SLA - Service Level Agreement


Introduction

Unless otherwise provided herein, this Service Level Agreement (“SLA”) is subject to the provisions of Shippi’s Terms of Use (the “Terms of Use”). Save as otherwise set out in this SLA, capitalised words and phrases have the meaning specified in the Terms of Use. We reserve the right to change the terms of this SLA as authorised by the Terms of Use.

Definitions

• “Business Hours” means Monday till Friday 09:00 to 17:00 Central European Time, not applicable to public holidays in Germany
• “Maintenance” means scheduled Unavailability of the Subscription Services, as announced by Shippii prior to the Hosted Services becoming Unavailable.
• “Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the month in which the Subscription Services were Unavailable. Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any Upodi SLA Exclusion.
• “Professional Services” means custom-scoped services described in an agreed statement of work/contract amendment, and provided to Customer on a one-time basis (rather than on a continuing or recurring basis).
• “Service Credit” means a credit denominated in EURO, calculated as set forth below, that we may credit back to an eligible account.
• “Services” means, collectively, Subscription Services and Professional Services.
• “Subscription Services” means the Shippii subscription services provided online by Shippii to the Customer on a subscription basis, excluding Professional Services.
• “Services” means collectively the Subscription Services and Professional Services.
• “Unavailable/Unavailability” means the non-availability of the Subscription Services, due to Shippii technical issues as confirmed by our monitoring.

Service Commitment: 99.9% Uptime

Shippii will use commercially reasonable efforts to make the Subscription Services available with a Monthly Uptime Percentage of at least 99.9% during any monthly billing cycle (the "Service Commitment"). Subject to the Shippii SLA Exclusions, if we do not meet the Service Commitment, you will be eligible to receive a Service Credit.
Uptime is calculated Monthly using the following formula: Uptime % = Uptime – Downtime / Uptime * 100
A Monthly Uptime Percentage of 99.9% means that we guarantee you will experience no more than 43.20 min/month of Unavailability.

Service Commitments and Service Credits

Service Credits are calculated as a percentage of the total charges paid by you (excluding one-time payments, e.g. for training, etc.) for the monthly billing cycle in which the Unavailability occurred in accordance with the schedule below:
• For Monthly Uptime Percentage, less than 99.9% but equal to or greater than 99.0%, you will be eligible for a 10% Service Credit.
• For Monthly Uptime Percentage less than 99.0%, you will be eligible for a 30% Service Credit.
  We will apply any Service Credits only against future payments for the Services otherwise due from you. At our discretion, we may issue the Service Credit to the credit card you used to pay for the billing cycle in which the Unavailability occurred. Service Credits will not entitle you to any refund or other payment from Shippii. Service Credits may not be transferred or applied to any other account.

Sole Remedy

Unless otherwise provided in the Terms of Use, your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide the Subscription Services is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

Credit Request and Payment Procedures

To receive a Service Credit, you must submit a claim by emailing helpdesk@shippii.com. To be eligible, the credit request must be received by us by the end of the second billing cycle after which the incident occurred and must include:
• the words "SLA Credit Request" in the subject line;
• the dates and times of each Unavailability incident that you are claiming;
• the account handle(s); and
• logs that document the errors and corroborate your claimed outage (any confidential or sensitive information in these logs should be removed or replaced with asterisks).
If the Monthly Uptime Percentage of such request is confirmed by us and is less than the Service Commitment, then we will issue the Service Credit to you within one billing cycle following the month in which your request is confirmed by us. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.

Planned Maintenance

Shippii seeks to undertake planned maintenance (including to install updates and release) during time windows which we hope will have less impact on our customers. These windows are subjects, communicated as “planned maintenance” and are change controls to:
• Support on-going product and operational projects to ensure optimal performance and reliability of the Subscription Services.
• Deploy non-critical service packs or patches.
• Periodic redundancy testing and verification.
Where possible, notice of planned maintenance will be posted on our website at [insert link] at least 7-days prior. However, certain circumstances may preclude us from providing prior notification, such as an immediate threat, an application error or wide scale issue causing the interruption.

SLA Exclusions

The Service Commitment does not apply to any unavailability, suspension or termination of the Subscription Services, or any other Subscription Service performance issues:
• That result from a suspension of Services to Customer ;
• Caused by factors outside of our reasonable control, including any force majeure event, Internet access, or problems beyond the demarcation point of the Upodi services;
• That result from any actions or inactions of you or any third party;
• That result from the equipment, software or other technology of you or any third party (other than third party equipment within our direct control);
• That result from failures of Subscription Services not attributable to Unavailability; or
• That result from any Maintenance announced in accordance with this SLA.
• That result from DNS issues, DDOS attacks, public denial-of-internet to parts, or whole levels of the public internet and/or threat levels causing Shippii to take the service offline, to protect the integrity of customer data.
If availability is impacted by factors other than those used in our Monthly Uptime Percentage calculation, then we may issue a Service Credit considering such factors at our discretion.

Customer helpdesk

We offer customer helpdesk via ticket based requests. You may issue any request to contact@shippii.com. Shippii seeks to respond to these requests within 48 hours in regular Business Hours.
Critical issues (Unplanned downtime, or several issues causing in-ability of accessing the Subscription Services) raised by requests, are sought to commence resolution within 2 hours.
We do not guarantee a final window of resolution on your case. Any update to general issues, will be posted and updated on https://www..shippii.com . Customer specific issues, will be communicated directly to Customer’s technical contact.
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