Service Level Agreement (SLA)

1. Standard Terms Applicable to each SLA:

A. Definitions. Except as otherwise modified or defined herein, all capitalized terms in this Service Level Agreement (SLA) have the same meanings as set forth in the Kaluari Cloud Services Agreement (the “Agreement”). For purposes of this SLA the following definitions will apply.

A.1 “Scheduled Maintenance Window” means the window during which scheduled maintenance of the MailSafi Service (“Service”) may be performed. The Scheduled Maintenance Window shall be communicated to you via email in advance.

A.2 “Emergency Maintenance” means any time outside of Scheduled Maintenance Window that MailSafi is required to apply urgent patches or fixes, or undertake other urgent maintenance activities. If Emergency Maintenance is required, MailSafi will communicate via email the expected start time and the planned duration of the Emergency Maintenance and if MailSafi expects the Service to be unavailable during the Emergency Maintenance.

A.3 “System Availability” means the percentage of total time during which the Service is available to Client, excluding Scheduled Maintenance Window and Emergency Maintenance.

B. Service Credits

B.1 For each of the SLAs described in Section 2, if in any calendar month in the SLA is not met and if Client has fulfilled all of its obligations under the Agreement and the SLA, Client will be provided with a Service Credit for the month in which the failure to meet the SLA has occurred. The Service Credit will be calculated in accordance with the tables in Section 3.

B.2 “Service Credit” means the percentage of the monthly fees paid or payable for the Service that is awarded to Client for a validated claim associated with the Service related to breach of the applicable SLA during that month. MailSafi is solely responsible for providing Service Credit to Client. MailSafi shall abide by the requirements in this agreement between Client and MailSafi.

B.3 In any given month Client shall in no event be entitled to receive a credit that exceeds 100% of its monthly fee for the Service.

B.4 Any Service Credits earned by Client hereunder will be applied to the fees owed by Client for the next Service subscription period for which the Service Credit applies. Service Credits earned by Client hereunder will be applied against amounts due for the next subscription period. If Service Credits cannot be applied to future fees because the Agreement has terminated due to MailSafi’s breach of the Agreement, Client will be paid the amount of the Service Credit.

C. SLA Claims

C.1 All SLA Claims must be made to MailSafi via email and initiated by a claim by the affected Client.

C.2 Client must notify MailSafi Support within five (5) business days from date of incident it first believes entitles a Client to receive a remedy under any one of the SLAs set forth below. If requested by MailSafi, Client will provide MailSafi a live copy of the applicable email with the original MailSafi headers (complete and untampered with) for analysis. Failure to comply with these reporting requirements may forfeit each Client’s right to receive a remedy in connection with an SLA.

C.3 For all claims subject to validation by MailSafi, MailSafi will use log files, database records, audit logs, and any other information available to validate claims and make a good faith judgment on the applicability of SLAs to said incident. MailSafi shall make information used to validate a SLA claim available for auditing by Client at Client’s request.

C.4 In the event that more than one aspect of the Service product is affected by the same root cause, the single SLA applicable to such Service of Client’s choosing may be claimed and no other claim will be validated or otherwise allowed for that event.

C.5 Except for gross negligence or willful misconduct, the remedies set forth herein represents Client’s sole and exclusive remedy for MailSafi’s breach of the SLAs defined in this SLA.

D. Exclusions

D.1 Client shall not have any remedies under any SLA to the extent any SLA claim is due to: (i) use of the Service outside the scope described in the Agreement; (ii) Client equipment and/or third-party software, hardware or network infrastructure outside of MailSafi’s data center and not under the direct control of MailSafi; (iii) failure of Client to meet the configuration requirements for Client equipment set forth in the documentation; or (iv) a force majeure event.

2. SLA Overview

A. Filtering System Availability SLA.

A.1 MailSafi warrants at least 99.9% System Availability for the filtering and delivery of email during each calendar month, excluding Scheduled Maintenance Window and Emergency Maintenance.

B. Email Delivery SLA

B.1 MailSafi warrants that the average of Email Delivery (as defined below) times, as measured in minutes over a calendar month, will be one (1) minute or less.

B.2 For purposes of this SLA “Email Delivery” is defined as the elapsed time from when a business email enters the Service network to when it exits the Service network.

B.3 This SLA applies only to legitimate business email (e.g. not to non-solicited bulk email) delivered to valid Active User accounts that are contracted for the Service.

B.4 Client shall not have any remedies under this SLA to the extent any SLA claim hereunder is due to (i) delivery of email to quarantine; (ii) email in deferral queues; or (iii) email loops.

Pro C. Virus Filtering SLA

C.1 MailSafi warrants that the Service will Filter (as defined below) 99.999% of all Viruses (as defined below) contained in an inbound email to an Active User account for which a Service subscription has been purchased.

C.1.1 MailSafi warrants that the Service will Filter 99.999% of all Viruses contained in an outbound email from an Active User for which a Service subscription has been purchased.

C.2 For purposes of this SLA, the following definitions shall apply:

C.2.1 “Filter” means to detect and block or quarantine all email messages with Viruses that (i) match an available virus signature; (ii) are identifiable by industry standard anti-virus engine heuristics; or (iii) are propagated through registered attachment types.

C.2.2 “Infection” means if an inbound email to an Active User is delivered with a Virus, or if an outbound email from an Active User is processed through the Service with a Virus without being quarantined.

C.2.3 “Virus” means a binary or executable code whose purpose is to gather information from the infected host (such as trojans), change or destroy data on the infected host, use inordinate system resources in the form of memory, disk space, network bandwidth or CPU cycles on the infected host, use the infected host to replicate itself to other hosts, or provide control or access to any of the infected host’s system resources.

C.3 This SLA does not apply to (i) text messages that use fraudulent claims to deceive the Client and/or prompt the Client to action (such as phishing); (ii) a binary or executable code installed or run by an end user that gathers information for sales and marketing purposes (such as spyware); (iii) a virus that has been detected and has been cleaned by other virus scanning products; (iv) an ineffective or inactive virus contained in a bounced email; (v) a Virus-infected email that is quarantined by the Service but is subsequently delivered to an end user or administrator by such end user or administrator; (vi) emails containing attachments that are password protected, encrypted or otherwise under an end user’s control; or (vii) any action by a Client end user or administrator that results in deliberate self-infection.

C.4 Client will not be eligible to receive a remedy under this SLA if Client does not provide MailSafi with conclusive written evidence that the Virus was caused by an email that passed through the Service network.

D. Spam Inbound Effectiveness SLA

D.1 MailSafi warrants that the Service will detect 99.9% of inbound spam in each calendar month.

D.2 This SLA does not apply to false negatives to invalid Active User accounts.

D.3 MailSafi will make a good faith estimation of the spam capture rate based on the regular and prompt submission to the MailSafi support center of all false negatives to report spam missed by the Service.

D.4 MailSafi will estimate the percentage of spam detected by the Service by dividing the number of spam emails identified by the Service as recorded in the Service report logs by all spam emails sent to Client. MailSafi will estimate all spam emails sent to Clients by adding the number of spam messages (false negatives) missed by the Service and reported to the Service support team to the number of spam emails detected by the Service.

E. False Positive SLA

E.1 MailSafi warrants that the ratio of legitimate business email incorrectly identified as spam by the Service to all email processed by the Service for Client in any calendar month will not be greater than 1:350,000.

E.2 MailSafi will make a good faith estimation of the false-positive ratio based on evidence timely supplied by Client.

E.3 This SLA does not apply to (i) bulk, personal, or pornographic email; (ii) emails containing a majority of non-English language content; or (iii) emails blocked by a content filtering rule.

3. SLA Schedules System Availability Service Credit