Echo Service Level Agreement

Version
Version 1.0 (Current)
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Effective Apr 28, 2025

1. General

Subject to Customer’s compliance with its obligations under the Subscription Agreement (“Agreement”) entered between Customer and Echo Software Ltd. (“Company”), during the term of the Agreement, Company will provide Customer with the maintenance and support services specified in this Services Level Agreement (“SLA”), for the Service (as such term is defined in the Agreement). For clarity, Service refers to the Company’s software-as-a-service application through which Customer access’ and pulls images. The Company may, at its discretion, add an exhibit to this SLA that details the specific matters within the Service that are covered under this SLA. Nothing in this SLA shall be construed as to require Company to dispatch personnel to Customer’s site or otherwise provide on-site services. Capitalized terms not defined herein, shall have the meaning ascribed to such terms in the Agreement. Company reserves the right to change the terms of this SLA by posting an updated version on its website or by other reasonable means of notification, and such changes will become effective upon posting or notification. Any conflict between the terms of this SLA and the terms of Agreement regarding the description, delivery or specific requirements of the services under this SLA shall be resolved in favor of the terms of this SLA; all other conflicts between the terms of this SLA and the terms of the Agreement shall be resolved in favor of the Agreement.

2. Definitions

The following definitions apply to this SLA:

“Downtime” or “Downtime Incident” means the time in which the Service is unavailable to the Customer as measured and determined solely by Company based on its servers. Downtime Incidents shall exclude: (i) planned downtime incidents announced in advance by Company, including without limitation, for periodic upgrade and maintenance; (ii) network disruption between a Customer’s network and the Service outside of Company’s control; (iii) Downtime Incidents that are caused by the SLA Exclusions specified below; and/or (iv) any time where Company is waiting for information from the Customer or waiting for Customer confirmation that the Service has been restored.

  • “Downtime Period” means the number of minutes in a calendar month during which the Service is unavailable to the Customer due to Downtime Incident(s).
  • “Monthly Uptime Percentage” means the monthly uptime expressed as a percentage, calculated based on the total number of minutes in a calendar month, minus the Downtime Period, divided by the total number of minutes in a calendar month.

3. Availability

During Customer’s subscription term, Company will use commercially reasonable efforts to make the Service available with a Monthly Uptime Percentage of at least 99 % during monthly billing cycle (“Service Commitment”)

4. Other SLA Exclusions

The SLA does not apply to any: (a) features or services which Customer did not purchase and/or are  specified in the Service associated documentation as excluded; or (b) Downtime Incidents that: (i) are caused by factors beyond Company’s reasonable control, failure of Internet access or any public telecommunications network, shortage of adequate power or  any other problems beyond Company’s reasonable control or not related to outputs of the Service; (ii) results or outcomes attributable to repair, maintenance or modification of Company’s software or Service by persons other than Company’s authorized third parties; (iii) resulted from accident, negligence, abnormal physical or electrical stress, abuse or misuse of the Company’s Service or not used for its intended purpose; (iv) resulted from use of the Service other than in accordance with its manuals, specifications or documentation or in violation of the Agreement; (v) resulted from Customer’s or Customer’s use of equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within Company’s direct control) including from any code, image or other input Company’s Service was used on or which is not supported by the Service; (vi) resulted from the combination of the Company’s software with equipment or software not authorized or provided by Company’s or otherwise approved by Company in the software’s manuals, specifications or documentation

5. Customer Support Services

Company shall use commercially reasonable efforts to ensure that the Service shall perform in all material respect with the Documentation. Company shall, during business hours, assist in the operation of the Service and in verifying the causes of suspected errors. Company will use commercial reasonable efforts to respond to Customer according to the response table specified after receipt of Customer’s request for support.‍

6. Reporting Cases & Response Time

  1. Customer support requests should be sent by emailing Company’s support at [Mai - please include the email address].  Support queries sent to other Company’s email addresses will not be considered as support requests. Company may, at any time update the communication methods to be used in order to submit the issue to Company’s support team.
  2. Company support team will provide an initial response to support queries within the response times detailed below either by Slack or email:
| Severity | Description | Initial Response Time | |---|---|---| | **Critical**
(Severity 1) | The Service is down, all functionalities are not operational, and the issue is directly disrupting Customer from using the Services to access and pull images and no reasonable workaround by Customer is possible. | 5 business hours | | **High**
(Severity 2) | A major Service functionality is impacted by an issue that is persistent and affects many users — and no reasonable workaround by Customer is possible. | 10 business hours | | **Medium**
(Severity 3) | The Service is operational, with a minor impact on functionality for some or all users, and an acceptable workaround or Service exists. | 48 business hours | | **Low**
(Severity 4) | Minor issues not impacting Service functionality. | 4 business days |

7. Support Exclusions

The technical support described above will only be provided with respect to the Service version which is under support, and in addition to the SLA Exclusions specified above, Company shall not be required to correct any error that in Company’s reasonable discretion resulting from:

  1. any modifications of the Service that have not been approved by Company in writing;
  2. Customer’s instructions, or installation or set up adjustments;
  3. use of the Service other than as permitted in the Agreement;
  4. any fault in any equipment or programs used in conjunction with the Service, or other causes beyond the control of Company; and/or
  5. Customer’s negligence or willful misconduct.

8. Customer Responsibilities

Company’s obligations hereunder are subject to the following:

  1. Customer agrees to receive from Company communications via e-mail;
  2. Customer’s technical support contact shall cooperate with Company at all times during the provision of technical support and maintenance services hereunder; and
  3. Customer shall report to Company all problems with the Service and shall implement any corrective procedures provided by Company reasonably promptly after receipt.