Service Level Agreement

Annexure 7

SERVICE LEVEL AGREEMENT

1. Introduction

Subject to Third Party Dependency Disclosure and the terms of the Agreement, you may be eligible for refund towards a portion of your monthly service fees if we do not provide satisfactory service levels for each Licensed Offering and/or Services (“Service”). We will not modify the terms of the Service Level Agreement during the initial term of your Subscription; however, if you renew your Subscription, the version of this Service Level Agreement that is current at the time of renewal will apply throughout your renewal term. We will provide at least 30 days’ notice for adverse material changes to this Service Level Agreement. You can review the most current version of this Service Level Agreement at any time by visiting go.wearealef.com/termsandconditions.

2. Definitions

“Applicable Monthly Period” means, for a calendar month in which a Refund is owed, the number of days that you have a Subscription for a Service.
“Applicable Monthly Service Fees” means the total fees actually paid by you for a Service that are applied to the month in which a Refund is owed.
"Availability” or “Available” means the Service is available for access and use from Alef’s data center.
“Immediate Control” includes Alef’s network services within the Alef data center which extends to, includes and terminates at the Internet Service Provider (“ISP”) circuit termination point on the router in Alef's data center (i.e., public Internet connectivity).
“Incident” means any failure by Alef to meet the Availability commitment in a given calendar month
“Scheduled Downtime” means periods when the Service is not Available related to network, hardware, or Service maintenance or upgrades. We will publish notice or notify you at 24 hours prior to the commencement of such downtime.
“Service” means Licensed Offerings and/or Services.
“Refund” is the percentage of the Applicable Monthly Service Fees credited to you following Alef’s claim approval.
“Service Resource” means an individual resource available for use within a Service.

3. General Terms

Availability Calculation
1. Alef will provide 99.99% Availability for the Service within Alef’s Immediate Control.
2. Specifically excluded from the definition of “Immediate Control” are the following:
  1. Equipment, data, materials, software, hardware, services and/or facilities provided by or on behalf of Customer and Customer’s network services which allow the Customer to access the Service. These components are controlled by the Customer and their performance or failure to perform can impair or disrupt Customer’s connections to the Internet and the transmission of data.
  2. Equipment, data, advertisements, materials, software, hardware, services and/or facilities provided by third party vendors or service providers of Customer.
  3. Acts or omissions of Customer, its employees, contractors, agents or representatives, third party vendors or service providers of Customer or anyone gaining access to Alef’s network at the request of Customer.
  4. Issues arising from bugs or other problems in the software, firmware or hardware of third parties.
  5. Delays or failures due to circumstances beyond Alef’s reasonable control that could not be avoided by its exercise of due care.
  6. Any outage, network unavailability or downtime outside the Alef data center.
Availability Calculation
1. Availability is based on a weekly 7 day x 24 hour calculation. The calculation will be as follows: ((a – b) / a) x 100 , where “a” is the total number of hours in a given calendar month, and “b” is the total number of hours that service is not Available in a given month. Specifically excluded from “b” in the calculation of the Availability measurement are (1) a service interruption caused by a security threat until such time as the security threat has been eliminated; (2) reasons of a force majeure event or events which are outside Alef’s Immediate Control as defined above; (3) use of unapproved or modified hardware or software by or on behalf of Customer; (4) issues arising from misuse of the Service by Customer or its agents, clients or third party contractors; and/or (5) Scheduled Downtime.
Claims
1. In order for Alef to consider a claim of an Incident, you must submit the claim to customer support at support@alefedge.zendesk.com including all information necessary for Alef to validate the claim, including but not limited to: (i) a detailed description of the Incident; (ii) information regarding the time and duration of the Incident; (iii) the number and location(s) of affected users (if applicable); and (iv) descriptions of your attempts to resolve the Incident at the time of occurrence.
2. For a claim related to the Services, we must receive the claim by the end of the calendar month following the month in which the Incident occurred. For example, if the Incident occurred on February 15^th, we must receive the claim and all required information by March 31^st.
3. We will evaluate all information reasonably available to us and make a good faith determination of whether a Refund is owed. We will use commercially reasonable efforts to process claims during the subsequent month and within forty-five (45) days of receipt. You must be in compliance with the Agreement in order to be eligible for a Refund. If we determine that a Refund is owed to you, we will offset the Refund amount against your Applicable Monthly Service Fees.
4. If you purchased more than one Service, then you may submit claims pursuant to the process described above as if each Service were covered by an individual claim. For example, if you purchased both Alef Private Edge and Alef Boost, and during the term of the Subscription an Incident occurred in both services, then you could be eligible for two separate Refunds (one for each service), by submitting two claims under this policy. Unless as otherwise provided in the Third-Party Dependency Disclosure, only one Refund is permitted per Service for an Applicable Monthly Period.
Refunds
1. Refunds are your sole and exclusive remedy for any Incident under the Agreement. You may not unilaterally offset your Applicable Monthly Service Fees for any performance or availability issues.
2. Refunds apply only to fees paid for the particular Service, Service Resource, or Service tier for which an Incident has occurred. In cases where an Incident applies to individual Service Resources or to separate Service tiers, Refunds apply only to fees paid for the affected Service Resource or Service tier, as applicable. The Refunds awarded in any billing month for a particular Service or Service Resource will not, under any circumstance, exceed your monthly service fees for that Service or Service Resource, as applicable, in the billing month.
3. Services purchased in the form of a product key are not eligible for Refunds based on service fees. For these Services, any Refunds that you may be eligible for will be credited in the form of service time (i.e., days) as opposed to service fees, and any references to “Applicable Monthly Service Fees” is deleted and replaced by “Applicable Monthly Period.”