SERVICE LEVEL AGREEMENT

Last Updated: June 11, 2024

This Service Level Agreement (this “SLA”) sets out the service level that applies to the use of SWARM’s Software portions of Services as specified in an MSA or Order Form between SWARM and Customer. In the event of a conflict between this SLA and an active MSA, Order Form, or other agreement governing Customer’s use of Services (as applicable and together with the SWARM Platform Terms & Conditions, the “Agreements”), the terms and conditions of the Agreements will control over this SLA with respect to such conflict. Capitalized terms used herein but not defined herein shall have the meanings set forth in the Agreements.

1. AVAILABILITY & MAINTENANCE.

1.1 End User Functions. End user interfaces and access will be available for use pursuant to the Agreements 99.5% of the time over the course of each calendar month (“Monthly Uptime Availability”), subject to the exceptions noted in Section 1.2 of this SLA.

1.2 Exceptions to Availability. Services may not be available for use under the following circumstances: (a) Normal Maintenance and Urgent Maintenance as described in Sections 1.3 and 1.4 below; (b) the negligent or willful acts or omissions of Customer, its employees, contractors or agents, or its end users, including, but not limited to third parties and customers; (c) the failure or malfunction of equipment, applications, or systems not controlled by SWARM, including applicable portions of SWARM’s Software or Services; (d) any third party or public network or systems unavailability, including applicable portions of SWARM’s Software or Services; (e) circumstances or causes beyond the control of SWARM, including, without limitation, instances of Force Majeure; or (f) breach of any of the Agreements by Customer.

1.3 Normal Maintenance. “Normal Maintenance” means performing preventive maintenance or hardware and software upgrades to the components of the Services to add features or repair errors that are not immediately affecting Customer’s use of the Services. SWARM shall make commercially reasonable efforts to conduct Normal Maintenance between the hours of 5 P.M. to 6 A.M. Eastern Standard Time (UTC -5) on Business Days or at any time on non-Business Days.

1.4 Urgent Maintenance. “Urgent Maintenance” means performing maintenance on the software or hardware components of the Services to repair errors that are immediately affecting Customer’s use of Services. During Urgent Maintenance, the interface for the Services may be unavailable. SWARM may undertake Urgent Maintenance at any time deemed necessary. The Services may be down for Urgent Maintenance a total of four (4) hours per month.

1.5 Notification. SWARM will provide a minimum of twenty-four (24) hours prior notice for planned Normal Maintenance and two (2) hours prior notice for any required Urgent Maintenance by posting a notification on SWARM’s Status Page or by posting a banner notification on the Software.

2. DOWNTIME & CREDITS.

2.1 Granting Credits. SWARM will grant service credits to Customer if Customer experiences Downtime of Services in any calendar month. Such credit allowance shall be equal to the pro-rated charges of one day of monthly software license fees (excluding one-time, setup, or onboarding fees) owed to SWARM under an MSA or Order Form for each twelve (12) hour period of Downtime or fraction thereof. For purposes of this SLA, the term “Downtime” shall mean the number of minutes that Services are unavailable to Customer during a given calendar month in excess of Section 1.1 above, but shall not include any unavailability which is the result of any of the exceptions noted in Section 1.2 above. Any credit allowances accrued by Customer may be offset against any and all payments owed to SWARM pursuant to the Agreements, provided that a maximum of one month of credit may be accrued per month. Granting service credits to Customer does not entitle Customer to any refund or other payment from SWARM and service credits may not be transferred or applied to any other account or SWARM product, service, software, or application. Unless otherwise stated in the Agreements, Customer’s sole and exclusive remedy for any breach of the Monthly Uptime Availability is the receipt of service credits (if eligible) in accordance with the terms herein.

2.2 Credit Eligibility. To be eligible to receive a service credit, Customer must comply with this SLA, the Agreements, and any advice from the SWARM support team. Customer must reasonably assist SWARM in investigating the cause of the Downtime for processing the service credit request. Customer is required to submit a service credit support ticket through SWARM’s help system on the Software or by emailing help@swarm.engineering within twenty-four (24) hours of first becoming aware of SWARM’s failure to meet the Monthly Uptime Availability and by no later than the end of the calendar month immediately following the calendar month in which the Downtime occurred, with all information necessary for SWARM to validate the claim, including:

(a) A detailed description of the events resulting in Downtime, including Customer’s request logs that document the error(s) and corroborate the claimed outage (with any personal, confidential or sensitive information in the logs removed, replaced with asterisks or otherwise redacted as requested by SWARM);

(b) Information regarding the time and duration of the Downtime;

(d) Descriptions of Customer’s attempts to resolve the Downtime at the time of occurrence.