Knowledge Base

API SLA

API SERVICE LEVEL AGREEMENT

1. Definitions

Capitalised terms not defined in this Exhibit have the meanings given to them in the Agreement.

API	Licensor's API through which Licensee accesses the Licensed Data, as described in the documentation.
Availability	The percentage of Valid Requests during a calendar month that receive a Successful Response, excluding Excluded Downtime, calculated as set forth in Section 2.2.
Business Day	Monday through Friday, excluding Licensor's designated public holidays.
Business Hours	9:00 am to 6:00 pm EST on Business Days.
Chronic Breach	Has the meaning given in Section 5.3.
Downtime	Any period during which the API is not Available, excluding Excluded Downtime.
Excluded Downtime	Has the meaning given in Section 2.3.
Licensee Cause	Any unavailability or degraded performance caused or contributed to by: (a) Licensee's negligent or improper use, misuse, or abuse of the API; (b) Licensee's systems, networks, or third-party or internet service provider issues outside Licensor's control; (c) use of the API other than in accordance with the Agreement or documentation; or (d) requests that are not well-formed or properly authenticated, or that exceed Licensee's applicable rate limits — except in each case to the extent caused by Licensor's act or omission.
Successful Response	A valid API response with an HTTP status code outside the 5xx range returned within the Response Time Target.
Support Hours	Business Hours.
Valid Requests	Well-formed, properly authenticated API requests submitted in accordance with the documentation and within Licensee's applicable rate limits.

2. API Availability

2.1 Availability Target

Licensor shall use commercially reasonable efforts to maintain Availability of the API of at least 99.5% during each calendar month (the "Availability Target"). The Availability Target is a service commitment; consequences of failing to meet it are set out exclusively in Section 5.

2.2 Calculation

Availability (%) = (Successful Responses ÷ Total Valid Requests) × 100, measured over the calendar month.

Licensor will report Availability to Licensee upon written request, no more than once per calendar quarter, using Licensor's own monitoring and logging records. Licensor's records shall be presumptive evidence of Availability; Licensee may rebut them with independently gathered, contemporaneous technical evidence (e.g., third-party monitoring logs), in which case the parties will negotiate in good faith to reconcile any discrepancy.

2.3 Excluded Downtime

"Excluded Downtime" means any unavailability, error, or degraded performance caused or materially contributed to by:

Scheduled maintenance, provided Licensor gives at least 48 hours' prior written notice where practicable. Emergency maintenance required to address a security vulnerability, material stability issue, or legal requirement may be performed with shorter or no notice; Licensor will use commercially reasonable efforts to notify Licensee as soon as practicable and will use reasonable efforts to schedule such maintenance during off-peak hours.
Infrastructure Provider Downtime — any unavailability or degraded performance caused, in whole or in material part, by a service disruption affecting a third-party infrastructure or platform provider on which the API depends (including cloud compute, storage, networking, or data-platform providers such as Amazon Web Services, Google Cloud Platform, Snowflake, and their respective affiliates).
Caused by any Licensee action or inaction.
Force majeure events as defined in the Agreement.
Any suspension of API access expressly permitted under the Agreement.
Beta, trial, pilot, or pre-release API endpoints or data sets.

Licensor will use commercially reasonable efforts to provide a public or shared status-page update within two (2) Business Hours of becoming aware of any material Excluded Downtime event.

3. Performance

3.1 Response Time Target

Licensor will use commercially reasonable efforts to respond to at least 95% of Valid Requests within 2,000 milliseconds, measured at Licensor's API gateway. This target does not apply to bulk, high-volume, or complex queries, for which Licensor will use reasonable efforts to document expected response characteristics in the documentation.

3.2 Data Freshness

Licensor will use commercially reasonable efforts to update the Licensed Data in accordance with the cadence described in Exhibit A. Data freshness is not a component of the Availability Target.

4. API Access, Rate Limits, and Versioning

4.1 Rate Limits

Licensor may establish and modify rate limits applicable to Licensee's use of the API. Licensor will provide at least 30 days' prior written notice before reducing any rate limit that applies to Licensee, except where an emergency reduction is required to address a security incident or protect service integrity for all customers, in which case Licensor will notify Licensee as soon as practicable. The current baseline limit is 2,500 requests per ten minutes across all API endpoints. Requests exceeding the applicable rate limit may be throttled or rejected and will not constitute Downtime or an Error under this Exhibit.

4.2 Credentials

Licensee is solely responsible for safeguarding its API keys and credentials. Licensor may rotate, suspend, or reissue credentials for security reasons upon reasonable notice to Licensee where practicable, and will provide reasonable cooperation to restore access promptly.

4.3 Versioning and Deprecation

Licensor will use commercially reasonable efforts to provide at least 30 days’ prior written notice before retiring a generally available API version or making breaking changes to it

Licensor may make emergency changes without prior notice where reasonably necessary to address a security vulnerability or legal requirement, and will notify Licensee promptly after making such changes.

4.4 Status Communications

Licensor will use commercially reasonable efforts to communicate material API incidents to Licensee via email and/or a shared or public status page. Licensor does not guarantee real-time incident notifications but will aim to post an initial incident notice within two (2) Business Hours of confirmed service impact.

5. Remedies for Service Level Failures

5.1 No Financial Credits

The parties agree that the primary remedy for any failure to meet the Availability Target or any support Service Level is Licensee's right to exit the Agreement as set out in Section 5.3. No service credits or financial penalties shall apply to any failure to meet the Availability Target, Response Time Target, or support Service Levels set out in this Exhibit.

5.2 Availability Summary

Monthly Availability	Consequence
≥ 99.5%	Target met — no remedy triggered
< 99.5%	Chronic Breach may arise — see Section 5.3

5.3 Termination for Chronic Breach

A "Chronic Breach" occurs if:

Actual Availability falls below the Availability Target (99.5%) in any two (2) calendar months within any consecutive three (3)-month period; or
Licensor fails to meet the Severity 1 Resolution time commitment in any two (2) calendar months within any consecutive three (3)-month period.

If a Chronic Breach occurs, Licensee may terminate the Agreement by providing Licensor sixty (60) days' prior written notice. During that notice period, Licensor may cure the Chronic Breach by demonstrating that Availability has met or exceeded the Availability Target for the two most recent consecutive calendar months or, as applicable, that all Severity 1 Errors reported in those months were Resolved within the required timeframe. If Licensor demonstrates such cure to Licensee's reasonable satisfaction prior to expiry of the notice period, the termination notice shall be deemed withdrawn.

This termination right is Licensee's sole and exclusive remedy for any failure by Licensor to meet the Availability Target or any support Service Level, and does not limit any other termination rights set forth elsewhere in the Agreement.

5.4 Interaction with Agreement

This Exhibit is subject to, and does not expand, the Limitation of Liability and other provisions of the Agreement. In the event of any conflict between this Exhibit and the Agreement, the Agreement controls except with respect to the specific service levels and remedies described herein.

6. Support

6.1 Support Channel and Hours

Licensee may submit Support Requests by email to Licensor's designated support address. Licensor will provide support during Support Hours (9:00 am – 6:00 pm EST, Monday through Friday, excluding Licensor's designated public holidays). All Service Level times below are measured in Business Days/Hours during Support Hours unless otherwise stated.

6.2 Severity Levels and Service Level Targets

Licensee shall classify each Support Request using the severity levels below. Licensor may, after investigation and in consultation with Licensee, propose a revised classification by written notice; any disagreement shall be escalated under Section 6.4.

Acknowledgement and Resolution times are targets; Licensor does not guarantee resolution within any specific timeframe, which will depend on the nature and complexity of the issue. However, failure to meet Severity 1 Resolution targets in two months of any three-month consecutive period constitutes a Chronic Breach under Section 5.3.

Priority	Definition	Acknowledgment Target	Resolution Target
Severity 1 — Critical	API is returning error responses to substantially all authenticated requests, or is wholly unreachable.	1 Business Day	2 Business Days
Severity 2 — High	Significant degradation affecting a material portion of requests or a critical endpoint; a workaround exists but is materially impactful.	2 Business Days	5 Business Days
Severity 3 — Standard	Partial or intermittent issue affecting non-critical functionality; a workaround exists with minimal impact.	3 Business Days	Next scheduled release or as agreed

6.3 Licensee Cooperation

Licensee will provide reasonably requested information — including request/response logs, timestamps, endpoint details, and reproduction steps — to help Licensor investigate and address any reported issue. Licensor's Service Level obligations are tolled for any period during which Licensor's investigation or resolution is materially delayed by Licensee's failure to provide reasonably requested information after written notice from Licensor.

6.4 Escalation

If Licensor does not acknowledge or resolve a Support Request within the applicable target, Licensee may escalate to the parties' respective relationship managers and, thereafter, to their respective senior management. The parties agree to negotiate any escalated dispute in good faith before pursuing other remedies.

7. General

7.1 Time Extensions

The parties may agree in writing to extend any target time set forth in this Exhibit on a case-by-case basis.

7.2 Out-of-Scope Support

Support requests arising from Licensee's misuse of the API, third-party products, or issues outside the scope of this Exhibit may be billed by Licensor at its then-current time-and-materials rates, provided Licensor notifies Licensee in advance that the request is out of scope and obtains Licensee's written approval before incurring such charges.

7.3 Amendment

Licensor may amend this Exhibit upon at least 60 days' prior written notice to Licensee, provided that no amendment shall reduce the Availability Target below 99.0% or materially diminish Licensee's termination rights under Section 5.3 without Licensee's prior written consent.

Use Cases