Service Level Agreement

01 · Scope

This SLA covers the production environment of the software Cofactor designs, hosts, and operates for Customer under an active engagement. It does not apply to staging environments, beta features, third-party services Customer has elected to use directly, or any system Customer hosts independently.

This SLA is the entire commitment Cofactor makes regarding service availability and incident response, and supersedes any other oral or written representations on the subject.

02 · Definitions

• Available. The covered service is responding to requests with valid HTTP status codes within the response-time targets set forth in the order form.
• Downtime. A continuous period during which the covered service is not Available, measured in whole-minute increments by Cofactor's monitoring system from at least two geographically distinct probes.
• Monthly Uptime Percentage. Total minutes in the calendar month, minus Downtime minutes, divided by total minutes in the calendar month, expressed as a percentage. Excluded Time (defined in Section 7) is removed from both numerator and denominator.
• Incident. An unplanned interruption to or reduction in the quality of the covered service.
• Severity. The classification of an Incident based on user impact, per Section 4.
• Response Time. Elapsed time from when Cofactor first detects or is notified of an Incident until a member of the on-call team acknowledges the Incident in our incident-management system.
• Resolution Time. Elapsed time from acknowledgment until the covered service is restored to Available.
• Business Hours. 9:00 a.m. to 6:00 p.m. Eastern Time, Monday through Friday, excluding U.S. federal holidays.

03 · Uptime commitment

Cofactor commits to the following Monthly Uptime Percentage targets, measured per calendar month, depending on Customer's plan tier:

Higher targets are available by separate written agreement and may carry an uplift in the annual fee.

04 · Severity levels and response targets

Severity is initially set by Cofactor based on observed user impact and may be revised collaboratively with Customer as new information is available. Resolution targets are objectives, not guarantees; failure to meet a Resolution Time alone does not entitle Customer to a service credit. Service credits are governed by Section 5.

05 · Service credits

If the Monthly Uptime Percentage for a covered service falls below the target in Section 3, Customer is entitled to the following service credits, calculated as a percentage of the monthly equivalent of the annual fee for that service:

Service credits are Customer's sole and exclusive remedy for any failure to meet the SLA. Credits are issued against future invoices and may not be redeemed for cash. Total credits in any calendar month will not exceed 50% of the monthly equivalent of the annual fee for the affected service.

06 · Maintenance windows

Most updates ship through gradual rollout with auto-rollback and require no Downtime. Where a change does require a maintenance window, Cofactor will:

• Schedule it within a Standard Maintenance Window of Sundays, 02:00–06:00 Eastern Time;
• Provide at least 72 hours' advance notice; and
• Limit window-related Downtime to no more than 30 minutes per occurrence.

Time within a properly noticed Standard Maintenance Window is Excluded Time and does not count against the Monthly Uptime Percentage. Emergency maintenance required to address a security or stability risk may be performed at any time with as much notice as the circumstances allow; emergency maintenance time is also Excluded Time.

07 · Exclusions ("Excluded Time")

The following are excluded from Monthly Uptime Percentage calculations and from Cofactor's response and resolution targets:

• Standard and emergency maintenance windows under Section 6.
• Force-majeure events as described in the Terms of Service (hurricanes, fires, floods, earthquakes, war, civil disturbance, governmental action, public-utility failure, internet backbone outages, denial-of-service attacks at internet scale, and similar events outside Cofactor's reasonable control).
• Outages or degradations caused by third-party services Customer has elected to use directly (for example, payment processors, email-deliverability providers, or analytics vendors integrated at Customer's request) when those services are not under Cofactor's operational control.
• Outages caused by Customer's actions or omissions, including misconfiguration of credentials, exhaustion of cloud quotas Customer is responsible for, or failure to act on a security advisory we have communicated.
• Suspension under the Terms of Service for non-payment, breach of the Acceptable Use Policy, or risk to the platform.
• Beta, preview, or "labs" features that are explicitly designated as such.
• Internet connectivity issues between the end user and the edge of our service.

08 · Credit-request process

To receive a service credit, Customer must submit a written request to legal@cofactor.consulting with the subject "SLA Credit Request" within thirty (30) days of the end of the calendar month in which the Downtime occurred. The request must include:

• Customer name and the affected covered service;
• The dates and approximate times of the Downtime; and
• A short description of the user-visible impact.

Cofactor will review the request against our internal monitoring records and respond within fifteen (15) business days. Approved credits will appear on the next invoice issued more than ten (10) business days after approval.

09 · Reporting and transparency

Cofactor publishes operational metrics on the status page and includes a brief incident summary on the same page within 5 business days of any SEV-1 or SEV-2 Incident affecting more than one Customer. Detailed root-cause analyses are provided directly to affected Customers within 10 business days.

10 · Changes to this SLA

Cofactor may modify this SLA from time to time. If a change reduces a commitment, we will provide at least 60 days' written notice and the change will not take effect until the start of the next renewal term, so Customer always has the SLA it bargained for in the current term.