Effective Date: November 1st, 2008
This Satori Tech Solutions, Inc. Service Level Agreement (“SLA”) is a policy governing the use of the Satori Tech Solutions, Inc. Grid Hosting System (“STSGHS”) under the terms of user Agreement (the “TOS Agreement”) between Satori Tech Solutions, Inc. (“Satori”, “us” or “we”) and users of Satori’ services (“you”). This SLA applies separately to each account using STSGHS. Unless otherwise provided herein, this SLA is subject to the terms of the TOS Agreement and capitalized terms will have the meaning specified in the TOS Agreement. We reserve the right to change the terms of this SLA in accordance with the TOS Agreement.
Service Commitment
Satori will use commercially reasonable efforts to make STSGHS available with a Monthly Uptime Percentage (defined below) of at least 100% during any monthly billing cycle (the “Service Commitment”). In the event Satori does not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.
Definitions
- "Error Rate" means: (i) the total number of internal server errors returned by STSGHS as error status
"InternalError" or "ServiceUnavailable" divided by (ii) the total number of requests during that five minute period. We will calculate the Error Rate for each STSGHS account as a percentage for each five minute period in the monthly billing cycle. The calculation of the number of internal server errors will not include errors that arise directly or indirectly as a result of any of the STSGHS SLA Exclusions (as defined below).
- "Monthly Uptime Percentage" is calculated by subtracting from 100% the average of the Error Rates from each five minute period in the monthly billing cycle.
- A "Service Credit" is a dollar credit, calculated as set forth below, that we may credit back to an eligible Satori account.
Service Credits
Service Credits are calculated as a percentage of the total charges paid by you for STSGHS for the billing cycle in which the error occurred in accordance with the schedule below.
Monthly Uptime Percentage |
Service Credit Percentage |
| Equal to or greater than 99.5% but less than 100% |
5% |
| Less than 99.5% |
5% per each additional 1% under 100% |
We will apply any Service Credits only against future STSGHS payments otherwise due from you; provided that, we may issue the Service Credit to the credit card that you used to pay for STSGHS for the billing cycle in which the error occurred. Service Credits shall not entitle you to any refund or other payment from Satori. A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than one dollar ($1 USD). Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the TOS Agreement, your sole and exclusive remedy for any unavailability or non-performance of STSGHS or other failure by us to provide STSGHS is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA or termination of your use of STSGHS.
Credit Request and Payment Procedures
Credits will automatically be applied to any account which has been affected. If the Monthly Uptime Percentage applicable to the month of such request is confirmed by us and is less than 100%, then we will issue the Service Credit to you within one billing cycle following the month in which the error occurred.
STSGHS SLA Exclusions
The Service Commitment does not apply to any unavailability, suspension or termination of STSGHS, or any other STSGHS performance issues: (i) that result from Service Suspensions; (ii) caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of STSGHS; (iii) that result from any actions or inactions of you or any third party; (iv) that result 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); or (v) arising from our suspension and termination of your right to use STSGHS in accordance with the TOS Agreement (collectively, the “STSGHS SLA Exclusions”). If availability is impacted by factors other than those used in our calculation of the Error Rate, we may issue a Service Credit considering such factors in our sole discretion.
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