Service Level Agreement

This Service Level Agreement (“SLA”) establishes the base standard parameters for AllITHost Inc. (“AllITHost”, “us” or “we”) to provide the array of diverse Cloud-based Virtualization and Storage Services (“Cloud Services”) under the terms of the Cloud Services Agreement, or any other ancillary and/or derivate Agreement or Agreements (the “Agreement”, or the “Agreements”), Agreements that shall be signed by and between AllITHost and any Cloud Services’ Customer (“you”).

This SLA applies separately to each account using the Cloud Services.

Unless otherwise provided herein, this SLA is subject to the terms of the Agreement and capitalized terms will have the meaning specified in the Agreement.

We reserve the right to change the terms of this SLA in accordance with the provisions set forth in the Agreement.

  1. Service Commitment

AllITHost will use commercially reasonable efforts to make Cloud Services available with an Uptime Percentage of at least 99.95% during the Service Period.

In the event AllITHost does not meet that Uptime Percentage commitment, you will be eligible to receive a Service Credit as described below.

  1. Definitions

”Service Period” means the three (3) months period immediately preceding a claim for a service credit, less any Authorized Downtimes.

“Authorized Downtimes” include scheduled low-peak downtimes, scheduled maintenance downtimes and/or emergency maintenance downtimes.

“Uptime Percentage”) represents the Uptime for each Service Period and will be calculated, every three (3) months, by taking the raw total amount of service hours available during that given Service Period and subtracting from it the minutes our Infrastructure was unavailable to you (“interruptions”), as per what our publically available and audited network monitoring records shall show, for that given Service Period.

“Unavailable” means that all of your running instances have no external connectivity during an interruption minute and you are unable to launch replacement instances.

“Interruption minute” will only be considered as such if the interruption lasts more than forty (40) consecutive seconds.

Any interruption comprised by any amount of seconds in between forty (40) and fifty nine (59) seconds will be rounded to one (1) minute.

  1. Service Commitments and Service Credits

If the Uptime Percentage for the Service Period reaches less than 99.95%, you will be eligible for a service credit equal to 10% of your total Cloud Services bill for that specific calendar month where the Uptime Percentage dropped below 99.95%.

Our publically available and audited monitoring records will be the sole source for uptime information and will be provided to you monthly, until the tenth (10th) day of every month.

Service Credits will accrue to you as discounts to be applied on future fees you will owe us on regards of the payment for the Cloud Services.

All service credits will be applied to fees due by you to us for payment of the Cloud Services.

We will not pay, reimburse or return any service credit to you as a refund or any other kind of monetary compensation.

The service credits described in this SLA are your sole and exclusive remedy for the unavailability of any of the Cloud Services.

  1. Credit Request and Payment Procedures

We will determine, solely in our reasonable discretion, your eligibility for service credits and the amount of service credits awarded pursuant to this SLA.

To be eligible for service credits, you must send us a reasonably detailed written request for service credits no later than five (5) Business Days after the day you notice your Uptime Percentage have dropped below 99.95% availability, provided that happens no later than thirty (30) days after the date on which the Uptime Percentage dropped below 99.95% availability.

To be deemed as valid, your request for service credits must include:

(i)              the dates and times of each identified period of Cloud Service unavailability upon which your request for service credits is based;

(ii)            the instance names of the affected Cloud Servers, Desktops or Applications, and;

(iii)           a description of any events shown at our publically available and audited network monitoring records that may have indicated a system-wide unavailability during those stated dates and times.

If your Uptime Percentage is confirmed by us to be less than 99.95% for that given Service Period, we will issue a service credit for the billing cycle immediately following the month we determine that you are eligible for that service credit.

If you fail to provide us with such as aforementioned request for service credits during the thirty (30) days period immediately after the date on which the Uptime Percentage dropped below 99.95% availability, you will automatically forfeit your right to any service credit claim on regards of that specific month where your Uptime Percentage dropped below 99.95% availability.

Any interruptions or occurrences that you previously reported, and constituted basis to a successful service credit claim, cannot be used for, or added to, any other future request for service credits.

  1. Exclusions

Interruption minutes will not include unavailability caused by one or more of the following:

(i)              Authorized Downtimes to which a prior advance written notice was given;

(ii)            suspension, quarantine, or termination of your Cloud Services;

(iii)           the failure of servers or services outside of a datacenter on which our Cloud Services related systems are physically hosted, including, but not limited to, inaccessibility or instability on the Internet, also including anything related to the connectivity, Infrastructure and network providers directly responsible for our physical infrastructure, provided such inaccessibility or instability is not resulting from our own fault and/or mistakes;

(iv)           a force majeure event such as an act of God, natural disaster, act of war, act of terrorism (including cyber-terrorism), fire, governmental action, riot, labor dispute, and any other related circumstances or events not in our direct control;

(v)             your inability to connect to the Internet, or any other data transmission network, on order to access the Cloud Services;

(vi)           an attack on our Infrastructure, including a denial of service attack or unauthorized access (i.e., hacking);

(vii)          unavailability not reported by you within thirty (30) days from the date on which the Uptime Percentage dropped below 99.95%;

(viii)        your misuse of any separate AllITHost service that is not subject to this SLA or this Agreement;

(ix)           unavailability that results from the failure of your individual Cloud Servers, Desktops or Applications, not attributable to any failure or event causing unavailability to all our other clients using the Cloud Services, or;

(x)             unavailability that is caused by any breach, done by you or anyone working or acting under your responsibility or on your behalf, of this SLA or any Agreement to which it works as an ancillary document.