ShieldHQ Service Level Agreement

This ShieldHQ Service Level Agreement (“SLA”) is a policy governing Customer’s use of the ShieldHQ Secure Workspace, which incorporates and is powered by Dispersive® Stealth Networking technology (collectively, the “Service”), provided and managed by Mindcore Technologies.

This SLA is subject to the terms and conditions of the applicable Master Services Agreement, Subscription Agreement, or Order Form (collectively, the “Agreement”). Capitalized terms used but not defined in this SLA have the meanings set forth in the Agreement.

Mindcore reserves the right to update or modify this SLA by posting a revised version or as otherwise permitted under the Agreement.

Definitions

• Service Month
  Any complete calendar month during which Customer is eligible for this SLA.
• Monthly Uptime Percentage
  Calculated by subtracting from 100% the percentage of minutes during the Service Month in which the Service was Unavailable. Downtime occurring prior to a successfully approved SLA Credit claim may not be reused for future claims. Monthly Uptime Percentage calculations exclude downtime resulting from any SLA Exclusions defined below.
• Unavailable
  The Service is considered Unavailable when ShieldHQ fails to provide connectivity to an active ShieldHQ secure workspace or secure data enclave, including connectivity delivered through Dispersive® Stealth Networking infrastructure as integrated and managed by Mindcore, for a continuous period of fifteen minutes, resulting in the Customer being unable to use the Service for its intended purposes.
• Eligible Credit Period
  The monthly billing cycle in which the most recent Unavailable event occurred.
• SLA Credit
  A service credit calculated as described in this SLA and applied to a Customer’s eligible ShieldHQ subscription fees.
• SLA Exclusions
  Circumstances and events that are excluded from the Service Commitment and are not eligible for SLA Credits.

Service Commitment and SLA Credits

This SLA applies only to Customers who are paid subscribers in good standing.

Mindcore will use commercially reasonable efforts to make the ShieldHQ Service, including its integrated Dispersive® Stealth Networking execution layer, available with a Monthly Uptime Percentage of at least 99.50% during each Service Month.

If the Monthly Uptime Percentage falls below 99.50% for a Service Month, and subject to the SLA Exclusions below, Customer will be eligible to receive an SLA Credit equal to 10% of the recurring monthly subscription fees for the ShieldHQ Service during the applicable Eligible Credit Period.

SLA Credits do not apply to:

• One-time setup fees
• Onboarding fees
• Integration services
• Professional services
• Consulting
• Training
• Third-party charges, whether billed by Mindcore or another party

For clarity, ShieldHQ is powered in part by Dispersive® Stealth Networking technology. Dispersive is not a party to this Agreement and has no direct obligations to Customer under this SLA.

SLA Credit Requests

To request an SLA Credit, Customer must submit a written request by emailing support@mind-core.com and must include all of the following:

• The Customer account identifier in the email subject line
• The specific dates and times of each Unavailable incident
• Supporting logs or documentation reasonably sufficient to corroborate the outage, with any sensitive or confidential information redacted
• Submission of the request must occur during the calendar month immediately following the Service Month in which the claimed outage occurred

If Mindcore confirms that the Monthly Uptime Percentage was below 99.50% for the applicable Service Month, the approved SLA Credit will be applied within one billing cycle following receipt of the request.

Failure to submit the required information or to meet the submission timeline will disqualify the request.

Application of SLA Credits

• SLA Credits are applied only as credits against future amounts owed
• SLA Credits are not redeemable for cash and are non-transferable
• SLA Credits may not be applied to other accounts or services
• The SLA Credit described in this agreement is Customer’s sole and exclusive remedy for any Service unavailability, performance issue, or failure related to the ShieldHQ Service

SLA Exclusions

The Service Commitment and SLA Credits do not apply to:

• Use of the Service during trial or evaluation periods
• Scheduled maintenance with advance notice, up to ten hours per calendar month
• Events beyond Mindcore’s reasonable control, including force majeure events or internet backbone failures
• Failures caused by Customer-controlled environments, endpoints, networks, firewalls, proxies, or misconfigurations
• Issues caused by third-party platforms, cloud providers, or infrastructure not under Mindcore’s direct control, including components operated by Dispersive or other technology providers
• Actions or inactions by Customer or third parties
• Suspension or termination of Service in accordance with the Agreement

Confidentiality and Proprietary Rights

This document contains confidential and proprietary information belonging to Mindcore Technologies and is provided solely for authorized business use. No portion of this document may be reproduced, distributed, or disclosed without prior written consent from Mindcore.

Trademarks

ShieldHQ and Mindcore Technologies and associated logos are trademarks or service marks of Mindcore Technologies.

Dispersive® and Dispersive® Stealth Networking are trademarks of Dispersive and are used under license or authorization. All other third-party names and marks are used solely for identification purposes and do not imply endorsement or affiliation.