Service Level Agreement

This Emptor Service Level Agreement (“SLA”) between Emptor, Inc. (“Company”, “us” or “we”) and users of the Emptor service (“Client”, or “you”) governs the use of the Emptor API and Emptor Services, under the provisions of our Terms and Conditions.

Definitions “Emptor API” is the automated interface provided by Emptor for submitting and receiving reports.

“Emptor Services” are the processes handling criminal case searches and criminal record verifications, interfacing with state entities and other third parties.

“Maintenance” means scheduled unavailability of the API and Services, as announced by us prior to becoming unavailable.

“Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the month in which the Emptor API and Services were Unavailable. Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any exclusions set forth in this agreement.

“Service Credit” means a credit denominated in US dollars, calculated as set forth below, that we may credit back to an eligible account.

“Manual Review” means the portion of the background check that is not automated (when applicable).

Uptime API: 99.0% Uptime Emptor API’s availability commitment for a given calendar month is 99.0%. If we do not meet the Service Commitment, you will be eligible to receive a Service Credit.

Uptime excludes scheduled maintenance, which Company is responsible for communicating to the users 24 hours in advance. Scheduled maintenance will comprise at most 4 hours of a given calendar month.

Services: 95.0% Uptime Emptor Services’ availability commitment for a given calendar month is 95.0%. If we do not meet the Service Commitment, you will be eligible to receive a Service Credit.

Uptime excludes scheduled maintenance, which Company is responsible for communicating to the users 24 hours in advance. Scheduled maintenance will comprise at most 10 hours of a given calendar month.

Response Times and Rate Limits Performance or service levels of our service will be discussed between our Customer Success Representative and Client. Such levels will be commensurate with the size of Client and expected background check volume. In the event that Client abuses these agreed upon levels at any time, we reserve the right to limit Client’s access to our services. Furthermore, in the event that Client suddenly increases volume without prior notice, we reserve the right to temporarily pause our service if such an increase in volume degrades our service.

SLA Exclusions

The Service Commitment does not apply to the following exclusions:

Caused by factors outside of our reasonable control, including any force majeure event or Internet access That results from any actions or inactions of you or any third party That results from the equipment, software or other technology of you or any third party (other than third party equipment within our direct control) That results from any Maintenance

If availability is impacted by factors other than those used in our Monthly Uptime Percentage calculation, then we may issue a Service Credit considering such factors at our discretion.

Support and assistance

Emptor will provide email support and assistance Monday through Friday between 8:00AM and 6:00PM UTC-03:00. Email support will be provided on-off hours.

Service Credit

In the event of failure by Company to meet the minimum Service Uptime and Response times set forth in this SLA, as Client’s sole and exclusive remedy, at Client’s request, Company shall provide service credits as a function of the number of Partners not processed in the timeframes stated above.

Service credit = Unprocessed Partners base fee price x 80%

To receive a Service Credit, you must submit a claim by emailing bgcsupport@emptor.io. To be eligible, the credit request must be received by us by the end of the second billing cycle after which the incident occurred and must include:

the words “SLA Credit Request” in the subject line the dates, times and incomplete verifications of each Unavailability incident that you are claiming

If the Monthly Uptime Percentage of such request is confirmed by us and is less than the Service Commitment, then we will issue the Service Credit to you within one billing cycle following the month in which your request is confirmed by us. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.