GEMServers Service Level Agreement (SLA)

GEMServers is committed to providing our customers as reliable a hosting platform as possible. To that end, we have created the following Service Level Agreement (SLA):

During the Term of the GEMServers License Agreement (as applicable, the “Agreement”), the Covered Service will provide a Monthly Uptime Percentage to Customer of at least 99.95% (the “Service Level Objective ” or “SLO”). If GEMServers does not meet the SLO, and if Customer meets its obligations under this SLA, Customer will be eligible to receive the Financial Credits described below. This SLA states Customer’s sole and exclusive remedy for any failure by GEMServers to meet the SLO. Capitalized terms used in this SLA, but not defined in this SLA, have the meaning set forth in the Agreement.

Definitions

The following definitions apply to the SLA:

“Covered Service” means:

• Instances hosted as part of the GEMServers Service.
• Load balancing as part of the GEMServers Service.

“Downtime” means:

• For Instances: Loss of external connectivity and/or persistent disk access for all running Instances that are hosted across two or more zones combined with the inability to launch replacement Instances in any zone.
• For load balancing: Loss of external connectivity (via the external IP addresses associated with load balancing forwarding rules with all Healthy Backend Instances) due to the failure of GEMServers’s systems.

Downtime does not include Scheduled Downtime.

• Downtime also does not include loss of external connectivity as a result of the GEMServers managed VPN service failing to serve traffic directed to VPN tunnels under that service.
• “Downtime Period” means a period of five consecutive minutes of Downtime. Intermittent Downtime for a period of less than five minutes will not be counted towards any Downtime Periods.

“Financial Credit” means the following:

Monthly Uptime Percentage Percentage (MOP) of monthly bill for the respective Covered Service which does not meet SLO that will be credited to future monthly bills of Customer:

“Monthly Uptime Percentage” means total number of minutes in a month, minus the number of minutes of Downtime suffered from all Downtime Periods in a month, divided by the total number of minutes in a month.

“Maintenance Window” means a period of time when certain zones are taken offline for maintenance tasks. Customer may view the timing and duration of Maintenance Windows via our status data in our client portal system.

“Scheduled Downtime” means Downtime resulting from GEMServers performing maintenance on the Services during a Maintenance Window.

“Healthy Backend Instances” means Instances that are responding affirmatively to load balancing health checks.

Customer Must Request Financial Credit

In order to receive any of the Financial Credits described above, Customer must notify GEMServers technical support within thirty days from the time Customer becomes eligible to receive a Financial Credit. Customer must also provide GEMServers with server log files showing loss of external connectivity errors and the date and time those errors occurred. If Customer does not comply with these requirements, Customer will forfeit its right to receive a Financial Credit. If a dispute arises with respect to this SLA, GEMServers will make a determination in good faith based on its system logs, monitoring reports, configuration records, and other available information, which GEMServers will make available for auditing by Customer at Customer’s request.

Maximum Financial Credit

The aggregate maximum number of Financial Credits to be issued by GEMServers to Customer for any and all Downtime Periods that occur in a single billing month will not exceed 50% of the amount due by Customer for the Covered Service for the applicable month. Financial 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 Financial Credit was requested.

SLA Exclusions

The SLA does not apply to any: (a) features designated Alpha or Beta (unless otherwise set forth in the associated Documentation), (b) features excluded from the SLA (in the associated Documentation), or (c) errors: (i) caused by factors outside of GEMServers’s reasonable control; (ii) that resulted from Customer’s software or hardware or third party software or hardware, or both; (iii) that resulted from abuses or other behaviors that violate the Agreement; or (iv) that resulted from quotas applied by the system.