This Service Level Description forms part of, and is subject to, the Agreement entered into by Mikata and you. Subject to the terms of the Agreement, Mikata will use commercially reasonable efforts to provide the Mikata Services in accordance with the service levels set out in this Service Level Description. This Service Level Description may be revised in accordance with provisions relating to changes in terms set out in the Agreement. This Service Description replaces all previous versions of or documents setting out Service Levels.
- Capitalized terms used in this Service Level Description have the meaning ascribed in this Section 1. Any capitalized terms in this Service Level Description that are not defined will have the meanings set out in the Agreement. For the purposes of this Service Level Description:
- "Available" means the Mikata Services are available to perform their material functionality when required.
- "Downtime" means time other than excluded downtime during which the Mikata Services are not Available, and such Downtime will commence from the time that Mikata receives written notice from you of such Downtime.
- "Service Availability Failure" means a failure of the Mikata Services to meet the Uptime Requirement as a result of Downtime.
- "Service Credit" has the meaning set out in Section 4 of this Service Level Description.
- "Uptime Requirement" has the meaning set out in Section 2 of this Service Level Description.
- During the Term after Mikata has confirmed that Mikata Services are available for production use by Permitted Users, Mikata will make the Mikata Services Available 99% of the time (excluding excluded downtime as set out in the Support Services Description), as measured on a monthly basis ("Uptime Requirement").
- Your sole and exclusive remedy, and Mikata’s entire liability, in connection with a Service Availability Failure will be that Mikata will credit to your account 5% of Fees for the Mikata Services attributable to the month the Service Availability Failure occurs (a "Service Credit"). The total amount of Service Credit for a given month may not exceed 25%.
- In order to receive a Service Credit, you must notify Mikata in writing within 48 hours from the end of the applicable calendar month during which the Service Availability Failure occurred. Failure to provide such notice will forfeit your right to receive a Service Credit for such Service Availability Failure. Service Credits may not be redeemed for cash. Mikata will only apply the Service Credit to the Fees for the month in which the Service Availability Failure occurred.
- For Mikata to render the Mikata Services and comply with this Service Level Description, you must provide:
- an Internet connection with sufficient high-quality bandwidth;
- an Internet browser that works well with Mikata Services; and
- the cooperation of your employees to solve any problem that may arise with Mikata Services.
- The terms of this Service Level Description will not apply when one of the following occurs:
- during any suspension of access pursuant to Section 1(c) of the Agreement; or
- in the event of interruptions caused by a problem caused by you, including, but not limited to, a configuration error, your computer failure, or your Internet provider failure.
- Where the Mikata Services are being delivered by way of an interface with a system provided by you or a third party, this Service Level will come into effect once Mikata has completed the initial interface configuration and the services provided for under the Agreement are functional and have been approved by you.