This Cloud Service Level Agreement (“Service Level Agreement”) applies to the End User License Agreement entered into by and between you and Kerio Technologies Inc., its affiliates, subsidiaries, or licensors (hereinafter “Kerio”) (the “EULA”). This Service Level Agreement applies to Kerio’s hosted Software as a Service offerings. Kerio may modify this Service Level Agreement from time to time by posting such amended Service Level Agreement to Kerio’s site at www.kerio.com/cloud-sla (and any successor or related locations designated by Kerio).

1. Definitions. The following definitions apply to this Service Level Agreement.
“Downtime” means the time in which any service is not capable of being accessed or used by you, as monitored by Kerio.
“Monthly Uptime Percentage” means the total number of minutes in a calendar month minus the number of minutes of Downtime suffered in a calendar month, divided by the total number of minutes in a calendar month.
“Exclusion from Downtime” The following are not counted as Downtime for the purpose of calculating Monthly Uptime

Percentage:

• Service unavailability caused by scheduled maintenance of the platform used to provide the applicable service (Kerio will endeavor to provide seven (7) days’ advance notice of service-affecting scheduled maintenance); or

• Service unavailability caused by events outside of the direct control of Kerio or its subcontractor(s), including any force majeure event, the failure or unavailability of your systems, the Internet, and the failure of any other technology or equipment used to connect to or access the service.

2. Kerio SLA. During the term of the applicable EULA between you and Kerio for the services listed on your ordering document, Kerio will use reasonable efforts to achieve a Monthly Uptime Percentage of at least 99.5% for any calendar month (the “Kerio SLA”). If Kerio does not meet the Kerio SLA, and so long as your account with Kerio is current, you will be eligible to receive the credits described below. These credits are your exclusive remedy (and Kerio’s sole liability) with respect to Kerio’s inability to meet the Kerio SLA requirements. Kerio explicitly disclaims all other remedies, whether in law or equity.

3. Service Credits. Credits are issued as a financial reimbursement if Kerio does not meet the Kerio SLA for a particular month of the ordered term. Upon approval of a claim Kerio will provide the applicable remedy set forth below:

4. Maximum Credit. The maximum credit available to you if Kerio is unable to meet the Kerio SLA is up to twenty percent (20%) of the monthly fees for the month of the occurrence. Any credit will be applied to fees due from you for the service and will not be paid to you as a refund. All claims for credit are subject to review and verification by Kerio, and all credits will be based on Kerio’s measurement of its performance of the service and will be final.

5. Claim Procedure. To receive a service credit for Kerio’s failure to meet the Kerio SLA in a particular calendar month, you must submit a claim via the customer support portal within thirty (30) days of the end of the month during which the Kerio did not meet the Kerio SLA, and include the following information:

• Your name and account number;

• the name of the service to which the claim relates;

• the name, email address, and telephone number of your designated contact; and

• information supporting each claim of Downtime, including date, time, and a description of the incident and affected service, all of which must fall within the calendar month for which you are submitting a claim.

Last updated: October 5, 2017