Service Level Agreement and Support Terms

ARTICLE 1. PURPOSE, SCOPE, AND INCORPORATION

1.1 Purpose. The purpose of this Service Level Agreement and Support Exhibit (the "SLA Exhibit") is to define the service availability commitments, performance standards, support obligations, support tiers, response-time targets, escalation procedures, and remedies applicable to Provider's delivery of the Platform under the MSA and the applicable Order Form. The SLA Exhibit is intended to establish clear, measurable, and enforceable service standards while balancing operational realities and commercial reasonableness.

1.2 Incorporation. The SLA Exhibit is attached to and forms an integral part of the MSA. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the MSA. In the event of any conflict between the terms of this SLA Exhibit and the terms of the MSA with respect to service levels, support obligations, or the remedies described herein, the terms of this SLA Exhibit shall prevail, in accordance with Section 2.2 of the MSA.

1.3 Scope. The commitments set forth in this SLA Exhibit apply to the Platform as made available under the Provider-Hosted SaaS Deployment Model. Where Customer has selected a Customer-Controlled Infrastructure or Hybrid Deployment Model, the service availability commitments and certain support obligations described herein may be modified by the applicable Deployment Model Addendum or Order Form, and Provider's responsibility for service availability shall be limited to those components of the Platform that remain within Provider's operational control.

1.4 Commencement. The service level commitments described in this SLA Exhibit shall commence on the first day of the third (3rd) calendar month of the Initial Term (i.e., upon expiration of the Unlimited Period), unless the applicable Order Form specifies an earlier commencement date. During the first two (2) calendar months of the Initial Term (the Unlimited Period), Provider shall use commercially reasonable efforts to deliver the Platform in accordance with the targets described herein; however, Service Credits (as defined below) shall not accrue during the Unlimited Period.

ARTICLE 2. DEFINITIONS SPECIFIC TO THIS SLA EXHIBIT

2.1 "Availability" or "Uptime" means the percentage of time during a given calendar month that the Platform is operational and accessible to Customer's Authorized Users for its intended purpose, as measured by Provider's monitoring systems, excluding Scheduled Maintenance, Emergency Maintenance, and Excused Downtime.

2.2 "Downtime" means any period during which the Platform is unavailable or materially degraded such that Customer's Authorized Users are unable to access or use core Platform functionality (including enterprise AI search, chat, and AI agent execution) due to causes within Provider's reasonable operational control. Downtime is measured from the earlier of: (a) the time at which Provider's monitoring systems detect the outage; or (b) the time at which Customer reports the outage to Provider, through the later of: (x) the time at which Provider's monitoring systems confirm restoration; or (y) the time at which Customer confirms restoration following notification by Provider.

2.3 "Excused Downtime" means any period of unavailability or degradation attributable to: (a) Scheduled Maintenance or Emergency Maintenance conducted in accordance with Article 4; (b) Force Majeure Events as defined in Section 26 of the MSA; (c) failures or disruptions of internet connectivity, telecommunications networks, or third-party services not within Provider's operational control; (d) Customer's acts or omissions, including misconfiguration, unauthorized modifications, or excessive load generated by Customer in violation of this Agreement; (e) failures of Customer-Controlled Infrastructure or any hardware, software, or services not provided by Provider; (f) denial-of-service attacks, hacking attempts, or other malicious third-party activity, provided that Provider has implemented commercially reasonable security measures; or (g) suspension of Customer's access pursuant to Section 19 of the MSA.

2.4 "Monthly Uptime Percentage" means the total number of minutes in the applicable calendar month, minus the total minutes of Downtime (excluding Excused Downtime), divided by the total number of minutes in the applicable calendar month, expressed as a percentage. The formula is as follows:

Monthly Uptime Percentage = ((Total Minutes in Month − Downtime Minutes) / Total Minutes in Month) × 100

2.5 "Response Time" means the elapsed time between Provider's receipt of a properly submitted support request from Customer (through a designated support channel) and Provider's initial substantive acknowledgment of the request, which shall include, at a minimum, confirmation of receipt, assignment of a severity level, and identification of the personnel or team responsible for addressing the issue.

2.6 "Resolution Time" means the elapsed time between Provider's receipt of a properly submitted support request and the point at which Provider has implemented a fix, workaround, or other remediation that restores the affected functionality to a state that is materially consistent with the Documentation, or, where no full resolution is achievable, has provided Customer with a commercially reasonable workaround that materially mitigates the impact of the issue.

2.7 "Scheduled Maintenance" has the meaning set forth in Section 4.1 of this SLA Exhibit.

2.8 "Emergency Maintenance" has the meaning set forth in Section 4.2 of this SLA Exhibit.

2.9 "Service Credit" means a credit against future Subscription Fees, calculated in accordance with Article 6 of this SLA Exhibit, that is issued to Customer as a remedy for Provider's failure to meet the Availability Target.

2.10 "Severity Level" means the classification assigned to a support request in accordance with the severity definitions set forth in Article 5 of this SLA Exhibit.

ARTICLE 3. SERVICE AVAILABILITY

3.1 Availability Target. Provider shall use commercially reasonable efforts to make the Platform available to Customer with a Monthly Uptime Percentage of at least ninety-nine and one-half percent (99.5%) during each calendar month of the Subscription Term following the commencement date described in Section 1.4 (the "Availability Target"). The Availability Target applies to the production instance of the Platform and to all core features and functionalities described in the Documentation.

3.2 Measurement. Provider shall measure Availability using automated monitoring tools deployed across its infrastructure. Provider's monitoring data shall constitute the authoritative record for calculating Monthly Uptime Percentage, absent manifest error. Provider shall make Availability data for the preceding calendar month available to Customer upon written request, or through an online dashboard or status page if Provider maintains one.

3.3 Status Page. Provider shall maintain a publicly accessible or Customer-accessible status page (or equivalent mechanism) that displays real-time and historical Platform availability information, including current operational status, active or recent incidents, and Scheduled Maintenance windows. Provider shall use commercially reasonable efforts to update the status page promptly during and after any incident or maintenance activity.

3.4 Degraded Performance. Periods during which the Platform is accessible but exhibiting materially degraded performance (e.g., response times exceeding five (5) times the documented average for core operations over a sustained period of thirty (30) minutes or more) may, at Provider's reasonable discretion or upon Customer's documented request, be treated as partial Downtime for purposes of calculating Monthly Uptime Percentage. In such cases, the Downtime shall be prorated based on the severity and duration of the degradation.

ARTICLE 4. MAINTENANCE

4.1 Scheduled Maintenance. Provider may conduct planned maintenance on the Platform ("Scheduled Maintenance") in accordance with the following conditions:

(a) Provider shall provide Customer with at least seventy-two (72) hours' prior written notice (via electronic mail, status page posting, or in-platform notification) of any Scheduled Maintenance that is expected to result in Platform unavailability or material degradation;

(b) Provider shall use commercially reasonable efforts to schedule Scheduled Maintenance during off-peak hours, defined as Saturday or Sunday between 12:00 AM and 6:00 AM Eastern Time, unless a different maintenance window has been agreed upon in the Order Form;

(c) Provider shall use commercially reasonable efforts to limit the aggregate duration of Scheduled Maintenance to no more than four (4) hours per calendar month;

(d) Provider shall use commercially reasonable efforts to minimize the impact of Scheduled Maintenance on Platform availability and Customer operations; and

(e) Properly noticed Scheduled Maintenance shall be excluded from Downtime calculations for purposes of determining Monthly Uptime Percentage.

4.2 Emergency Maintenance. Provider may conduct unscheduled maintenance ("Emergency Maintenance") without advance notice where Provider reasonably determines that immediate action is necessary to: (a) address a critical security vulnerability or active security threat; (b) prevent imminent data loss or corruption; (c) comply with a governmental order or directive; or (d) prevent material harm to the Platform or its users. Provider shall: (i) use commercially reasonable efforts to provide Customer with as much advance notice as is practicable under the circumstances; (ii) minimize the scope and duration of Emergency Maintenance; and (iii) notify Customer promptly after the commencement of Emergency Maintenance, including the reason, anticipated duration, and expected impact. Emergency Maintenance shall be excluded from Downtime calculations; provided, however, that if Emergency Maintenance in any single calendar month exceeds a cumulative total of four (4) hours, the excess shall be counted as Downtime.

4.3 Updates and Upgrades. Provider may, from time to time, deploy updates, patches, bug fixes, and new releases to the Platform. Where such deployments require Downtime, they shall be conducted in accordance with the Scheduled Maintenance or Emergency Maintenance procedures described above, as applicable. Provider shall use commercially reasonable efforts to ensure that updates and upgrades do not materially diminish the functionality, performance, or security of the Platform.

ARTICLE 5. SUPPORT SERVICES

5.1 Support Channels. Provider shall make the following support channels available to Customer during the applicable support hours:

(a) Electronic Mail: Provider shall designate a support email address for the receipt of support requests and technical inquiries. Support requests submitted by electronic mail shall be acknowledged in accordance with the Response Time targets set forth in Section 5.4.

(b) In-Platform Ticketing System: If Provider maintains an in-platform or web-based ticketing system, Customer may submit support requests through such system. Each request submitted through the ticketing system shall be assigned a unique ticket identifier for tracking purposes.

(c) Telephone or Video Conference (Severity 1 Only): For Severity 1 incidents (as defined in Section 5.3), Provider shall make available a dedicated telephone or video conference support line during Business Hours, or such extended hours as the applicable support tier may require.

(d) Additional Channels: Provider may, at its discretion, make available additional support channels (including live chat, a dedicated Slack or messaging channel, or a customer portal) and shall notify Customer of any changes to available support channels.

5.2 Support Hours. Unless otherwise specified in the applicable Order Form, Provider's standard support hours are as follows:

Customer's support tier shall be identified in the applicable Order Form. In the absence of a designation, Standard Support shall apply by default.

5.3 Severity Levels. Each support request shall be classified according to the following Severity Levels, based on the impact of the issue on Customer's business operations. Provider shall assign the initial Severity Level upon receipt of the support request; however, Customer may request a reclassification if Customer reasonably believes that the assigned level does not accurately reflect the business impact. The Parties shall cooperate in good faith to resolve any disagreement regarding Severity Level assignment.

Severity 1 (Critical): The Platform is entirely unavailable, or a core function of the Platform is completely inoperable, resulting in a total stoppage of Customer's ability to use the Platform for its intended business purpose. No workaround exists. Examples include complete service outage affecting all Authorized Users; data loss or corruption; or a security breach requiring immediate response.

Severity 2 (High): A major feature or function of the Platform is severely impaired, resulting in significant degradation of Customer's ability to conduct business operations through the Platform. A partial workaround may exist but does not fully restore functionality. Examples include intermittent outages affecting a significant number of Authorized Users; failure of AI agent execution across multiple workflows; or persistent errors in data ingestion pipelines affecting production data.

Severity 3 (Medium): A feature or function of the Platform is impaired or behaving in a manner inconsistent with the Documentation, but the issue does not prevent Customer from conducting core business operations. A workaround is available. Examples include non-critical features performing below documented specifications; cosmetic errors in the user interface; or isolated errors affecting a limited number of Authorized Users.

Severity 4 (Low): The issue is a minor defect, cosmetic issue, general inquiry, feature request, or informational question that has no material impact on Customer's business operations. Examples include documentation requests; enhancement suggestions; non-urgent configuration inquiries; or requests for training or best-practice guidance.

5.4 Response Time and Resolution Time Targets. Provider shall use commercially reasonable efforts to meet the following Response Time and Resolution Time targets, measured from the time of receipt of a properly submitted support request during applicable support hours. Response Time and Resolution Time targets are measured only during the applicable support hours for the Customer's support tier; hours outside the applicable support window do not count toward elapsed time.

5.5 Continuous Effort for Severity 1. Upon classification of a support request as Severity 1, Provider shall devote continuous effort (during applicable support hours, or around the clock for Premium Support customers) to diagnosing, remediating, and resolving the issue. Provider shall provide Customer with status updates at intervals of no less than every sixty (60) minutes until the issue is resolved or downgraded to a lower Severity Level. If a full resolution cannot be achieved within the Resolution Time Target, Provider shall implement a commercially reasonable workaround that materially restores core Platform functionality and shall continue working toward a permanent resolution.

5.6 Escalation Procedures. If a support request is not progressing toward resolution within the applicable Resolution Time Target, or if Customer is dissatisfied with the handling of a support request, Customer may escalate the matter through the following escalation path:

Customer may initiate escalation by notifying Provider's support team (via the ticketing system, electronic mail, or telephone) and referencing the applicable ticket number and requested escalation level. Provider shall not unreasonably resist or delay any escalation requested by Customer.

5.7 Support Exclusions. Provider's support obligations under this SLA Exhibit do not extend to:

(a) Issues arising from Customer's use of the Platform in a manner inconsistent with the MSA, the Documentation, or Provider's published guidelines;

(b) Issues caused by Customer Content, third-party software, hardware, networks, or services not provided or approved by Provider;

(c) Issues arising from modifications, customizations, or configurations made by Customer or any third party not authorized by Provider;

(d) Issues arising from Customer's failure to implement updates, patches, or recommendations communicated by Provider;

(e) Issues attributable to Customer-Controlled Infrastructure, including hardware failures, network misconfigurations, or insufficient system resources;

(f) General consulting, custom development, training, or advisory services that fall within the scope of Professional Services under Section 20 of the MSA; and

(g) Issues reported outside of applicable support hours, until the next applicable support window commences (at which point the Response Time clock shall begin).

5.8 Customer Cooperation. Customer acknowledges that effective resolution of support issues often requires Customer's active participation. Customer shall: (a) provide Provider with reasonably detailed descriptions of each issue, including steps to reproduce the problem, error messages, log files, and screenshots where available; (b) designate qualified technical contacts who are authorized to interact with Provider's support team and who possess sufficient knowledge of Customer's environment and configuration; (c) respond to Provider's requests for information, clarification, or access within a commercially reasonable timeframe (and in any event within one (1) Business Day for Severity 1 and Severity 2 issues); and (d) implement reasonable diagnostic steps or temporary measures as suggested by Provider. Delays attributable to Customer's failure to cooperate shall toll the applicable Resolution Time Target for the duration of such delay.

ARTICLE 6. SERVICE CREDITS

6.1 Eligibility. If Provider fails to meet the Availability Target set forth in Section 3.1 in any calendar month following the commencement date described in Section 1.4, Customer shall be entitled to receive Service Credits in accordance with this Article 6, subject to the conditions and limitations set forth herein. Service Credits are Customer's sole and exclusive remedy, and Provider's sole and exclusive liability, for any failure to meet the Availability Target, except where such failure constitutes a material breach of the MSA entitling Customer to terminate under Section 17.4 thereof.

6.2 Service Credit Schedule. Service Credits shall be calculated as a percentage of the monthly Subscription Fees payable by Customer for the calendar month in which the Availability Target was not met, in accordance with the following schedule:

6.3 Maximum Service Credits. The aggregate Service Credits issued to Customer in any single calendar month shall not exceed forty percent (40%) of the monthly Subscription Fee for that month. Service Credits shall not be cumulative across multiple months, except where the failure to meet the Availability Target persists for three (3) or more consecutive calendar months, in which case the cap shall be increased to fifty percent (50%) of the monthly Subscription Fee for the third and each subsequent consecutive affected month.

6.4 Request Procedure. To receive Service Credits, Customer must submit a written request to Provider within thirty (30) calendar days following the end of the calendar month in which the Availability Target was not met. The request shall identify the dates, times, and duration of Downtime events for which credits are sought, together with any supporting evidence or documentation reasonably available to Customer. Provider shall review the request against its own monitoring records and shall respond within fifteen (15) Business Days. If Provider confirms that the Availability Target was not met, Provider shall apply the applicable Service Credit to Customer's account within the next billing cycle.

6.5 Application of Service Credits. Service Credits shall be applied as credits against future Subscription Fees invoiced under the applicable Order Form. Service Credits shall not be refunded in cash, applied to Professional Services fees, or transferred to any other Order Form or account, except that: (a) if the MSA is terminated or expires and no future invoices remain outstanding, Provider shall refund the accumulated, unapplied Service Credits to Customer within thirty (30) calendar days of the effective date of termination or expiration; and (b) if the applicable Order Form is replaced by a new Order Form under the same MSA, unapplied Service Credits may carry over to the new Order Form.

6.6 Exclusions from Service Credits. Service Credits shall not be issued with respect to:

(a) Downtime attributable to Excused Downtime events described in Section 2.3;

(b) Periods during which Customer's access was suspended pursuant to Section 19 of the MSA;

(c) The Unlimited Period (the first two (2) calendar months of the Initial Term);

(d) Features, modules, or components of the Platform that are designated as "beta," "preview," "experimental," or similar; or

(e) Incidents caused by Customer's breach of its obligations under the MSA or this SLA Exhibit.

ARTICLE 7. CHRONIC FAILURE AND TERMINATION RIGHT

7.1 Chronic Failure. If Provider fails to meet the Availability Target for three (3) or more calendar months within any rolling six-month period, such failure shall constitute a "Chronic Failure." Chronic Failure entitles Customer, in addition to the Service Credits described in Article 6, to the remedies described in Section 7.2 below.

7.2 Remedies for Chronic Failure. Upon the occurrence of a Chronic Failure, Customer may, at its sole election:

(a) Require Provider to prepare and deliver, within fifteen (15) Business Days of Customer's written request, a written remediation plan detailing the root causes of the recurring failures, specific corrective actions to be implemented, a timeline for implementation, and measurable benchmarks for demonstrating improvement. Provider shall implement the remediation plan in accordance with the stated timeline and shall provide Customer with monthly progress reports until the corrective actions have been fully implemented and the Availability Target has been met for two (2) consecutive calendar months; or

(b) Terminate the affected Order Form (or, if the Chronic Failure affects all services under the MSA, the MSA in its entirety) upon thirty (30) calendar days' prior written notice to Provider. Upon such termination, Provider shall refund to Customer a pro rata portion of any prepaid, unused Subscription Fees corresponding to the period following the effective date of termination. Such termination and refund shall be without prejudice to any accrued Service Credits or other remedies to which Customer may be entitled.

7.3 No Waiver. Customer's election to require a remediation plan under Section 7.2(a) shall not constitute a waiver of Customer's right to terminate under Section 7.2(b) if the Chronic Failure persists following implementation of the remediation plan.

ARTICLE 8. REPORTING AND TRANSPARENCY

8.1 Monthly Service Level Reports. Provider shall make available to Customer, within ten (10) Business Days following the end of each calendar month, a written service level report (the "Monthly SLA Report") containing, at a minimum:

(a) The Monthly Uptime Percentage for the preceding calendar month, including the calculation methodology and underlying data;

(b) A summary of all Downtime events, including the date, time, duration, root cause (to the extent determined), and remedial actions taken;

(c) A summary of all Scheduled Maintenance and Emergency Maintenance events, including date, time, duration, and purpose;

(d) Aggregate support metrics, including the total number of support requests received, categorized by Severity Level, and the average Response Time and Resolution Time achieved for each Severity Level; and

(e) Any open or unresolved support requests from the prior period, including current status and anticipated resolution timeline.

Provider may deliver the Monthly SLA Report via electronic mail, through an online customer portal, or by such other method as the Parties may agree.

8.2 Quarterly Service Reviews. Upon Customer's reasonable request (but no more frequently than once per calendar quarter), Provider and Customer shall convene a service review meeting (in person or via video conference) to discuss: (a) overall service performance against the targets set forth in this SLA Exhibit; (b) trending issues, recurring incidents, and systemic risks; (c) planned infrastructure changes, capacity planning, and product roadmap updates that may affect service levels; (d) upcoming maintenance windows and their anticipated impact; and (e) any other matters relevant to the ongoing quality and performance of the services. Each Party shall designate appropriate technical and management personnel to participate in the quarterly service review.

8.3 Incident Post-Mortems. Following any Severity 1 incident or any incident resulting in Downtime exceeding two (2) hours, Provider shall, within ten (10) Business Days of resolution, prepare and deliver to Customer a written incident post-mortem report containing: (a) a timeline of the incident, including detection, escalation, and resolution timestamps; (b) root cause analysis; (c) impact assessment, including affected users, data, and functionality; (d) remedial actions taken during and after the incident; and (e) preventive measures to be implemented to reduce the likelihood of recurrence. Customer may request a follow-up discussion of any post-mortem report.

ARTICLE 9. CONTINUOUS IMPROVEMENT

9.1 Commitment. Provider is committed to continuous improvement in the quality, reliability, performance, and security of the Platform. Provider shall, on an ongoing basis, evaluate its infrastructure, processes, tools, and practices with a view toward maintaining and exceeding the service level commitments set forth in this SLA Exhibit.

9.2 Capacity Planning. Provider shall maintain capacity planning practices sufficient to anticipate and address anticipated growth in Customer's usage of the Platform. Where Provider identifies capacity constraints that may affect Availability or performance, Provider shall promptly inform Customer and implement appropriate remediation measures.

9.3 Technology Refresh. Provider shall keep its infrastructure, software dependencies, and security tooling reasonably current with industry standards. Provider shall not decommission or materially modify any infrastructure component upon which the Availability Target depends without first implementing an equivalent or superior replacement and verifying its operational readiness.

ARTICLE 10. MODIFICATIONS TO SLA EXHIBIT

10.1 Amendments. No modification to this SLA Exhibit shall be effective unless set forth in a written amendment executed by authorized representatives of both Parties.

10.2 Adjustment of Targets. The Parties may, by mutual written agreement, adjust the Availability Target, Response Time targets, Resolution Time targets, Service Credit percentages, or other metrics set forth herein to reflect changes in the scope of services, the Deployment Model, or the operational requirements of the engagement. Any such adjustment shall be documented in an amendment to this SLA Exhibit or in the applicable Order Form.

10.3 New Features and Services. Where Provider introduces new features, modules, or services that are subject to different service level commitments, Provider shall identify such features and their applicable service levels in a supplement to this SLA Exhibit or in the applicable Order Form.

ARTICLE 11. RELATIONSHIP TO THE MSA

11.1 Supplemental Terms. This SLA Exhibit supplements and is subject to the terms of the MSA. Except as expressly modified by this SLA Exhibit, all terms and conditions of the MSA (including, without limitation, the provisions relating to limitation of liability, indemnification, disclaimer of warranties, confidentiality, and dispute resolution) apply in full to the services and commitments described herein.

11.2 Limitation of Liability. The aggregate liability of Provider arising out of or relating to this SLA Exhibit (including all Service Credits issued) shall be subject to the limitations of liability set forth in Section 15 of the MSA. Service Credits issued under Article 6 shall constitute liquidated damages and not penalties, and represent a reasonable estimate of the loss suffered by Customer as a result of Provider's failure to meet the Availability Target.

11.3 Sole and Exclusive Remedy. Except where Provider's failure to meet the Availability Target constitutes a material breach of the MSA (including, without limitation, a Chronic Failure entitling Customer to terminate under Section 7.2(b) of this SLA Exhibit), the Service Credits described in Article 6 and the remedies described in Article 7 shall constitute Customer's sole and exclusive remedy, and Provider's sole and exclusive liability, for any failure to meet the Availability Target or the Response Time and Resolution Time targets set forth herein.

11.4 Survival. The provisions of this SLA Exhibit relating to accrued Service Credits, post-termination reporting obligations (to the extent reports are due for periods preceding the effective date of termination), and incident post-mortems for incidents occurring prior to termination shall survive expiration or termination of the MSA for a period of sixty (60) calendar days.