DRIFT PLATFORM SERVICE LEVEL COMMITMENTS

Definitions.

“Downtime” means any period during which Customer is unable to access the Drift Services, as measured at the Drift network by industry standard tools, due to an Issue which prevents the majority of Customers from accessing the Drift Services, expressly excluding Scheduled Downtime. Drift’s obligations do not extend to Downtime, Issues or errors that are caused by a) Third party hardware or software; b) Use of the Drift platform or services in violation of the terms of the Agreement; or c) Use of the Drift platform or services other than in accordance with any Acceptable Use Policy or the express instructions of Drift.

“Issue” means a single, reproducible issue or problem affecting the functionality of the Drift Services for Customer.

“Service Level Credit” or “SLC Credit” means a credit that may be available to Customer if Drift fails to maintain its uptime objective as outlined below.

“Scheduled Downtime” means a scheduled time period in which the Drift Services are unavailable for use and upon notice to Customer where practical.

“Uptime Percentage” means the total number of minutes in a calendar month minus the number of minutes of Downtime experienced in such calendar month, divided by the total number of minutes in such calendar month.

Status Updates. Customers may receive updates regarding Drift’s availability by registering for updates via https://drift.status.io/.

Availability Objective. Drift shall use commercially reasonable efforts to ensure that the Platform will be generally available 99.8% of the time.

Availability Calculation and Reporting. Availability is based on a weekly 7 day x 24-hour calculation. The calculation will be as follows: ((a – b) / a) x 100, where “a” is the total number of minutes in a given calendar month, and “b” is the total number of minutes that service is not Available in a given month. Drift will provide uptime reporting upon request.

For any partial calendar month during which Customer subscribes to the Platform, general availability will be calculated based on the entire calendar month, not just the portion for which Customer subscribed. In addition, unavailability of some specific features or functions within the Platform, while others remain available, will not constitute unavailability of the Platform, so long as the unavailable features or functions are not, in the aggregate, material to the Platform as a whole.

Service Level Commitment Credits (“SLC Credits”). Customers will be eligible to receive SLC Credits provided that:

(a) Customer has reported an Issue related to a Downtime event by filing a ticket requesting an Uptime Percentage Report with Drift support within fifteen (15) days of the Downtime event; and

(b) once Customer receives the Uptime Percentage Report provided by Drift and confirms Uptime Percentage as below 99.8% in the month the issue was experienced, Customer has provided Drift a written claim request for Enhanced SLC Credits within fifteen (15) days of the date of uptime percentage report.

Uptime Percentage SLC Credit Percentage
Less than 99.8% but equal to or more than 99.7% 1%
Less than 99.7% but equal to or more than 99.6% 2%
Less than 99.6% but equal to or more than 99.5% 3%
Less than 99.5% but equal to or more than 99.4% 4%
Less than 99.4% but equal to or more than 99.0% 5%
Less than 99% 10%

The SLC Credits will be equal to the SLC Credit percentage multiplied by the fees paid by Customer for the Drift Service that are attributable to the corresponding calendar month (calculated on a straight line, pro-rated basis with respect to any fees paid in advance) and then prorated for based on affected Users. Notwithstanding anything to the contrary, in no event will the total amount of SLC Credits if any, exceed the fees paid by Customer for the Drift Services in the corresponding month. For clarity, for the purpose of calculating SLC Credits, calendar months are calculated based on US Eastern Time Zone. The SLC Credit is Customer’s sole and exclusive remedy for any failure by Drift to meet any service level obligations pertaining to the Drift Platform. Customer is not eligible to receive SLC Credits during any period of time when payments owed are past due.

4. PAYMENT OF CREDITED AMOUNTS

If Customer is eligible for a SLC Credit, then at Customer’s election, the Credit will either be (i) applied to Customer’s next invoice or (ii) refunded to customer electronically (if Customer pays Drift via credit card, the amounts will be credited to the credit card on file with Drift, all other payments will be issued via ACH). Customer must provide Drift with all necessary information to complete such payments.