Service Level Agreement
10/30/2025
1.Support
As part of its delivery of its Services, Crowded Technologies, Inc. (“Crowded”) will provide, operate, and maintain a support system that the Customer and/or End-Users may use to submit requests (“Tickets”) for (i) Services-related support (“Support”) or (ii) End User-related support (“End User Support”) as further described below.
2.Services Availability
Crowded warrants that the actual availability of the Crowded Platform (“Standard Availability”) will be 99% monthly, not including any unavailability during System Maintenance. The Standard Availability will be calculated by subtracting the number of minutes in which the Crowded Platform is unavailable (not including Exclusions as defined below) from the total number of minutes in a calendar month, and dividing the difference by the total number of minutes in a calendar month.
If there is a verified failure of the Crowded Platform to meet the Standard Availability in a particular month and Customer makes a request for service credit within thirty (30) days after the end of such month, Customer will be credited $40.00 for each hour (prorated to the nearest minute) of unavailability that the Crowded Platform fails to meet the Standard Availability. Any such credit will be applied toward the following month’s Fees.
3.Platform Support
In cases where the Crowded Platform is not accessible or operating as expected, Customer may submit a Ticket to Crowded indicating the issue and applicable Service Level. Crowded will make a final reasonable determination as to the applicable Service Level and may upgrade or downgrade the Ticket accordingly to correspond to the descriptions outlined below.
Platform Service Level | Description | Response Time | Remedy |
Tier 1 | The issue is “mission critical” and without a viable work-around. The issue prevents Customer from conducting business and carries the potential for financial or reputational losses, and financial information. | Crowded will respond to the Ticket within five (5) hours of its submission. | If Crowded fails to respond to the Ticket within the stated Response Time, Customer will be credited $40.00 per hour in excess of the stated Response Time (prorated to the nearest minute) until the Ticket is responded to. Any such credit will be applied toward the following month’s Fees. |
Tier 2 | The issue impacts Customer’s normal business operations, but a viable work-around solution is available. | If the Ticket is submitted between Monday 9:00am EST – Friday 5:00pm EST, Crowded will respond within 12 hours of submission. If the Ticket is submitted between Friday 5:00pm EST – Monday 9:00am EST, Crowded will respond within the first six (6) hours of the first Business Day following its submission. | If Crowded fails to respond to the Ticket within the stated Response Time, Customer will be credited $20.00 per hour in excess of the stated Response Time (prorated to the nearest minute) until the Ticket is responded to. Any such credit will be applied toward the following month’s Fees. |
Tier 3 | The issue does not impact Customer’s normal business operations. | Crowded will respond to the Ticket within two (2) Business Days of its submission. | If Crowded fails to respond to the Ticket within the stated Response Time, Customer will be credited $5.00 per hour in excess of the stated Response Time (prorated to the nearest minute) until the Ticket is responded to. Any such credit will be applied toward the following month’s Fees. |
4.End User Support
An End User may submit a Ticket to Crowded indicating the issue and applicable Service Level. Crowded will make a final reasonable determination as to the applicable Service Level and may upgrade or downgrade the Ticket accordingly to correspond to to the descriptions outlined below.
Support Service Level | Description | Response Time | Remedy |
Tier 1 | The issue has a critical impact on the End User’s ability to engage in transactions or access his/her account, is likely to result in financial or reputational losses if not remedied immediately, or the issue requires a response within a certain time established by relevant financial regulation(s). | If the Ticket is submitted between Monday 9:00am EST – Friday 5:00pm EST, Crowded will respond within five (5) hours of submission. If the Ticket is submitted between Friday 5:00pm EST – Monday 9:00am EST, Crowded will respond within the first five (5) hours of the first Business Day following its submission. | If Crowded fails to respond to the Ticket within the stated Response Time, Customer will be credited $40.00 per hour in excess of the stated Response Time (prorated to the nearest minute) until the Ticket is responded to. Any such credit will be applied toward the following month’s Fees. |
Tier 2 | The issue impacts the End User’s ability to transact or access his/her account, but the situation is not critical, or a viable work-around solution is available. | If the Ticket is submitted between Monday 9:00am EST – Friday 5:00pm EST, Crowded will respond within 12 hours of submission. If the Ticket is submitted between Friday 5:00pm EST – Monday 9:00am EST, Crowded will respond within the first four (6) hours of the first Business Day following its submission. | If Crowded fails to respond to the Ticket within the stated Response Time, Customer will be credited $20.00 per hour in excess of the stated Response Time (prorated to the nearest minute) until the Ticket is responded to. Any such credit will be applied toward the following month’s Fees. |
Tier 3 | The issue does not impact the End User’s normal operations or ability to access his/her account. | Crowded will respond to the Ticket within two (2) Business Days of its submission. | If Crowded fails to respond to the Ticket within the stated Response Time, Customer will be credited $5.00 per hour in excess of the stated Response Time (prorated to the nearest minute) until the Ticket is responded to. Any such credit will be applied toward the following month’s Fees. |
5.Definitions
“Availability” means the ability of a system or user to access the Crowded Platform. The Crowded Platform is unavailable if the Crowded Platform is unreachable for a user, excluding System Maintenance, due to a failure, error, or malfunction of the Crowded Platform.
“Force Majeure”. In no event shall either party be liable to the other party, or be deemed to have breached an Order Form and/or the MSA, for any failure or delay in performing its obligations under th (except for any obligations to make payments), if and to the extent such failure or delay is caused by any circumstances beyond such Party’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a Governmental Authority, including imposing an embargo.
“Order Form” means a written or electronic ordering document (including any exhibits, schedules, or attachments thereto) executed by Customer and Company that specifies the Services to be provided, applicable subscription terms, Fees, and any other relevant commercial details.
“System Maintenance” means all routine, scheduled maintenance, all testing periods and all maintenance which falls outside of the regularly planned maintenance window in each case as related to performance and security of the Crowded systems.
6.Remedies
The maximum aggregate credit available to Customer in each calendar month for Crowded’s failures to meet Tickets’ corresponding Response Times and/or the Standard Availability (“Service Level Failures”) is equal to 100% of the Subscription Fees and/or Platform Fees stated in an Order Form (together, the “Fees”). Any such credit will be applied to the following month’s Fees. For the avoidance of doubt, there will be no double counting of credits resulting from the same Service Level Failure. Credits constitute liquidated damages and are not a penalty. Credits are Customer’s sole and exclusive remedy, and Crowded’s sole and exclusive liability for all Service Level Failures.
7.Exclusions
Crowded is not responsible for a Service Level Failure due to:
- Customer (or Customer’s agent or third party) acts, errors, omissions, or breaches of an Order Form, Terms and Conditions (“T&Cs”) or Master Services Agreement (“MSA”), including any exhibits thereto;
- Customer’s (and/or its End-Users) use of the Crowded Platform and/or Services in a manner not authorized by Crowded or by an Order Form, T&Cs or MSA;
- Customer’s or a third party’s equipment, network, infrastructure, software, or other technology;
- Tests, adjustments, System Maintenance or any other reasonable maintenance;
- Services changes or resource reductions requested by Customer and approved by Crowded;
- When the Crowded Platform is suspended by Crowded or otherwise; or
- Any event of Force Majeure.
8. Incident Reports
Customer is responsible for notifying Crowded of any Service Level Failure within two (2) Business Days of such failure, pursuant to which Crowded will apply the applicable credit to the following month’s Fees.