Last modified: 04 October 2023
1. Scope and Applicability
This Service Level Agreement (“SLA”) describes the level of cloud service availability (i.e. uptime) We will provide to You when You are subscribed to our Enterprise plan.
2. Cloud Service Uptime
We will use commercially reasonable efforts to provide You with access to Our Cloud Service twenty-four hours, seven days a week (24×7), at a monthly Uptime Rate of 99.9%.
2.1. Commencement
We will begin measuring Our Cloud Service Uptime on the mutually agreed to-be determined go-live date, which shall be after the actual go-live date. The actual “Go-Live Date” shall be the date on the following conditions have been met:
2.1.1. We have, for the first time, provided You with access to the Cloud Service in the production environment;
2.1.2. You and We complete end-user testing; and
2.1.3. You can access the production environment with production data for the first time.
However, We may be unable to guarantee the uptime rate in some cases. Thus, the Cloud Service Uptime Measurement shall not apply to performance issues caused by the following:
2.1.4. Overall internet congestion, slow down, or unavailability;
2.1.5. Unavailability of generic internet services (e.g., DNS servers);
2.1.6. Virus or hacker attacks;
2.1.7. Force majeure events;
2.1.8. Actions or inactions of You or third parties beyond our control;
2.1.9. A result of Your equipment or third-party computer hardware, software, or network;
2.1.10. Infrastructure not within our control; and
2.1.11. Scheduled maintenance.
2.2. Measurement and Calculation
Uptime is measured based on the monthly average of availability, rounded down to the nearest minute, and calculated as follows:
[ (Agreed hours of Availability – Hours of Downtime) / (Agreed hours of Availability) ] * 100
3. Scheduled Maintenance
3.1. Maintenance Hours
Scheduled maintenance hours for the Cloud Services are as follows:
3.1.1. Monday to Friday from 00:00h – 04:00h CET.
3.2.2. Saturday and Sunday from 00:00h -24:00h CET.
3.2. Maintenance Notification
Administrators will be notified at least 12 hours in advance via email of any scheduled downtime longer than 10 minutes.
4. Uptime Credits
4.1. Allocation
If We have been unable to provide You with the agreed hours of availability, You are entitled to compensation in the form of non-cash-refundable Uptime Credits.
For each day that the percentage Uptime falls below the agreed availability, You will be entitled to Uptime Credits according to the following table:
4.2. Calculation
We will calculate the value of each uptime credit as follows:
[ (Number of Uptime Credits) / (365) ] * x (Annual License Fee)
Example Calculation:
(5/365) * $12 000 = $ 164.38
4.3. Claims
We will provide You with a Cloud Service Uptime Report upon Your request. Each Cloud Service Uptime Report will cover twelve (12) months, measured backward from the end of the calendar month preceding the request date.
If You disagree with the Cloud Service Uptime Report, email us at support@filestage.io within fifteen (15) days of receipt. The subject line of Your email must be “SLA Uptime Credit,” and the body must include the dates and times that We did not meet the guaranteed uptime and any additional documentation that demonstrates Your claim.
If We grant You the compensation, We will offset Your Uptime Credits against Your current payment obligations within six (6) months.
If We do not grant You the compensation, You may submit an appeal within 14 days. Once submitted, We will review Your initial claim and appeal. If We still deny the compensation, You may pursue Your claim through legal action, whereby a preliminary arbitration procedure with the Stuttgart Chamber of Commerce and Industry (IHK Stuttgart) must be carried out before legal proceedings. This obligation does not apply if We refuse to participate in this arbitration. The current version of the Stuttgart Arbitration Rules shall apply. The regulations on compensation are final. An additional right of reduction for falling below the guaranteed availability is excluded.