Understand Service Level Agreement

This GEM-CAR Compute Service Level Agreement (this “SLA”) is a policy governing the use of the Included Products and Services (listed below) by you or the entity you represent (“you”) under the terms of the GEM-CAR Customer Agreement (the “GEM-CAR”) between GEM-CAR and you. This SLA applies separately to each account using the Included Products and Services. Unless otherwise provided herein, this SLA is subject to the terms of the AWS Agreement, and the meaning of the capitalized terms will be specified in the AWS Agreement. We reserve the right to change the terms of this SLA by the GEM-CAR Agreement.

Included Products and Services

• GEM-CAR

• GEM-BOOKS

• GEM-TMS

Service Commitment

GEM-CAR will use commercially reasonable efforts to make the Included Products and Services each available with a Monthly Uptime Percentage (defined below) of at least 99.9%, in each case during any monthly billing cycle (the “Service Commitment”). If any of the Included Products and Services do not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.

Definitions

• “Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the month in which any of the Included Products and Services, as applicable, were in the state of “Region Unavailable.” Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from GEM-CAR SLA Exclusion (defined below).

• “Availability Zone” and “AZ” mean an isolated location within a region identified by a letter identifier following the region code (e.g., us-west-1a).

• “Region Unavailable” and “Region Unavailability” mean:

  • For Regions with only one AZ, when that AZ and one AZ in any other Region, in which you are running an instance or task (one or more containers), are concurrently “Unavailable” to you.

  • For all other Regions, when there is more than one AZ within the same Region, in which you are running an instance or task (one or more containers), and they are concurrently “Unavailable” to you.

• “Unavailable” and “Unavailability” mean:

  • For GEM-CAR, it means that all of your running instances or running tasks have no external connectivity.

  • For GEM-CAR, it's also defined when all of your attached volumes perform zero read write IO, with pending IO in the queue.

• A “Service Credit” is a dollar credit, calculated as set forth below, that we may credit back to an eligible account.

Service Commitments and Service Credits

Service Credits are calculated as a percentage of the total charges paid by you (excluding one-time payments such as upfront payments made for Reserved Instances) for GEM-CAR  (whichever was Unavailable, or both if both were Unavailable) in the Region affected for the monthly billing cycle in which the Region Unavailability occurred under the schedule below.

We will apply any Service Credits only against future GEM-CAR payments 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 GEM-CAR. A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than one dollar ($1 USD). Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the GEM-CAR Agreement, your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide the service is the reception of a Service Credit (if eligible) following the terms of this SLA.

Credit Request and Payment Procedures

To receive a Service Credit, you must submit a claim by accounting@gem-car.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:

1. the words “SLA Credit Request” in the subject line;

2. the dates and times of each Unavailability incident that you are claiming;

3. the affected EC2 instance IDs or the affected EBS volume IDs; 

4. the request 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 a 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.

GEM-CAR Exclusions

The Service Commitment does not apply to any unavailability, suspension or termination of the GEM-CAR: (i) that results from a suspension described in the GEM-CAR Agreement; (ii) that are caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of GEM-CAR server; (iii) that result from any actions or inactions of you or any third party, including failure to acknowledge a recovery volume; (iv) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control); (v) that result from failures of individual instances or volumes not attributable to Region Unavailability; (vi) that result from any maintenance as provided for under the AWS Agreement; or (vii) that raised from our suspension and termination of your right to use GEM-CAR solution by the GEM-CAR Agreement.  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.