Version 1.0 – November 2016
This Service Level Agreement (“SLA”) between Forcivity, Inc. (“Forcivity”, “us” or “we”) and users of the Forcivity Services (“you”) governs the use of the Conductor platform under the provisions of the Forcivity Terms of Service (the “Terms”).
This SLA applies separately to each of your Dedicated Environments, as defined in the Terms. This SLA does not apply to shared environments.
Unless otherwise provided herein, this SLA is subject to the provisions of the Terms. Capitalized words and phrases have the meaning specified in the Terms. We reserve the right to change the terms of this SLA in accordance with the Terms.
1. Service Commitment: 99.95% Uptime
Forcivity will use commercially reasonable efforts to make the Conductor platform available with a Monthly Uptime Percentage of at least 99.95% during any annual billing cycle (the “Service Commitment”). Subject to the Forcivity SLA Exclusions, if we do not meet the Service Commitment, you will be eligible to receive a Service Credit.
An Annual Uptime Percentage of 99.95% means that we guarantee you will experience no more than 2628 min/year of Unavailability.
“Conductor Platform” mean your apps and databases running on Forcivity Dedicated Environments.
“Maintenance” means scheduled Unavailability of the Conductor Platform, as announced by us prior to the Conductor Platform becoming Unavailable.
“Annual Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the year in which the Conductor Platform were Unavailable. Annual Uptime Percentage measurements exclude downtime resulting directly or indirectly from any Forcivity SLA Exclusion.
“Service Credit” means a credit denominated in US dollars, calculated as set forth below, that we may credit back to an eligible account.
“Unavailable” and “Unavailability” mean, for app services and databases, when your service or database is not running or not reachable due to Forcivity’s fault. This excludes (a) virtual machines or services that are unreachable or not running because the provisioned resources (RAM, CPU, disk, as applicable) are insufficient; and (b) external services on which Conductor platform is dependent on become unavailable.
3. Service Commitments and Service Credits
Service Credits are calculated as a percentage of the total charges due on your invoice for the annual billing cycle in which the Unavailability occurred, applied proportionally to the Services that were Unavailable, in accordance with the schedule below:
For Annual Uptime Percentage less than 99.95% but equal to or greater than 99.0%, you will be eligible for a Service Credit of 10% of the charges attributable to the affected resources
For Annual Uptime Percentage less than 99.0%, you will be eligible for a Service Credit of 20% of the charges attributable to the affected resources
For example, if you have an virtual machine or service that is Unavailable for 3000 minutes, you would be eligible for a Service Credit for 10% of that machine or service’s usage for the year.
We will apply any Service Credits only against future payments for the Services otherwise due from you. At our discretion, we may issue the Service Credit to the credit card you used to pay for the billing cycle in which the Unavailability occurred. Service Credits will not entitle you to any refund or other payment from Forcivity. A Service Credit will be applicable and issued only if the credit amount for the applicable annual billing cycle is greater than one dollar ($1 USD). Service Credits may not be transferred or applied to any other account.
4. Sole Remedy
Unless otherwise provided in the Terms, your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide the Conductor platform is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.
5. Credit Request and Payment Procedures
To receive a Service Credit, you must submit a claim by emailing email@example.com. To be eligible, the credit request must be received by us by the end of the first billing cycle after which the incident occurred and must include:
the words “SLA Credit Request” in the subject line;
the dates and times of each Unavailability incident that you are claiming;
the account Id(s); and logs that document the errors and corroborate your claimed outage (any confidential or sensitive information in these logs should be removed or replaced with asterisks).
If the Anual 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.
6. Forcivity SLA Exclusions
The Service Commitment does not apply to any unavailability, suspension or termination of the Conductor platform, or any other Forcivity virtual machine or service performance issue:
That results from a suspension or Remedial Action, as described in the Terms;
Caused by factors outside of our reasonable control, including any force majeure event, Internet access, or problems beyond the demarcation point of the Forcivity network;
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 failures of the Conductor Platform not attributable to Unavailability; or
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.