Service Level Agreement

Effective Date: 1 July 2022

Overview

This Agreement represents a Service Level Agreement ("SLA" or "Agreement") between Uncloud (aka Brad Peabody LLC) (the "Service Provider" or “Uncloud”) and Recipient (the "Customer") for the provisioning of services (the "Service" or "Services") required to support and sustain relevant Uncloud services including but not limited to compute, storage and connectivity, as indicated in this Agreement.

This Agreement remains valid until superseded by a revised agreement.

This Agreement outlines the parameters of all services covered. This Agreement does not supersede current processes and procedures unless explicitly stated herein.

Goals and Objectives

The purpose of this Agreement is to ensure that the proper elements and commitments are in place to provide consistent service and support and delivery to the Customer(s) by the Service Provider(s).

The goal of this Agreement is to obtain mutual agreement for service provision between the Service Provider(s) and Customer(s).

The objectives of this Agreement are to:

1. Provide clear reference to service ownership, accountability, roles and/or responsibilities.

2. Present a clear, concise and measurable description of service provision to the customer.

3. Match perceptions of expected service provision with actual service support & delivery.

Review

This Agreement is valid from the Effective Date outlined herein and is valid until further notice. This Agreement will be reviewed periodically (e.g. annually); however, in lieu of a review during any period specified, the current Agreement will remain in effect.

Customer Requirements

Customer responsibilities and/or requirements in support of this Agreement include:

Payment for all support costs at the agreed interval.

Reasonable availability of customer representative(s) when resolving a service related incident or request.

Service Agreement

Types of Service

Uncloud provides multiple types of service, including:

1. Compute, which refers to the processing and related memory capabilities of a computer system, typically available to the Customer as a “virtual machine”, “dedicated machine” or loosely as a “machine”.

2. Storage, which refers to retention of data which survives restarts of a Compute system. Storage may be attached directly to a “machine” or otherwise available via Network.

3. Network, which refers to the general connectivity of systems and their ability to communicate with the Customer. I.e. the Customer’s ability to access their allocated Compute and Storage.

Availability

Each Service provided has an intended Uptime Percentage, which indicates the ratio of how often a service is generally available vs not (“Uptime” vs “Downtime”). For example, 99.99% Uptime Percentage means that a service is intended to be available for normal operation for at least 9999 seconds out of 10000, or 9999 hours out of 10000, the same ratio applying over different time periods.

The Uptime Percentage for Unlcoud services is as follows:

1. Compute service availability: 99.99% (non-Up time: 8s daily, 1m weekly, 52m 35s annually)

2. Storage service availability: 99.99% (non-Up time: 8s daily, 1m weekly, 52m 35s annually)

3. Network service availability: 99.99% (non-Up time: 8s daily, 1m weekly, 52m 35s annually)

Support

Phone and email support are available during normal business hours (typically 9am to 5am California time, or as posted on the Uncloud website).

Reasonable efforts will be made to provide support outside of normal business hours in the event of emergency or other circumstances which may affect the availability and our ability to meet intended SLA Uptime Percentages.

Scheduled Maintenance

From time to time, it may be necessary to perform scheduled maintenance on a system which can affect its availability. Such scheduled maintenance may involve Downtime in excess of the allowed amount as indicated in this SLA.

In such cases (where the intended Downtime is known beforehand due to scheduled maintenance) the Service Provider agrees to notify Customer at least three business days in advance of such maintenance (although typically we will try to provide as much advance notice as possible). The Customer may request that such maintenance be delayed or otherwise rescheduled, at which point the Customer and Service Provider agree to proceed in “good faith” to determine a maintenance schedule agreeable by all parties involved. However, a lack of communication from the Customer in response to a maintenance request will be considered consent to perform the maintenance as indicated, with any associated Downtime, regardless of SLA Uptime Percentages noted herein.

Remedies

In the event of Services which do not meet the SLA Uptime Percentages as indicated herein (with the exception of Scheduled Maintenance, as above), the Service Provider agrees to make service credit available to the Customer for 100% of the prorated amount of service corresponding to the specific Downtime involved. In this case, a written request must be made by the Customer within 30 days of the Downtime and is subject to approval by the Service Provider. Once approved, credit will be applied to the Customer’s account against future service charges.