Capitalized terms used but not specifically defined in this Service Level Agreement (the “SLA”) shall have the meanings ascribed to them in the Terms and Conditions (the “Terms”).
1. SERVICE LEVELS
1.1 Availability. Forma will provide the Forma Platform on a 24 x 7 x 365 basis with an uptime guarantee of 99.9% (the “Availability Commitment”), excluding unavailability of the Forma Platform caused by any of the following:
1.11 scheduled downtime; or
1.12 failures by Customer to comply with the Forma’s specifications outlined in the Terms; or
1.13 force majeure events (as described in the Terms).
1.2 Severity. When Forma initially detects, or when Customer initially reports to Forma, an error with the Forma Platform, Forma will promptly classify the Error in accordance with Table 1 below.
1.3 Incident response. Forma will respond to Customer and provide Initial Responses, Temporary Resolutions, and Final Resolutions in accordance with Table 2 below (“Response Commitment”).
2. SERVICE CREDITS
2.1 Availability. If Forma fails to meet its Availability Commitment obligations under Section 1(a) of this SLA, Customer will receive the credits specified in Table 3 below.
2.2 Incident response. If Forma fails to meet any obligations under Section 1(c) of this SLA, Customer will receive a credit of 10% of the total Fees charged to Customer for the affected cloud service for the month in which the failure occurred, with a maximum credit of 30% (i.e., three failures) under this Section 2(b) for any given month.
2.3 Chronic failures. Customer may terminate the Agreement in accordance with its terms if the Availability Commitment is less than 99.0% for four (4) months in a twelve (12) month period, or three (3) consecutive months. In the event of termination for this reason, Forma will refund a pro rata portion of all prepaid fees paid by Customer or on behalf of Customer for the unused portion of such fees. The foregoing states Customer’s sole remedy and Forma’s sole liability with respect to a failure of the Platform to meet the Availability Commitment.