This Laneful APIs Service Level Agreement (“Laneful API SLA”) is incorporated into and forms part of the Joy Labs Ventures LLC Terms of Service located at “(Terms of Service)” between Joy Labs Ventures LLC ("Joy Labs") and Customer. Capitalized terms not defined in this Laneful API SLA have the meanings set forth in the Terms of Service. The order of precedence set forth in Section 9.9 (Waiver and Order of Precedence) of the Terms of Service applies to this Laneful API SLA. In the event of any conflict or inconsistency, the Terms of Service shall control, except solely with respect to the service level credits expressly described herein.
1. Definitions. The following defined terms apply to this service level agreement for the Laneful Services APIs (as defined below):
“Actual Monthly API Availability Percentage” = (A-B)/A * 100, where:
• A = Total Monthly API Time (as defined below), and
• B = Unavailable Monthly API Time (as defined below).
“API Service Credit” means the credit that Customer is eligible to request pursuant to Section 3 (API Service Credits) of this Laneful API SLA if (a) the Actual Monthly API Availability Percentage is less than the applicable Monthly API Availability Percentage Threshold (as defined below) or (b) there is a failure to achieve a Successful Connection Rate (as defined below). An API Service Credit is calculated by multiplying the applicable API Service Credit percentage set forth in Section 3 (API Service Credits) of this Laneful API SLA by (i) the fees Customer actually incurs for the affected Laneful Services APIs for the applicable calendar month.
“Laneful Services API” means the application programming interface for the Services branded as “Laneful”.
“Successful Connection Rate” means, in the applicable calendar month, an API request by Customer that returns a “200” accepted response. This is contingent upon Customer configuring their sending application to meet the requirements and limits set forth in the Documentation.
“Total Monthly API Time” means the total number of minutes in the applicable calendar month.
“Unavailable Monthly API Time” means the number of minutes in the applicable calendar month during which the Laneful Services APIs, as applicable, return a server-side status code (e.g., HTTP 5xx class errors) for properly formed and authorized requests. Unavailable Monthly API Time does not include Excluded Monthly API Times (as defined below).
2. Status Notifications. Joy Labs Ventures LLC may, at its discretion, make general service status information available via a public status page. Joy Labs Ventures LLC has no obligation to provide Customer with outage reports, uptime reports, or periodic availability summaries.
3. API Service Credits. Joy Labs Ventures LLC will use commercially reasonable efforts to ensure that the Actual Monthly API Availability Percentage is at least 99.0% in each calendar month, excluding Excluded Monthly API Times.
(a) Availability SLA. If the Actual Monthly API Availability Percentage for the Services APIs falls below 99.0% in a calendar month, Customer shall be entitled to request an API Service Credit equal to 5% of the fees for the affected Services APIs for that calendar month, excluding Excluded Monthly API Times, as measured by Joy Labs Ventures LLCs’ internal monitoring systems.
(b) Throughput SLA. If Joy Labs Ventures LLC fails to achieve a Successful Connection Rate for the Laneful Services API during the Term will be eligible to request an API Service Credit equal to five percent (5%).
(c) Annual Cap. In no event shall the total API Service Credits issued to Customer in any twelve (12) month period exceed five percent (5%) of the fees paid or payable for the Laneful Services APIs during such period.
(d) Conditions for API Service Credit. To receive an API Service Credit, Customer must submit a written request to Joy Labs Ventures LLC in accordance with this Section. All submissions must include the following: (a) “SLA Claim” as the subject of the support ticket; (b) the dates and times of (i) Unavailable Monthly API Time for the Laneful Services APIs or (ii) the failure to achieve a Successful Connection Rate; and (c) any documentation of the Unavailable Monthly API Time or failure to achieve a Successful Connection Rate. Any API Service Credit will be applied to future amounts payable by Customer to Joy Labs Ventures LLC for the Laneful Services APIs. The API Service Credits are not available in the form of refunds. No API Service Credit shall be issued if Customer is delinquent on its payment obligations.
4. Excluded Monthly API Times. Notwithstanding anything to the contrary in this Laneful API SLA, no Unavailable Monthly API Time will be deemed to have occurred if it (a) is caused by factors outside of Joy Labs Ventures LLC’s reasonable control, including, without limitation, third-party provider problems or issues, Internet access or related problems occurring beyond the point in the network where Joy Labs Ventures LLC maintains access and control over the Laneful Services APIs; (b) results from any action or inaction of Customer or any third party (except for Joy Labs Ventures LLC’s agents and subcontractors); (c) results from Customer’s equipment, products and services, software, applications, or other technology, add-on services, or third-party equipment, software, or other technology (except for equipment within Joy Labs Ventures LLC’s direct control); (d) occurs during Joy Labs Ventures LLC’s scheduled maintenance for which Joy Labs Ventures LLC will provide at least twenty-four (24) hours prior notice; (e) occurs during Joy Lave Ventures LLC’s emergency maintenance (maintenance that is necessary for purposes of maintaining the integrity or operation of the Laneful Services APIs), regardless of the notice provided by Joy Labs Ventures LLC; (f) results from any Laneful Services APIs that are identified as alpha, beta, not generally available, limited release, developer preview, or any similar Laneful Services APIs offered by Joy Labs Ventures LLC; (g) results from suspension of Services in accordance with the Agreement; (h) results form a Force Majeure event; or (i) is less than five (5) minutes of continuous unavailability in duration (collectively, “Excluded Monthly API Times”).
5. Support Services.
(a) Standard Technical Support. Joy Labs Ventures LLC will provide standard technical support during its normal business hours, Monday through Friday, excluding U.S. federal holidays. Joy Labs Ventures LLC does not provide 24x7 or 365 support, unless mutually agreed to in a writing signed by both parties. For critical failures of the Service, Joy Labs Ventures LLC will use commercially reasonable efforts to respond within one (1) business day. No response time or resolution time commitments apply for non-critical issues.
(b) Support Exclusions. Joy Labs Ventures LLC has no obligation to provide support for issues arising from: (a) Customer misuse of the Services; (b) violations of the Acceptable Use Policy; (c) Third-Party Products or integrations; (d) unsupported configurations or environments; and/or (e) modification not made or authored by Joy Labs Ventures LLC.
6. Entire Laneful API SLA Liability. The API Service Credits are Joy Labs Ventures LLC’s sole and entire liability to Customer, and Customer’s sole and exclusive remedy, for Laneful’s failure to meet any Monthly API Availability Percentage Threshold or achieve any Successful Connection Rate.
7. Updates. Joy Labs Ventures LLC may update this Laneful API SLA from time to time.