These Service Levels describe Sirion’s commitment to maintain monthly availability of the Subscription Services (defined below) at 99.8% to its customers.
1.1 “Actual Availability” is the total time you had access to the production environment of the Subscription Services during a calendar month (reported to you on a monthly basis).
1.2 “Exclusions” means lack of access to the Subscription Services for which no Service Level Credits are payable and are caused by (i) your systems or work environment, or actions that are not attributable to the Subscription Services; (ii) internet connectivity, telecommunications failures, or other circumstances occurring outside the managed hosting environment; (iii) a Force Majeure Event; or (iv) Scheduled Downtime.
1.3 “Force Majeure Event” refers to unexpected situations or events that are beyond our or your control (excluding any negligent actions or omissions). This includes acts of nature, government actions, floods, fires, earthquakes, epidemics/pandemics, civil unrest, acts of terror, strikes, or other labour problems (except if they involve the party’s own employees or contractors), internet service or telecommunications carrier issues, and denial of service attacks.
1.4 “Scheduled Availability” means the total period of time during a calendar month when the Subscription Services are scheduled to be available for use by you. Scheduled Availability does not include Exclusions.
1.5 “Scheduled Downtime” means the time when access to the Subscription Services is not available to you during our regular maintenance and enhancement windows, or otherwise when we are updating or maintaining the software and systems required to support the operation of the Subscription Services. Scheduled Downtime will occur at times outside your standard business hours.
1.6 “Service Level Credit” is a credit to be paid to you by us as set out paragraph 3 (Service Levels and Service Level Credits), in the event we do not meet Availability Percentage.
1.7 “Subscription Services” means the Sirion software-as-a-service.
2.1 “Availability Percentage” is the monthly calculation of access to the Subscription Services arrived at by the following calculation: Availability Percentage = (Actual Availability / Scheduled Availability) x 100%.
3.1 You may claim a Service Level Credit starting from the second full month of the Subscription Services production environment going live and following hypercare if we do not meet the Availability Percentage, according to the following calculation:
| Subscription Services Availability Percentage | Service Level Credit as a % of Pro-rata (Monthly) Subscription Fees |
|---|---|
| 99.8% + | N/A |
| 99.79% – 99.0% | 5% |
| 98.99% – 97% | 10% |
| 96.99% – 95% | 20% |
3.2 We will apply agreed Service Level Credits against your future invoices, or if there are no future invoices, then we will promptly pay the credit amount to you. If we reasonably dispute your claim of a Service Level Credit, we will work with each other in good faith to resolve such dispute in a timely manner.