Service Level Agreement (SLA)

YourSix Platform Service Level Agreement

This YourSix Platform Service Level Agreement (this “Agreement”) sets forth YourSix Inc.’s (“YourSix”) obligations and our customers’ rights with respect to the performance of the YourSix Platform (“YourSixOS” or “Y6OS”). All capitalized terms used but not otherwise defined in this Agreement have the meanings given to them in the End User License Agreement or the Master Subscription and Services Agreement between you (the “Customer”) and YourSix (in either case, the “Customer Agreement”).  

  1. Definitions. For purposes of this Agreement, the following terms have the meanings set forth below:

“Downtime”  means the total number of minutes in a calendar month that Y6OS Platform is unavailable to Customer due to failure(s) in the Y6OS Platform, as confirmed by both Customer and YourSix, and which is not due to an Exclusion, scheduled downtime or Force Majeure.

“Monthly Uptime Percentage” means the total number of minutes in a calendar month minus the number of minutes of Downtime suffered in a calendar month, divided by the total number of minutes in a calendar month.

“Service Credit” means the number of days that will be added to the end of Customer’s Term at no charge to Customer.

“YourSixOS” or “Y6OS” means the Platform that is hosted by YourSix and provided to Customer pursuant to a Customer Agreement.

  1. Service Level Commitment. During the Term, the Y6OS Platform will be accessible by Customer at least 99.99% of the time in any calendar month (the “Service Level Commitment”). Provided that Customer has met all its obligations under this Agreement and the Customer Agreement, including being current on all payment obligations, if the Monthly Uptime Percentage does not meet the Service Level Commitment in any calendar month, then Customer will be eligible to receive Service Credit based on the following table:

 

Monthly Uptime Percentage

Service Credit (in Days)

< 99.99% – ≥ 99.9%

3

< 99.9% – ≥ 99.0%

7

< 99.0%

15

 

  1. Customer Must Request Service Credit. In order to receive a Service Credit, Customer must notify YourSix in writing within 30 days from the end of the month in which the Monthly Uptime Percentage did not meet the Service Level Commitment. Failure to notify YourSix within this period will forfeit Customer’s right to receive a Service Credit.
  1. Maximum Service Credit. The aggregate maximum amount of Service Credit to be issued by YourSix to Customer for all Downtime that occurs in a single calendar month will not exceed 15 days. Service Credits only extend the Term of Customer’s use of the Y6OS Platform, have no cash value and may not be exchanged for, or converted into, monetary amounts.
  1. Exclusions. The Service Level Commitment does not apply to any services that expressly exclude this Service Level Commitment (as stated in the documentation for such services) or any performance issues (i) Force Majeure, (ii) caused by strikes (other than strikes of a party’s own employees), shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions (other than with respect to a party’s own employees), earthquakes, utility or telecommunications outages, hacking, terrorism, material shortages or any other causes that are beyond the reasonable control of a party, (ii) that resulted from Customer’s equipment or third party equipment, or both (not within the primary control of YourSix), or (iii) that otherwise resulted from Customer’s violation of the restrictions or Customer responsibilities set forth in the Customer Agreement. Unavailability due to emergency or scheduled maintenance shall not be Downtime for purposes of this Agreement.
  1. Exclusive Remedy. This Agreement states Customer’s sole and exclusive remedy, and YourSix’s sole liability, for any Downtime or failure by YourSix to meet the Service Level Commitment.

Updated: March 23, 2022