This Service Level Agreement ("SLA") is a policy governing the use of QVALON SaaS Services under the terms of the QVALON Software as a Service Agreement (the "SaaS Agreement") between QVALON, Inc. ("QVALON", "we", "us", or "our") and users of QVALON's SaaS Services ("Customer", "you" or "your"). This SLA applies separately to each account registered with QVALON. Unless otherwise provided herein, this SLA is subject to the terms of the SaaS Agreement and capitalized terms will have the meaning specified in the SaaS Agreement. We reserve the right to change the terms of this SLA in accordance with the SaaS Agreement.
QVALON will use commercially reasonable efforts to make the SaaS Services available with a Monthly Uptime Percentage (defined below) of at least 99.5% during any monthly billing cycle.
"Monthly Uptime Percentage" is calculated by subtracting from 100% the percentage of continuous 5-minute periods during the month in which the SaaS Services were in a state of "Unavailable." If you have been using the SaaS Services for only part of the month, the Monthly Uptime Percentage is calculated over the portion of the month during which you have been subscribed.
"Unavailable" and "Unavailability" mean when the SaaS Services are not available for use according to third-party performance and monitoring services agreed upon by both parties at the commencement of the subscription term.
Service Credits are calculated as a percentage of the total charges paid by you for the SaaS Services for the monthly billing cycle in which the Unavailability occurred, in accordance with the schedule below:
|
Monthly Uptime Percentage |
Service Credit Percentage |
|
Less than 99.5% but equal to or greater than 99.0% |
5% |
|
Less than 99.0% but equal to or greater than 98.0% |
10% |
|
Less than 98.0% |
15% |
Credit Request and Payment Procedures: To receive a Service Credit, you must submit a claim by sending an email to support@qvalon.com. Each claim must be received by us within thirty (30) business days of the incident of Unavailability and must include the dates and times of Unavailability. 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.
The Service Commitment does not apply to any Unavailability:
Caused by factors outside of our reasonable control, including any force majeure event, Internet access issues, or problems beyond the demarcation point of the QVALON network.
That results from any actions or inactions of you or any third party.
That results from your equipment, software, or other technology and/or third-party equipment, software, or other technology (other than third-party equipment within our direct control).
Arising from our suspension and termination of your right to use the SaaS Services in accordance with the SaaS Agreement.
This SLA and any applicable Service Credits represent your sole and exclusive remedy for any violation of this SLA. The limitations of liability set forth in the SaaS Agreement also apply to the liabilities under this SLA.
We may modify the terms of this SLA in accordance with the SaaS Agreement. Your continued use of the SaaS Services after a modification signifies your agreement to the modification.
This SLA is part of your SaaS Agreement with QVALON and is subject to the terms and conditions stated therein