Service Level Agreement

Preamble

This Service Level Agreement ("SLA") is incorporated into, and forms an addendum to, the Master Services Agreement and Terms of Service (the "Agreement") between TFALKE PRIVATE LIMITED ("TFALKE," "we") and the Customer identified therein ("Customer," "you"). This SLA sets out TFALKE's uptime commitment for the cloud-based management portal, the exclusions applicable to that commitment, the support response targets, and Customer's sole and exclusive remedy for any failure to meet the commitments in this SLA. Capitalized terms not defined here have the meaning given in the Agreement.

1. Definitions

• "Management Portal" means TFALKE's cloud-hosted web application and API layer through which Customer accesses dashboards, configuration, and management functionality for its enrolled Endpoints. The Management Portal does not include the Endpoint agent software, any individual Endpoint's connectivity, or the AI Agent's dependency on any Third-Party LLM Provider.
• "Endpoint Connectivity" means the network connection between an individual Endpoint and the Management Portal, which depends on factors within Customer's own environment (Customer's network, ISP, firewall configuration, Endpoint hardware and power state) and is expressly excluded from the Uptime Commitment in Section 2.
• "Downtime" means any period during which the Management Portal is unavailable or returns error responses to a majority of authenticated requests, as measured by TFALKE's monitoring systems described in Section 2.4, excluding any period falling within an Excluded Event under Section 4.
• "Uptime Commitment" means the percentage of time in a given calendar month that the Management Portal is available, excluding Downtime attributable to any Excluded Event, as set out in Section 2.
• "Third-Party LLM Provider" means any independent large language model or generative AI provider (including without limitation OpenAI or Anthropic) that Customer connects to the AI Agent using Customer's own API key under the BYOK model described in the Agreement.
• "Service Credit" means the sole and exclusive remedy available to Customer under this SLA, calculated as a percentage credit against Customer's next invoice, as set out in Section 5.

2. Uptime Commitment

2.1 Scope of the Commitment

TFALKE commits to a Management Portal Uptime Commitment of 99.9% measured over each calendar month. This Uptime Commitment applies strictly and exclusively to the availability of the Management Portal, and does not apply to, and gives rise to no Service Credit or other remedy in respect of:

• Endpoint Connectivity, or the ability of any individual Endpoint to connect to, or remain connected to, the Management Portal;
• the availability, latency, or correct functioning of the AI Agent where such issue is caused by a Third-Party LLM Provider, as described in Section 3; or
• any Excluded Event described in Section 4.

2.2 Platform Downtime vs. Endpoint Connectivity Loss — Illustrative Distinction

For clarity, the following distinguishes events that count as Downtime against the Uptime Commitment from events that do not:

2.3 Uptime Calculation

Uptime Commitment percentage for a calendar month is calculated as: ((Total Minutes in the Month − Downtime Minutes) ÷ Total Minutes in the Month) × 100, where Downtime Minutes excludes any period falling within an Excluded Event under Section 4.

2.4 Measurement

Downtime is measured using TFALKE's own internal system-health and infrastructure-availability monitoring and incident records, which are the sole and authoritative source for determining Downtime and Uptime Commitment attainment under this SLA, absent manifest error. This monitoring measures the technical availability of the Management Portal as a whole and does not identify, profile, or track the behavior of any individual Authorized User, consistent with Section 1.2 of TFALKE's Privacy Policy.

Fix applied: this clause previously described TFALKE's monitoring in terms that, read next to the Privacy Policy's blanket "no performance-analytics" claim, created an internal contradiction a plaintiff could point to directly. This revision confirms the monitoring is infrastructure-level and non-identifying, matching the corresponding carve-out added to Privacy Policy Section 1.2.

3. Third-Party LLM Provider Exclusion (BYOK AI Agent)

Customer acknowledges that the AI Agent operates using Customer's own API key connected to a Third-Party LLM Provider chosen by Customer, as described in the Agreement. Accordingly, the Uptime Commitment does not apply to, and TFALKE bears no responsibility, and Customer is entitled to no Service Credit or other remedy under this SLA, for any downtime, latency, degraded performance, error, or unavailability of the AI Agent's natural-language functionality caused by:

• an outage, incident, or degraded performance of any Third-Party LLM Provider's own infrastructure or API;
• rate limiting, quota exhaustion, or throttling imposed by a Third-Party LLM Provider on Customer's API key;
• billing disputes, suspension, or termination of Customer's account or API key with a Third-Party LLM Provider;
• changes to a Third-Party LLM Provider's models, pricing, or API behavior; or
• any latency inherent to routing a request to, and receiving a response from, a Third-Party LLM Provider's own servers.

The Management Portal's core endpoint management functionality (enrollment, monitoring, manual configuration, and remediation) is unaffected by, and remains subject to the Uptime Commitment independent of, any Third-Party LLM Provider issue, since that functionality does not depend on the AI Agent.

4. Standard Exclusions

In addition to the exclusions in Sections 2 and 3, the following are excluded from the calculation of Downtime and do not count against the Uptime Commitment (each, an "Excluded Event"):

4.1 Scheduled Maintenance

Downtime occurring during a scheduled maintenance window for which TFALKE provides Customer at least 48 hours' advance notice via the Management Portal, email, or status page, provided such scheduled maintenance does not exceed 4 hours in any calendar month absent Customer's consent or an emergency described in Section 4.2.

4.2 Emergency Maintenance

Downtime occurring during emergency maintenance reasonably necessary to address a security vulnerability, active security incident, or imminent risk to the Management Portal's integrity, even where advance notice under Section 4.1 was not reasonably possible.

4.3 Force Majeure

Downtime caused by events beyond TFALKE's reasonable control, including acts of God, natural disaster, war, terrorism, civil unrest, governmental action, internet backbone or regional connectivity failures, or failures of third-party cloud infrastructure providers not attributable to TFALKE's own configuration error.

4.4 Third-Party Security Vendor Interference

Downtime, degraded Endpoint functionality, or connectivity loss caused by a third-party antivirus, endpoint-detection-and-response, firewall, or other security vendor incorrectly flagging, quarantining, or blocking TFALKE's Endpoint agent or Management Portal traffic as malicious, whether due to a false positive, signature update, or vendor policy change outside TFALKE's control. TFALKE will use commercially reasonable efforts to pursue whitelisting with major security vendors but is not responsible for the timing or outcome of any such vendor's remediation.

4.5 Customer-Caused Issues

Downtime or Endpoint Connectivity loss caused by Customer's own acts or omissions, including misconfiguration, unauthorized modification of the Endpoint agent, failure to maintain minimum system requirements, Customer's network or ISP issues, or breach of the Agreement or the Acceptable Use Policy.

4.6 Time Awaiting Command Confirmation

Any period during which the Service is awaiting an Authorized User's Accept/Reject decision on a High-Risk Command, as required under the Agreement, is not Downtime, regardless of how long that decision takes, since the Management Portal remains fully available and responsive during that period.

4.7 Beta and Preview Features

Any feature, including the AI Agent itself, designated by TFALKE as "beta," "preview," "early access," or similar, which is provided on an as-is basis and is not subject to the Uptime Commitment or any Service Credit.

5. Service Credits

5.1 Tiered Service Credit Schedule

If actual Management Portal uptime in a calendar month falls below the Uptime Commitment, and Customer submits a valid claim under Section 5.3, Customer is entitled to a Service Credit calculated according to the following schedule:

5.2 Maximum Aggregate Credit

In no event will the total Service Credits issued to Customer in any calendar month exceed fifty percent (50%) of the fees payable by Customer for the Management Portal for that month, regardless of the number of Downtime incidents or the severity of any single incident.

5.3 Claim Procedure

To receive a Service Credit, Customer must submit a written request to TFALKE's support team within thirty (30) days of the end of the calendar month in which the claimed Downtime occurred, including the dates and times of the claimed Downtime. TFALKE will validate the claim against its own monitoring records under Section 2.4 and, if validated, apply the applicable Service Credit to Customer's next invoice. Failure to submit a timely claim waives Customer's right to a Service Credit for that month.

5.4 Sole and Exclusive Remedy

This clause is the core liability-limiting mechanism of the SLA — it converts what would otherwise be an open-ended breach-of-contract exposure (potentially including claimed consequential losses) into a capped, defined, self-executing credit. It works together with, and does not replace, the broader Limitation of Liability in the Master Services Agreement, which continues to apply to any claim not covered by this SLA.

CUSTOMER ACKNOWLEDGES AND AGREES THAT THE SERVICE CREDITS SET OUT IN THIS SECTION 5 ARE CUSTOMER'S SOLE AND EXCLUSIVE REMEDY, AND TFALKE'S ENTIRE LIABILITY, FOR ANY FAILURE TO MEET THE UPTIME COMMITMENT OR ANY OTHER PERFORMANCE, AVAILABILITY, OR SERVICE-LEVEL ISSUE ADDRESSED BY THIS SLA, WHETHER ARISING IN CONTRACT, TORT, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CUSTOMER WAIVES ANY RIGHT TO CLAIM LOST PROFITS, LOST BUSINESS, OR ANY OTHER DAMAGES ARISING FROM DOWNTIME OR ENDPOINT CONNECTIVITY LOSS, BEYOND THE SERVICE CREDITS PROVIDED UNDER THIS SECTION 5. THIS SECTION 5.4 DOES NOT LIMIT ANY LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, INCLUDING THE NON-EXCLUDABLE LIABILITY CARVE-OUTS SET OUT IN THE LIMITATION OF LIABILITY SECTION OF THE MASTER SERVICES AGREEMENT, WHICH ARE INCORPORATED HEREIN BY REFERENCE.

6. Support Response Time Tiers

TFALKE will use commercially reasonable efforts to respond to support requests within the following target response times, based on the severity classification assigned at the time of ticket creation. These are response time targets only, not guarantees of resolution time, and are not subject to Service Credits.

"Business hours" means 9:00 AM to 6:00 PM India Standard Time, Monday through Friday, excluding Indian public holidays, unless a higher support tier with extended coverage is separately purchased under an Order Form.

7. Exclusions from Support Obligations

TFALKE's support obligations under Section 6 do not extend to: (a) diagnosing or resolving issues caused by Customer's own network, hardware, or third-party software, including any Excluded Event under Section 4; (b) any issue with a Third-Party LLM Provider's API, service, or account, which Customer must direct to that provider directly; or (c) support for versions of the Endpoint agent that Customer has not kept reasonably up to date, where TFALKE has provided reasonable notice of an available update.

8. Relationship to the Master Services Agreement

This SLA is subject to, and does not expand, the Limitation of Liability, Warranty Disclaimer, and Indemnification sections of the Master Services Agreement, which are incorporated herein by reference. In the event of any conflict between this SLA and the Master Services Agreement regarding uptime, availability, or support commitments, this SLA controls; for all other matters, the Master Services Agreement controls.