Service Level Agreement

This Service Level Agreement (“SLA”) sets forth Kali AI's service level commitments to Customer (“Service Level”) under the Master Services Agreement and the applicable Order Form (collectively, the Services Agreement and all Order Forms under it, including all exhibits or attachments thereto, the “Agreement”) and forms an integral part therein. Any failure to meet a Service Level will be reasonably resolved by or on behalf of Kali AI in accordance with this SLA. Capitalized terms used but not defined in this SLA will have the meaning set forth in the Agreement.

1. DEFINITIONS

1.1. “Availability” the availability percentage commitment which is set forth in Service Level Commitment section below. 1.2. “Business Hours" means either Sunday-Thursday from 07:00AM- 19:00PM, or Monday- Friday, 07:00- 19:00, excluding religious or national holidays, depending on Customer’s region. 1.3. “Downtime” means complete lack of Availability. 1.4. “Incident” means any single event or set of events, errors or failures resulting in an unscheduled Downtime. 1.5. “SLA Exclusions” means Incident or unavailability resulting from: (i) Scheduled Maintenance; (ii) Force Majeure; (iii) access, use or operation of the Platform with any other Equipment or hardware, software or programming languages or in an environment other than intended or recommended by Kali AI; (iv) due to modifications, alterations and repairs to the Platform not made by Kali AI; (v) due to misuse, accidents or improper use or access or maintenance not performed by Kali AI; (vi) due to Customer’s failure to implement updates and patches; or (vii) due to Incident caused due to Customer Data. Further, Beta Service or evaluations shall be excluded from any Service Level Commitments. 1.6. “Scheduled Maintenance” means scheduled maintenance on the Services, including installing upgrades, fixes, or reconfigurations. For the avoidance of doubt, Scheduled Maintenance is excluded from the calculation of Downtime. Kali AI provides Customer with reasonable prior notice of such Scheduled Maintenance, which shall not be less than two (2) days, except in the event of an emergency maintenance. 1.7. "Customer Data" as defined in the MSA. 1.8. “Service Credit” means a Credit, calculated as set forth below, that Kali AI may credit back to Customer’s Account, or offset from future Credit purchase, or suggest a percentage of discount on Credits or monthly fees, to the extent applicable.

2. SERVICE LEVEL COMMITMENT

2.1. Platform: Kali AI shall ensure that the Kali AI Platform is available at least 99.9% of the time , calculated on a monthly basis (“Service Level Commitment”). Service Level Commitment shall be determined for each five (5) minute interval as the percentage of requests processed by Kali AI that do not result in an Incident. In the event that no request is made during a given five (5) minute interval, such interval shall be deemed to have 100% availability. 2.2. The Service Level Commitment shall not apply in the event of SLA Exclusions or any periods of unavailability resulting from misuse of Agents or configurations outside Kali AI's recommendations. Customer shall be solely responsible for ensuring that its computers, operating systems, networks, network connections, telecommunications facilities and devices meet all technical specifications necessary to access and use the Platform.

3. SERVICE CREDITS

3.1 In the event unscheduled Downtime occurs or Kali AI did not comply with the Service Level Commitments, it will be deemed a “Service Level Failure” with respect to such monthly measurement period. Service Credits are calculated as a percentage of the Fees paid by Customer or Credits purchased by Customer as set forth in the table below:

Monthly Availability |

Service Credit Percentage

\< 99.9% to 98.0% |, 10%, \< 98% to 95.0% |, 25%, \< 95.0% |, 40%

3.2 To be eligible for Service Credits, Customer must reasonably self-diagnose and report a suspected Service Level Failure that occurred during a bona fide attempt to access and use the affected Service and must provide supporting evidence of the failure as well as Customer’s access and usage attempts. Customer may request the Service Credit via the Platform. Service Credits are Customer’s sole and exclusive remedy for failure to meet the Service Level Commitment. 3.3 The parties acknowledge and agree that obligations under this SLA are Customer’s sole and exclusive remedy for any Service Level Failure (including any Downtime causing or attributing to the Service Level Failure) and will not be deemed to be penalties. 3.4 The total maximum number of Service Credits to be issued by Kali AI to Customer for any and all Downtime that occur in a single billing month will not exceed 50% of the amount due by Customer for the Service for the applicable month. Financial Credits will be made in the form of a monetary credit applied to future use of the Service and will be applied within up to 60 days after the Credit was requested as additional Credits directly to Customer’s Account or discount.

4. SUPPORT CHANNELS AND ESCALATION PROCEDURE

4.1. The Customer shall first submit the Incident through the ticketing system available in the Platform and/or in writing to Customer’s point of contact in Kali AI, and shall provide Kali AI with sufficient details to enable Kali AI to accurately diagnose and reproduce such Incident. Kali AI's support team will respond in accordance with the severity levels and response times described in this SLA. 4.2. If the Customer is not satisfied with the resolution or progress of a support ticket or Incident, the Customer may request escalation to a support manager. The support manager will review the Incident and provide an update or resolution plan within one (1) Business Day. If the issue remains unresolved after escalation to the support manager, the Customer may request further escalation to Kali AI's senior management. Senior management will engage with the Customer within two (2) Business Days to discuss and seek resolution. All escalations should include the support ticket number, a summary of the issue, and a description of actions taken to date. Kali AI will use commercially reasonable efforts to resolve escalated Incidents as promptly as possible.

5. EXPECTED RESPONSE TIME

Customer shall promptly notify Kali AI in detail of any Incident upon its knowledge thereof as set forth above. Kali AI shall label the Incident according to one of the following severity levels and such Incident shall be processed by Kali AI according to its severity level, as determined by Kali AI, and in the order that the Incident was reported. Kali AI cannot and does not warrant or represent that any or all Incidents can or will be corrected. The severity list and response time commitments are listed below:

Severity Level Classification |

Definition |

Initial Response Time

Critical |

An Incident whereby material aspects or portions of the Services are inaccessible and such inaccessibility materially affects Customer’s business or which creates an emergency with substantial impact including by making all or a substantial part of the Services unusable. |

Within 3 hours.

Support for Critical Incidents shall be provided 24/7.

Major |

means a fault that is significant in importance and scope, and which impacts major business functionality for Customer without completely preventing the use of an important function of a core Service. |

Within 3 Business Hours.

Minor |

means a fault such as a Services feature not functioning as intended that does not stop Customer from operating its business. |

As soon as reasonable and practical depending on the Incident.