule below:

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Growth plan subscription

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Enterprise plan subscription

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We will apply for any Service Credits only against future payments for the Services 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 Intempt. 

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A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than one dollar (US$10 USD). Service Credits may not be transferred or applied to any other account.

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4. Sole Remedy

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Unless otherwise provided in the Terms, your sole and exclusive remedy for any unavailability, non-performance, or other failures by us to provide the Services is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

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5. Credit Request and Payment Procedures

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To receive a Service Credit, you must submit a claim by emailing legal@intempt.com. 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:

• the words “SLA Credit Request” in the subject line;
• the dates and times of each Unavailability incident that you are claiming;
• the account handle(s); and
• 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 a 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.

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6. SLA Exclusions

The Service Commitment does not apply to any Unavailability:

1. That results from a suspension or Remedial Action, as described in the Terms;
2. Caused by factors outside of our reasonable control, including any force majeure event, Internet access, or problems beyond the demarcation point of the Intempt network;
3. That results from any actions or inactions of you or any third party;
4. That results from the equipment, software or other technology of you or any third party (other than third party equipment within our direct control);
5. That results from failures of Services not attributable to Unavailability; or
6. That results from any Maintenance.

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.

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