Standard Service Level Agreement (SLA)

Last updated: August 2023

1. Definitions

“Emergency Maintenance” means maintenance that is performed by Ontic due to a major issue impacting the SaaS Platform outside of the Scheduled Maintenance Window.

“Scheduled Maintenance Window” means the designated time periods during which Ontic may limit or suspend access to the SaaS Platform so that planned maintenance may be performed, generally between 12:00 a.m. and 6:00 a.m. Central time.

“Scheduled Maintenance” means SaaS Platform maintenance that is performed by Ontic during a Scheduled Maintenance Window, or when Ontic has provided Client at least 12 hours advance notice using e-mail, in app notification or a similar method, specifying the nature and anticipated impact upon the SaaS Platform.

2. Support

2.1 E-mail Support
Ontic e-mail support is available 24 x 7 x 365 at support@ontic.co .

2.2 In-App Support
Support is available within the SaaS Platform via the “Help” icon.

3. Service Performance

3.1 Availability of the SaaS Platform

Ontic shall provide 99.95% SaaS Platform uptime, measured each calendar month (“SaaS Platform Uptime”). The following are excluded for purposes of computing SaaS Platform Uptime: (i) Scheduled Maintenance or Emergency Maintenance; (ii) unavailability caused by acts or omissions of Client or its agents; (iii) unavailability caused by network unavailability or bandwidth limitations outside of the Ontic network; (iv) any Force Majeure Event (collectively, “Permitted Downtime”). Any other time where the SaaS Platform is unavailable is “Downtime”. SaaS Platform status and thirty (30) days of historical availability data is available here.

The SaaS Platform Uptime for a given calendar month (subject to any Permitted Downtime) will be calculated on a monthly basis as follows: Where: Total minutes in the month = TMM; Total Downtime minutes in month (excluding Permitted Downtime) = TMD; and: Uptime = (TMM-TMD) x 100/TMM. Ontic’s records and data will be the sole basis for all SLA calculations and determinations.

For example, assume the SaaS Platform had 6 minutes unavailable in June (TMM = 43,200), excluding 8 minutes Permitted Downtime. 43,200 minus 6 equals 43,194 multiplied by 100 divided by 43,200 = 99.986% Uptime.

3.2 Remedy

Client will notify Ontic in writing of non-compliance with the service levels set forth in this SLA. If the SaaS Platform does not meet the SaaS Platform Uptime requirement during any calendar month and Client has notified Ontic in compliance with this Section 3.2, then Client, will be entitled to receive a credit (“Service Credit”). The Service Credit will apply to Fees and will be based on Downtime minutes. Client will receive two minutes for each minute of Downtime as a Service Credit, based on then current annual Fees paid for the Services. The Service Credit will be applied to the Fees for the next renewal period under the applicable Order Form. Client must notify Ontic in writing within thirty (30) days from the time Client becomes eligible to receive a Service Credit. Failure to comply with this requirement will result in a forfeiture of the right to receive the Service Credit. Additionally, in the event Ontic does not meet its SaaS Platform Uptime commitment three (3) times in a six (6) month period Client may terminate the Agreement, or applicable Order Form, as provided in the Agreement Section 5(b)(ii) (Termination). The remedies described in this Section 3.2 are Client’s sole and exclusive remedy for breach of this SLA.

3.3 Maintenance

Ontic will use commercially reasonable efforts to minimize the impact for Clients using the SaaS Platform by typically utilizing only one or two Scheduled Maintenance Windows per month and performing operations to minimize Client impact. Ontic reserves the right to perform any required Emergency Maintenance work outside of the Scheduled Maintenance Window and will use commercially reasonable efforts to notify Client as soon as reasonably possible upon identifying the required emergency work via email to the Client’s administrator or a notice posted in the SaaS Platform before commencing any Emergency Maintenance outside of the Scheduled Maintenance Window.

3.4 Severity Levels

Severity Level	Initial Response Time	Resolution Time
Level 1 (highest) Ontic’s SaaS Platform experiences the complete loss of core functionality for all Users or experiences a Security Incident. For example, the Client cannot connect to the SaaS Platform.	Within 15 minutes after Ontic’s receipt of Client’s notification of the issue.	Ontic shall work continuously to restore normal operation and resolve the issue as soon as practicable after Ontic’s receipt of the Client’s notification of the issue. Ontic will provide updates to the Client on a timely basis. Ontic will devote qualified technical support and developer personnel, as needed, to work on the problem exclusively and continuously until it is corrected.
Level 2 A significant segment of Ontic’s SaaS Platform experiences a loss of functionality disrupting the normal customer experience for a high percentage of Users. For example, the Client cannot access entity connections.	Within 1 hour after Ontic’s receipt of the Client’s notification of the issue.	Ontic shall work continuously to restore normal operation and resolve the issue as soon as practicable after Ontic’s receipt of the Client’s notification of the issue.  Ontic will provide updates to the Client on a timely basis.
Level 3 Any other problem or bug with the SaaS Platform that does not affect core functionally or that the Client can circumvent by using a temporary workaround.	Within 72 hours after Ontic’s receipt of the Client’s notification of the issue.	Ontic shall work to restore normal operation and resolve the issue as a part of the next planned release after Ontic’s receipt of the Client’s notification of the Issue.  Ontic will provide updates to the Client when requested.

Unless otherwise classified, Ontic shall consider all issues to be Level 3 by default. Upon triage, Ontic shall, in good faith, determine the classification/severity of the service incident and shall respond according to the above table.

Ontic must be able to reproduce errors to resolve them. Client agrees to cooperate and work with Ontic to reproduce errors as requested and appropriate. Client agrees to provide Ontic with all information and materials reasonably requested by Ontic for use in replicating, diagnosing and correcting an error or other support issue reported by Client.

Ontic does not commit to specific resolution times due to the varying levels of complexity involved in any specific issue. Ontic has targeted resolution timeframes specific to each Severity Level and will commit appropriate resources to resolve the issue within those targeted timeframes.