Version: September 2021
- Availability shall have the meaning set out in paragraph 2 of Part A of this document.
- Customer shall mean LumApps customer or Solution Provider’s customer as applicable.
- Downtime shall mean the total minutes in the year during which the Services are not available, except for Excluded downtimes specified in PART A – 1 of this document.
- Unavailable shall mean in respect of the Application, where the live production version of the Application is unavailable for use by Authorised Users for at least 5 consecutive minutes, excluding any unavailability that is caused by any of the events set out in paragraphs 1(a) to 1(e) of Part A of this document.
- Unavailability shall be construed accordingly.
Part A – Service Level
1. LumApps shall use reasonable endeavours to make the live production version of the Application available 99.9% of the time in each year, excluding any downtime occurring as a result of:
(a) any planned or emergency maintenance;
(b) any outages or disruptions caused in whole or part by any act, omission or default by the Customer, any Permitted Affiliate, any Authorised User or by any third party (except to the extent that such outages or disruptions are caused by third parties sub-contracted by LumApps to perform the Services), including any outages or disruptions caused by denial-of-service attacks or distributed denial-of-service attacks;
(c) any outages or disruptions caused in whole or part by any fault with or unavailability of any Third Party Software which is integrated with or which interfaces with the Application;
(d) any outages or disruptions attributable in whole or in part to force majeure events, or any problems with the Customer’s network or internet connection, or any of the Customer’s hardware and other devices used to gain access to the Application; and
(e) any preventative measures taken to counter a denial-of-service attack which causes an interruption to the Application.
2. Availability measurement begins on the first day of the first calendar year. Availability measurements shall be carried out by LumApps and are calculated at the end of each calendar year using the following formula:
3. The status of the Application is available at http://status.LumApps.com.
4. Updates: LumApps may produce periodic updates to the Application free of charge to Solution Provider and its Customers with a valid support contract which may improve the functionality of the Application or contain error corrections.
Part B – Service Credits
1. In the event of a failure to achieve the Service Level, subject to any exclusions or limitations set out in this Part A of the document, the Customer will be eligible for a service credit as detailed below:
|Yearly Availability percentage||Service credit (in days)|
|< 99.9% to ≥ 99.75%||1|
|< 99.75% to ≥ 99.5%||5|
|< 99.5% to ≥ 99.0%||15|
|< 99.0% to ≥ 95.0%||30|
Service credits will be issued as additional days in which LumApps will provide the Services free of charge and will be added to the end of the Initial Term or relevant Renewal Term. Service credits are not transferable and may not be exchanged for any cash refund or credit against sums payable to LumApps.
2. To receive a service credit, the Customer must notify LumApps or Solution Provider as applicable within thirty (30) days of the Unavailability and request a service credit. LumApps shall not be liable to provide any service credit where the Customer has failed to submit its request within such period. The Customer shall not be entitled to a service credit if it is in breach of any of the terms of this LumApps SLA (including without limitation its payment obligations) until the Customer has remedied such breach.
3. Notwithstanding any other provision in this SLA, the Customer’s sole and exclusive remedy, and LumApps’s entire obligation and liability in respect of any failure to achieve the Service Level or the performance and/or unavailability of the Application and/or Services, shall be the Customer’s entitlement to receive service credits.