During the Term in which Customer receives Services from CloudCheckr, the Services will be operational and available to Customer at least 99% of the time in any calendar month (the “Service Levels“). If CloudCheckr does not meet the Service Levels, and if Customer meets its obligations under this Agreement, Customer will be eligible to receive the Service Credits described below. This Agreement states Customer’s sole and exclusive remedy for any failure by CloudCheckr to meet the Service Levels. The following definitions shall apply to the SLA: “Agreement” means this Service Level Agreement “Downtime” means, for a domain, if there is more than a ten percent user error rate. Downtime is measured based on server side error rate “Monthly Uptime Percentage” means total number of minutes in a calendar month minus the number of minutes of Downtime suffered in a calendar month, divided by the total number of minutes in a calendar month “Scheduled Maintenance” means those times where CloudCheckr notifies Customer of periods of expected Services disruptions at least 5 days prior to the commencement of such Services disruption “Services” means the CloudCheckr SaaS application provided to Customer “Term” means the term during which Customer receives the Services from CloudCheckr “Service Credit” means a number of free days of Services added to the end of the Customer’s then-current Term in accordance with the following table:
Monthly Uptime Percentage ______ Days of Service added to the end of the Term 99% – ≥ 97.5%_____1 97.5% – ≥ 95.0%_____2
Customer Must Request Service Credit. In order to receive any of the Service Credits described above, Customer must notify CloudCheckr within thirty days from the time Customer becomes eligible to receive a Service Credit. Failure to comply with this requirement will forfeit Customer’s right to receive a Service Credit. Maximum Service Credit. The aggregate maximum number of Service Credits to be issued by Cloudcheckr to Customer for all Downtime that occurs in a single calendar month shall not exceed five days of Services added to the end of Customer’s Term. Service Credits may not be exchanged for or converted to monetary amounts. Scheduled Maintenance. Downtime that results from Scheduled Maintenance does not count against the Service Levels. Downtime Exclusions. Downtime does not apply to any error rate that results from (i) Customer’s software or hardware; (ii) Customer’s cloud deployment performance; (iii) Customer’s unauthorized use of the Services; (iv) cloud provider service disruptions outside the control of CloudCheckr; and (v) problems outside of CloudCheckr’s reasonable control.