This Service Level Agreement for divergent's products and services (this "SLA") forms part of any other Agreement that you may have with divergent in reference to the provision of online services. This SLA applies to the divergent product or service listed herein (a "Service" or the "Services"), but does not apply to any third-parties nor separately branded products of which are made available with or connected to the Services or to any on-premise software that is part of any Service.
This SLA applies to products and services provided by divergent Limited ("divergent") and its Subsidiaries (individually, a "divergent Group Company" and collectively, the "divergent Group" or "divergent Group Companies").
Services provided as part of the Online Services Agreement have a best effort commitment to provide a Monthly Uptime Percentage of at least 99.9% (the "Service Level Objective" or "SLO"). These products do not generally attract a cost for the provision of services and as such are not eligible for a Service Credit.
However, should divergent fail to meet the SLO, divergent will endeavour to (a) apply additional credits for Services of which are operated on a credit basis, the additional amount of which is solely at divergent's discretion; (b) adequately resolve any issues discovered as a result of failing to meet the SLO; and (c) notify users of any such breach of SLO where the Service may affect a business operation.
Services provided as part of a Customer Agreement have their own SLA, details of which is contained within your contract. Where this is not provided, please refer to the highest SLO and Terms as provided as part of the Online Subscription Agreement area below.
For Services that are charged on a pay-per-use basis, Service Credits (where applicable) will be calculated based on your daily average spend for the affected Service over the preceding three (3) months, multiplied by the applicable Service Credit percentage. If you have less than three (3) months of usage history for the affected Service, we will calculate the daily average based on the available usage history.
This SLA does not apply to (a) features or Services designated as Preview, Pre-Release, Beta or Trial; (b) issues that arise from the use of the Services, hardware, or software not provided by us, including, but not limited to, issues resulting from inadequate bandwidth or related third-party software or services; (c) issues: (i) caused by factors outside of divergent's reasonable control (for example, natural disaster, fire, flood, war, acts of terrorism, riots, government action, or a network or device failure external to our data centers, including at your site or between your site and our data center); or (ii) that resulted from abuses or other behaviours that violate the agreement; (d) issues caused by your use of a Service after we advised you to modify our use of the Service, if you did not modify your use as advised; (e) any lapsed subscriptions, or subscriptions that were reserved, but not paid for at the time of the incident; (f) issues resulting from: (i) your unauthorised action or lack of action when required, or from your employees, agents, contractors, or vendors, or anyone gaining access to our network by means of your passwords or equipment, or otherwise resulting from your failure to follow appropriate security practices; (ii) faulty input, instructions, or arguments (for example, requests to access files that do not exist); or (iii) your failure to adhere to any required configurations, use supported platforms, follow any policies for acceptable use, or your use of a Service in a manner inconsistent with the features and functionality of the Service (for example, attempts to perform operations that are not supported) or inconsistent with our published guidance; or (g) Services of which are retired or otherwise out of support.
In order for divergent to consider a claim, the Customer must notify divergent Support with all information necessary for divergent to validate the claim within 30 days from the time that the Customer becomes eligible to receive a Service Credit. The information required includes but is not limited to: (i) a detailed description of the Incident; (ii) information regarding the time and duration of the Downtime; (iii) the number and location(s) of the affected users (where applicable); and (iv) descriptions of your attempts to resolve the incident at the time of occurrence.
We will evaluate all information reasonably available to us and make a good faith determination of whether a Service Credit is owed. We will use commercially reasonable efforts to process claims during the subsequent month and within 30 days of receipt. You must be in compliance with the relevant Agreement in order to be eligible for a Service Credit. If the Customer does not comply with these requirements, Customer will forfeit its right to receive a Service Credit. If a dispute arises with respect to this SLA, divergent will make a determination in good faith based on its system logs, monitoring reports, configuration records and other available information. If we determine that a Service Credit is owed to you, we will apply the Service Credit to your Applicable Monthly Fees.
If you purchased or subscribe to more than one Service (unless as part of a Suite), then you may submit claims pursuant to the process described above as if each Service were covered by an individual SLA.
Service Credits only apply to fees paid for the particular Service, Service Resource, or Service tier for which an SLO has not been met. The Service Credits awarded in any billing month for a particular Service or Service Resource will not, under any circumstance, exceed 50% of the amount due by the Customer for the Service. Service Credits will be made in the form of a monetary credit applied to future use of the Service and will be applied within 60 days after the Service Credit was requested. If you purchased Services as part of a suite or other single offer, the Service Credit for each Service will be pro-rated.
The following definitions apply to this SLA:
These Definitions may vary per Service as defined in the Service Specific Terms below.
Downtime: Any period of time when users are unable to use (i) the Reservate platform to access any feature; or (ii) Reservate's public site (from an end-user perspective) for which they have appropriate permissions.
Service Credit
| Monthly Uptime Percentage | Service Credit |
|---|---|
| < 99.5% | 10% |
| < 99% | 25% |
| < 95% | 50% |