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DocuSign Envelope ID: FE1E8B92-9595-4C5D-B35A-2BA611765673 <br /> 10. SERVICE LEVEL AGREEMENT. When we use the term "Service Level <br /> Agreement" or "SLA" anywhere in this Agreement, we are referring to the <br /> service level agreement set forth in this Section <br /> 13. We will use commercially reasonable efforts to make the Cloud Services <br /> available 99.95% of the Service Year. "Service Year" means the three <br /> hundred sixty five-day period immediately preceding a claim for a service <br /> credit. (a) SERVICE CREDIT. Uptime for each Service Year will be calculated <br /> by subtracting from 100% the percentage of time during which our <br /> Infrastructure was unavailable to all of our Cloud Service clients (the "Uptime <br /> Percentage"). If the Uptime Percentage for the Service Year is less than <br /> 99.95%, you will be eligible for a service credit equal to 10% of your Cloud <br /> Services bill for the calendar month in which the Uptime Percentage dropped <br /> below 99.95%. The Uptime Percentage will be calculated using five-minute <br /> increments. (b) DOWNTIME EXCLUSIONS. Downtime does not include <br /> unavailability caused by one or more of the following: (i) maintenance, a <br /> suspension, or a termination of the Cloud Services; (ii) the failure of servers or <br /> services outside of a datacenter on which the Cloud Services are dependent, <br /> including, but not limited to, inaccessibility on the Internet that is not caused <br /> by our Infrastructure or network providers; (iii) a force majeure event such as <br /> an act of God, act of war, act of terrorism, fire, governmental action, labor <br /> dispute, and any other circumstances or events not in our direct control; (iv) <br /> an attack on our Infrastructure, including a denial of service attack or <br /> unauthorized access (i.e., hacking); (v) unavailability not reported by you in <br /> accordance with the reporting provisions in Section 13(c) within five (5) of the <br /> days of the date on which the Uptime Percentage dropped below 99.95%; (vi) <br /> unavailability that results from the failure of individual Cloud Servers and that <br /> is not attributable to an event causing unavailability to all clients using the <br /> Cloud Services; or (vii) unavailability that is caused by your breach of this <br /> Agreement. (c) SERVICE CREDIT PROCEDURES. We will determine, in our <br /> reasonable discretion, your eligibility for service credits and the amount of <br /> service credits awarded pursuant to this SLA. To be eligible for service <br /> credits, you must send us a reasonably detailed, written request for service <br /> credits no later than five (5) Business Days after the day on which your <br />