DITTO SLA POLICY (STANDARD)

Capitalized terms used but not defined herein have the meaning set forth in the Master License and Services Agreement or the Order Form in which this SLA Policy (this “Policy”) is referenced.

1. DEFINITIONS

• “Downtime” means a time during which all Valid Requests to a Cloud Sync instance fails.
• “Downtime Period” means one consecutive minute of Downtime except to the extent resulting from any of the exclusions set forth below in Section 4 (Limitations). For clarity, intermittent Downtime for a period of less than one minute will not be counted towards any Downtime Periods.
• “Valid Request” means requests that conform to the Documentation and that would normally result in a non-error response.
• “Monthly Uptime Percentage” means the total number of minutes in a month, minus the number of minutes suffered from all Downtime Periods in a month, divided by the total number of minutes in a month. If Customer’s Cloud Sync instance is provisioned and running for only part of a calendar month, such instance is deemed to be 100% available during the portion of the month in which it was not provisioned and running.
• “Service Credit” means a credit to Customer calculated as a percentage of subscription fees allocable to the calendar month during which the Monthly Uptime Percentage did not exceed 99.95% in accordance with the process described in this Policy.

2. SERVICE CREDITS

During the Subscription Term, Ditto will use commercially reasonable efforts to make the Cloud Sync available with a Monthly Uptime Percentage of 99.95% (the “Service Level”). If Ditto does not meet the Service Level, Customer will be eligible to receive a Service Credit as described in the table below.

Monthly Uptime Percentage	Service Credit
< 99.95% but equal to or greater than 99%	5%
< 99%	12.5%
< 95%	50%

Ditto will process claims within 45 days of receipt. If Ditto determines that Customer has satisfied the Customer obligations herein and that none of the below limitations apply to the claim, Ditto will grant a Service Credit. Ditto will apply any Service Credit to a future invoice or payment under this Agreement. Service Credits are Customer's sole and exclusive remedy under this Policy. Service Credits expire without refund 12 months from issuance.

3. CUSTOMER OBLIGATIONS

The following are requirements for Customer to be eligible for a Service Credit:

• (a) Log a support ticket with Ditto within 24 hours of first becoming aware of an event that impacts service availability.
• (b) Submit a claim and all required information by the end of the month immediately following the month in which the Downtime occurred.
• (c) Include all information necessary for Ditto to validate the claim, including:
  • (i) a detailed description of the events resulting in Downtime, including request logs that document the errors and corroborate the claimed outage (with any confidential or sensitive information in the logs removed or replaced with asterisks);
  • (ii) information regarding the time and duration of the Downtime;
  • (iii) the number and location(s) of affected users (if applicable); and
  • (iv) descriptions of attempts made to resolve the Downtime at time of occurrence.
• (d) Reasonably assist Ditto in investigating the cause of the Downtime and processing the claim.
• (e) Comply with the terms of the Agreement applicable to Customer's access and use of the Software and Services, applicable Documentation, and any advice from Ditto's support team.

4. LIMITATIONS

Downtime does not include, and Customer will not be eligible for a Service Credit for, any performance or availability issue that results from the following:

• (a) Late payments, Customer’s misuse of the Software or Services in violation of the Agreement, or Customer or Authorized Users taking unauthorized action.
• (b) Factors outside Ditto’s reasonable control, including but not limited to any Force Majeure Event, network intrusions, denial of service attacks, systemic internet issues or any other act or omission of any telecommunication or services provider.
• (c) The use of services, hardware, or software provided by a third party and not within the primary control of Ditto, including issues resulting from inadequate bandwidth or resulting from failures of cloud platform services on which the Cloud Sync runs.
• (d) Customer’s failure to (i) use Ditto supported Software or application programming interfaces with acceptable configuration as defined in the Documentation, or (ii) failure to follow appropriate security practices.
• (e) Unavailability due in whole or in part to any of the following:
  • (i) Customer-controlled actions or environment or other failures or shortcomings not within Ditto’s control;
  • (ii) failure by Customer to take any remedial action in relation to the Software or Services as recommended by Ditto, or otherwise preventing Ditto from doing so;
  • (iii) Customer’s negligence or willful misconduct, which may include failure to follow agreed-upon procedures;
  • (iv) scheduled maintenance that takes place upon 5 days’ email notice; or
  • (v) Customer’s failure to provide information required by Ditto to provision Cloud Sync.

Last Updated: May 15, 2025