Salsify Service Level Agreement (SLA)

1. Service Availability

Salsify shall use commercially reasonable efforts to ensure that the Platform is generally available 99.9% of the time in a calendar month during the Subscription Term.

General availability will be calculated per calendar month, as follows:

[((total - nonexcluded - excluded) / total - excluded) * 100] ≥ 99.9%

Where:

• total means the total number of minutes for the month
• nonexcluded means periods of downtime that are not excluded
• excluded means the following:
• Any planned downtime for which Salsify provides 24 hours or more notice.
• Delay or failure of performance caused in whole or in part by Customer's delay in performing, or failure to perform, any of its obligations under the Agreement
• Failure of Customer’s or its Authorized Users’ network, Internet, hardware, software or systems,
• Any unavailability caused by circumstances by Force Majeure events defined in Section 10.10.

Salsify will make commercially reasonable efforts to not schedule planned downtime during the hours 3:00 am (Eastern) to 9:00 pm (Eastern), Monday through Friday. Additionally, Salsify will make commercially reasonable efforts to restrict scheduled maintenance to not more than two (2) events per month and not more than four (4) hours per event.

The measurement of Service Availability is the availability of the Platform at the hosting center’s Internet connection points. Customer may request a response time report not more than once per month via Salsify Support.

2. Service Response*

Salsify’s Service Response commitment for interactive requests is: (i) 50th percentile response time under two (2) seconds and (ii) 90th percentile response time under five (5) seconds. Service Response is the processing time of the Platform to complete requests submitted from a web browser.

The time required to complete the request will be measured from the point in time when the request has been fully received by the Platform servers, until such time as the response begins to be returned for transmission to Customer. Customer may request a response time report not more than once per month via Salsify Support.

3. Service Credits

In the event that Salsify fails to maintain the above the stated Service Availability and Service Response levels in any given month during the Term (a “Service Level Failure”), Salsify's sole liability and Customer's sole and exclusive remedy will be for Salsify to provide Service Credits to Customer in accordance with the tables below. Customer must notify Salsify of such Service Level Failure within 10 days following the end of the month in question by emailing support@salsify.com. To be eligible for Service Credits, the email request must include: (i) the subject line of: “SLA Credit Request”; and (ii) the dates and times of each interruption in service that Customer is claiming. The credits shall be calculated by dividing the fees for the Platform, as stated in the Order, by the number of months in the applicable subscription term and then applying the percentages below.

Service Availability Credits

• 99% - 99.9%: 10% credit 
• 95% - 99%: 33% credit 
•  < 95%: 100% credit 

Service Response Credits

• 50th percentile response 2-3s and/or 90th percentile response 5-7.5s: 10% credit 
• 50th percentile response 3-6s and/or 90th percentile response 7.5-15s: 33% credit 
• 50th percentile response > 6s and/or 90th percentile response > 15s: 100% credit

*The Service Response section of this SLA does not apply with respect to SupplierXM.