THE CREDITS DESCRIBED IN SECTION 1(B) BELOW OF THIS SERVICE LEVEL AGREEMENT SHALL BE THE SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO SERVICE DOWNTIME, UNAVAILABILITY, OUTAGES, INTERRUPTIONS, DELAYS, FAILURES, OR OTHER DEFECTS IN SERVICE.
Service Level Warranty
The Services shall be accessible to the internet at large 99% of the time in a given calendar month. HealiaDigital shall (A) provide prior notice reasonable under the circumstances of any emergency maintenance (platform stability or security issues) it intends to perform on any Service, and (B) work in good faith to perform such emergency maintenance at a time reasonable under the circumstances. HealiaDigital shall provide ten (1) business day prior notice of any scheduled maintenance it intends to perform on any Service.
Upon experiencing Downtime, Customer shall be eligible to receive a credit equal to five percent (5%) of the monthly recurring fee (MRC) for the Services for each two (2) hours of consecutive Downtime. Platform Downtime exists when Customer is unable to transmit or receive data and HealiaDigital records such failure in the HealiaDigital trouble ticket system based on you opening a trouble support ticket via support@HealiaDigital.com Platform Downtime is measured from the time Customer opens the trouble ticket until the time Customer is once again able to transmit and receive data. Notwithstanding any other provision of this Agreement, credits must be requested in writing within fifteen (15) days of the downtime and credits do not apply to downtime: (i) arising out of or related to acts or omissions of Customer or others authorized by Customer; (ii) during any period of Force Majeure; (iii) arising out of or related to a breach by Customer of its obligations under its agreement with HealiaDigital or one of its partner(s) or downtime during any period Customer is in default under its agreement with HealiaDigital or one of its partner(s); (iv) a result of planned maintenance, repair or other scheduled maintenance, alteration or implementation; (v) arising out of or related to Customer’s or a third party’s network or equipment failure such as Customer-contracted internet service providers or LAN environments; (vi) due to failure of power or other cause outside of HealiaDigital’s reasonable control; (vii) attributable to Customer causes; and (viii) arising from inability to connect reliably over VOIP between Customer’s end-users. For the purposes of this Agreement, “Force Majeure” is an act of God; fire; terrorism; vandalism; insurrection, riot or war; flood; power failure, a failure, shortage or unavailability or other delay in delivery by a third-party supplying services, equipment, network or rights thereto; national emergencies; government codes, ordinances, laws, rules, regulations or restrictions; strikes or other labor disputes; or any other cause beyond HealiaDigital’s reasonable control.
The maximum credit that may be earned for a particular Service in a calendar month may be up to, but shall not exceed, fifty percent (50%) of the MRC charged by HealiaDigital for that Service in that month irrespective of the number or length of periods of downtime of that Service in that month. The credits described in Section 1(b) shall be the sole and exclusive remedy with respect to Service Downtime, unavailability, outages, interruptions, delays, failures, or other defects in Service.
This includes all warranties made by HealiaDigital, no other warranties, including warranties of merchantability or fitness for a particular purpose or against infringement are hereby made under, or applicable to, this Agreement.
Changes to this Service Level Agreement
HealiaDigital may change this Service Level Agreement at any time if we give you notice of the proposed modification. You may object to the proposed modification by giving us written notice thereof within thirty (30) days of the date you were first notified of the change. Any objection to a proposed modification must be submitted pursuant to the notice provision set forth in the General Terms & Conditions. Should HealiaDigital disregard your objection and enact the proposed modification, you may terminate the affected Services by giving us thirty (30) days prior notice. You will however, still be responsible for all charges for Services provided for the term of the agreement, since Service agreements are provided in minimum increments of six (6) months and shall not be prorated upon termination, suspension, or disconnection.
