CHAINSTACK ENTERPRISE

SUPPORT AND SERVICE LEVEL AGREEMENT

Last Updated: March 8, 2024

1. DEFINITIONS
   1. “Claim” means a claim submitted by Customer to Chainstack pursuant to these Terms.
   2. “Downtime” means the total number of hours in a billing month when all the running instances of Chainstack Service have no connectivity or cannot be operated.
   3. “Scheduled Downtime” means the periods of downtime relating to network, hardware, or service maintenance or upgrades. Chainstack will use reasonable commercial endeavors to provide written notice to the Customer prior to the commencement of Scheduled Downtime.
   4. “Emergency Downtime” is any unplanned outage for which Chainstack is unable to provide notice as Scheduled Downtime. There shall be no more than one instance of Emergency Downtime in any calendar month, with a duration not to exceed four hours in each instance.
   5. Calculating Downtime and Service Credits. Chainstack calculates downtime from the moment the Customer reports a service issue and that is confirmed by Chainstack until the issue is resolved. However, if the service is interrupted due to occurrences that are not within the control of Chainstack (including but not limited to natural disasters or third-party service interruptions), that is not deemed as downtime. Chainstack ultimate goal is to maintain an uptime of 99.9%, where in the period of consecutive three months it will be roughly 131,400 minutes, therefore expected downtime shall not increase 131 minutes of downtime. If Chainstack fails to meet that target, the Customer is entitled to claim service credits equal to 10% of paid amounts for the affected service in the course of these consecutive three months.
   6. Network Issues. Chainstack monitors nodes sending request to them every 30 seconds from 4 separate locations. If three locations confirm a response time of less than 30 seconds and one doesn’t, it is considered a network issue, not the downtime. However, if it doesn’t count as downtime, Chainstack is always available to help Customer troubleshoot any local connectivity problems.
   7. “Recovery Point Objective” (RPO) is defined as the maximum period of time in which data may be lost from the Service due to a major incident. Recovery point is determined by the timestamp of the last backup or last database log file that is successfully restored.
   8. “Recovery Time Objective” (RTO) is defined as the maximum period of time in which the Service must be restored after a major incident. Recovery time is determined by the time elapsed between the declaration of an incident and restoration of Service.
   9. “SEV 1 Issue” means any Issue in which the Service is significantly impaired and unavailable causing critical disruption to business operations.
   10. “SEV 2 Issue” means any Issue in which major Service functionality does not work with critical time sensitivity, but with no massive or severe impact on business operations.
   11. “SEV 3 Issue” means any non-urgent Issue that, whilst potentially Service impacting, does not prevent the Customer’s use of the Service in any material way (e.g. minor bugs or reports of unexpected behavior).
   12. “SEV 4 Issue” means any general question related to Chainstack’s Products or Services. For example, purely informational requests, reports, usage questions, clarifications regarding documentation, or any feature enhancement suggestions.
   13. “Service Credit” is Customer’s sole and exclusive remedy for any violation of the Service Levels. “Service Levels” means the service level commitments set forth in Section 2 of these Terms, and any other standards that Chainstack chooses to adhere to and by which it measures the level of service provided to Customer.
   14. “Uptime” is the percentage of total possible minutes the applicable Chainstack Service was available in a given calendar quarter.
2. SERVICE LEVEL COMMITMENT
   1. Uptime. Chainstack guarantees a 99.9% quarterly uptime commitment for the applicable Chainstack Service. If Chainstack does not meet the SLA, then the Customer will be entitled to a Service Credit to the Customer’s account.
   2. Guarantees. Chainstack commits to maintain at least 99.9% Uptime for the applicable Chainstack Service. The Uptime calculation for each Service Feature that may be included with the applicable Chainstack Service is described below (“Uptime Calculation”). If Chainstack does not meet the SLA, the Customer will be entitled to Service Credits based on the calculation below (“Service Credits Calculation”). Note, that Downtime does not affect every customer at the same time or in the same way.

      Service Feature	Uptime Calculation	Service Credits Calculation
      Management Console Network Services Platform API	(Total minutes in a calendar quarter – Downtime) / Total minutes in a calendar quarter	A Service Credits claim may be based on either (not both) of the following calculations: 10% of the amount Customer paid for a Service Feature in a calendar quarter where the Uptime for that Service Feature was less than or equal to 99.9%, but greater than 99.0%. OR 25% of the amount Customer paid for a Service Feature in a calendar quarter where the Uptime of that Service Feature was less than 99.0%.

   3. Scheduled Maintenance. Chainstack can perform Service upgrades and other maintenance tasks during the maintenance window. Customer will be notified at least 7 days in advance by e-mail sent to the registered e-mail address. It is possible that during this maintenance period one or more Service features are temporarily completely or partially out of use and are therefore not available to the Customer. A scheduled maintenance message will contain the following information: (i) Timeframe in which scheduled maintenance will take place; (ii) the Expected duration of scheduled maintenance; (iii) Service Features on which scheduled maintenance will be of influence. Scheduled maintenance is excluded from the availability calculations unless the period for the scheduled maintenance is exceeded and the service is therefore not available to the customer.
   4. Maintenance Window. Tuesday and Sunday from 06:00 AM to 10:00 AM UTC.
   5. Emergency Maintenance. Emergency maintenance may be required when conditions require immediate intervention. In such a situation, the customer is informed as soon as possible by e-mail to the registered e-mail address. Unavailability during emergency maintenance is included in the availability calculation.
3. CUSTOMER SUPPORT
   1. Customer Support Options.

      	Community Support	Standard Support	Professional Support	Premium Support
      Terms	Included	Included	Subscription-based	Subscription-based
      Pricing per month	Complementary	Complementary	$100	$1,000
      Response time	–	< 24 hours	< 6 hours	< 1 hour
      Availability	24 x 5	24 x 5	24 x 7	24 x 7
      Support Method	Community support on Discord and Telegram, knowledge base.	Email, community support on Discord and Telegram, knowledge base.	Email, community support on Discord and Telegram, knowledge base.	Email and Private chats on Slack, Telegram and Discord.

   2. Scope of Customer Support. Chainstack will provide the Cust with the onboarding and technical support services for Service Features. Customer support does not include code development or the debugging of the Customer’s software. For security reasons, only Customer’s Users may submit Claims to Chainstack
   3. Customer Support Response Times and Availability. Chainstack’s initial response times (listed below) vary based on the customer support package purchased by the Customer and the severity of the Issue. Chainstack is committed to providing a response within the timeframes described below, as measured from Customer initiation of a Claim provided that the Customer’s Claim contains all necessary details for proper processing and response by Chainstack. In case the Customer’s Claim does not contain the necessary information, the time for providing the response starts to measure from the moment the Customer provides all the required information.

      	Applicable Services	Issue Example	Community Support	Standard Support	Professional Support	Premium Support
      SEV 1	Network Services	Customer’s nodes are not accessible.	–	> 24 hours	< 2 hours	< 1 hour
      SEV 2	Network Services, Management Console, Platform API	Management Console is not accessible while Customer’s nodes are working properly.	–	> 24 hours	< 4 hours	< 1 hour
      SEV 3	Network Services, Management Console, Platform API	Platform API returns an error response for a request that is supported.	–	> 24 hours	< 6 hours	< 1 hour
      SEV 4	Network Services, Management Console, Platform API	Question on the interaction between the node and client software.	–	> 24 hours	< 6 hours	< 1 hour

   4. Resolved Claims. Following Chainstack’s initial response to a Claim, Chainstack will work with the Customer to identify and resolve any and all Issues. Chainstack will consider a Claim to be resolved if: (a) Customer agrees that the Issue is resolved; (b) The source of the Issue lies with a third party, in which case, Chainstack will continue to assist the Customer and act as a resource to Customer while Customer works with the third party to resolve such Issue; or (c) Customer does not respond to a query or request from Chainstack regarding an Issue after two (2) consecutive business days. Notwithstanding the foregoing, with respect to Section (c) above, Chainstack at its own discretion has a right to re-open the Issue if Customer contacts Chainstack up to 7 calendar days after the Issue was deemed closed by Chainstack to report that the Issue has not yet been resolved.
4. EXCLUSIONS

   Excluded from the Uptime Calculation are Service Feature failures resulting from (i) Customer’s acts, omissions, or misuse of the applicable Chainstack Service including violations of the Agreement; (ii) failure of Customer’s internet connectivity; (iii) factors outside Chainstack’s reasonable control, including force majeure events; (iv) Customer’s equipment, services, or other technology; or (v) scheduled maintenance unless the period for the scheduled maintenance is exceeded and the service is therefore not available to Customer.

5. SERVICE CREDITS REDEMPTION

   If Chainstack does not meet this SLA, the Customer may redeem Service Credits only by sending an email request to [email protected] within thirty (30) days of the end of the calendar quarter. Written requests for Service Credits redemption should be sent to Chainstack Support [https://support.chainstack.com]. Service Credits may take the form of a refund or credit to Customer’s account, cannot be exchanged into a cash amount, are limited to a maximum of ninety (90) days of paid service per calendar quarter, require Customer to have paid any outstanding invoices, and expire upon termination of Customer’s agreement with Chainstack.

6. LIMITATIONS
   1. Redemption Limitation. Customer will not be eligible to redeem any Service Credits if Customer is in breach under any provisions of the Chainstack Enterprise Subscription Agreement at the time the Service Feature failure occurred and will not be entitled to any Service Credit if Customer is in breach under any provisions of the Chainstack Enterprise Subscription Agreement at the time such Service Credit is requested by Customer until such breach is cured.
   2. Exclusive Remedy. This SLA provides the Customer’s sole and exclusive remedies for any Chainstack Service interruptions, deficiencies, or failures of any kind. To clarify, such sole and exclusive remedies shall not apply to breaches of unrelated obligations under the Chainstack Enterprise Subscription Agreement such as infringement, confidentiality, intellectual property rights, etc.
   3. No Damages. For purposes of this clause, “loss” shall mean any loss, liability, claim, damage, action, fine, penalty, cost or expense (including reasonable legal fees and expenses). notwithstanding any other provision of this SLA, in no event shall Chainstack be liable to the customer for lost profit, lost revenue or any other form of direct or indirect, incidental, special consequential or punitive losses due to Chainstack service interruptions, deficiencies, or failures of any kind.
7. CLOUD INFRASTRUCTURE

   Chainstack uses managed cloud infrastructure (compute, storage, database, and other components) that has at least a 99.95% monthly uptime percentage from leading cloud service providers. Chainstack follows cloud service providers’ best practices.

8. BACKUP AND DISASTER RECOVERY
   1. Backup and Disaster Recovery. Chainstack is performing regular backups of its Services, including Customer’s Network Services. Chainstack is performing regular Disaster Recovery simulations to verify that the corresponding procedures meet the target RPO and RTO.
   2. RPO. Target RPO for Management Console and Platform API is 1 hour. Target RPO for Network Services is 4 hours.
   3. RTO. Target RTO for Management Console and Platform API is 2 hours. Target RTO for Network Services is 4 hours.
9. MONITORING AND ALERTING
   1. Management Console and Cloud Infrastructure. The real-time status of the Management Console and Cloud Infrastructure can be found on the Chainstack Status Page [https://status.chainstack.com]. Customer can subscribe for the relevant alerts on the same page.
   2. Network Services. Network Services monitoring is done internally by Chainstack. Monitoring of Customer’s Network Services may be provided to the Customer.
10. SECURITY

    Least privilege best practices are used. Each node application including processes and data is isolated. Transport Layer Security (TLS) is always used to secure communications between Customer’s systems and nodes deployed by Chainstack. Authentication is always required to access node and platform APIs. Multi-factor authentication is required for all employees who have any kind of access to Chainstack systems. Automated vulnerability assessment and patch management are applied across all Chainstack properties including codebase.

11. DATA PROCESSING
    1. Data Processing by Chainstack. When handling Claims and Service Credits redemption requests Chainstack processes Customer’s data such as: name, surname, email, organization name, IP, HTTP headers, cookie, all and any of which may be considered as personally-identifying information under the laws on personal data protection of some countries and territories, in accordance with the terms and conditions set forth in the Chainstack Privacy Policy, https://chainstack.com/privacy/.
    2. Customer’s Responsibility. It is the sole responsibility of the Customer to acquaint themselves with the terms and conditions of data processing set forth in the Chainstack Privacy Policy and to determine whether such terms and conditions referenced therein comply with the Customer’s requirements.
    3. Use of Anonymized Data. Chainstack may anonymize Customer’s data and use it in an anonymized form to improve the quality of Chainstack Services and to publish it to clarify or respond to Customer’s Claims or to support other customers.
12. CONFIDENTIALITY
    1. Confidential Information. Customer when sending Claims or Service Credits redemption requests may disclose to Chainstack certain information regarding the Customer’s business, including without limitation, technical, marketing, financial, employee, planning, and other confidential or proprietary information whether disclosed orally, in writing or visually, that is either marked or designated as confidential or is identified in writing as confidential at the time of disclosure or which Chainstack knew or should have known, under the circumstances, was considered confidential or proprietary by Customer (“Confidential Information”).
    2. Use and Disclosure of Confidential Information. Chainstack shall use the Confidential Information solely for the purpose of this Agreement, and for no other purpose, and Chainstack shall keep the Confidential Information secret and confidential, and not disclose, communicate, or otherwise make known to any person any part of the Confidential Information without the prior written consent of Customer, which Customer may give or to decline to give in its discretion.
    3. Exception. If any Confidential Information is required to be disclosed by judicial or governmental order, Chainstack will promptly notify Customer and take reasonable steps to assist in contesting such order or in protecting Customer’s rights prior to disclosure.
13. INTELLECTUAL PROPERTY
    1. Background Intellectual Property. The Parties shall retain all rights to intellectual property owned by the Parties before the conclusion of this Agreement.
    2. Grant of License. Customer agrees to grant Chainstack an irrevocable, perpetual, non-exclusive, royalty-free, worldwide right to use information from Customer’s Claims to improve the quality of Chainstack Services and to publish it, subject to restrictions related to Confidential Information, to clarify or respond to Customer’s Claims or to support other customers.
14. CHANGES

    Chainstack reserves the right, as reasonably necessary or convenient for Chainstack’s own purposes, to: (a) improve the quality of service to the Customer; (b) change rules of operation, identification procedures, policies, types of equipment utilized by Chainstack at its cloud infrastructure, system interfaces, and operating and other system and network software and utilities upon thirty (30) days advance notice to the Customer; and (c) implement enhancements or updates to the Chainstack Service.

15. MISCELLANEOUS
    1. Governing Law; Jurisdiction. This SLA and any action related thereto will be governed and interpreted by and under the laws of the Republic of Singapore. Each party hereby consents to the personal jurisdiction and venue in the courts of Singapore. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
    2. Entire Agreement. This SLA constitutes the entire understanding and agreement by and between the Parties with respect to the subject matter hereof and supersedes all prior written and oral and all contemporaneous oral agreements and understandings with respect to the subject matter hereof.