Service Level Agreement

During the Term of the MikMak Master Services Agreement or other written agreement executed by MikMak under which MikMak has agreed to provide the MikMak Services ("Services") to Customer, MikMak will use commercially reasonable efforts to ensure that the Services meet the Uptime Commitment as described below in this Service Level Agreement (“SLA”).
  1. Uptime Commitment. The Services will be operational and available for use by Customer in accordance with the Agreement on a 24 x 7 x 365 basis with an uptime commitment of 97% for each calendar quarter, subject to the Exclusions ("Uptime Commitment").
  2. Uptime Credit. In the event that MikMak fails to meet the Uptime Commitment in a particular calendar quarter, and Customer’s access to the Services is affected, Customer shall be entitled to a credit as set forth in this Section (each, an “Uptime Credit”).  Any Uptime Credit issued for a particular calendar quarter will be calculated as a percentage of the applicable Fees and will be determined as follows:  1/365 of the annual Fees per day the Uptime Commitment is not met.
  3. Exclusions. The calculation of uptime will not include downtime to the extent due to:  planned downtime,  external apps or third parties, beta products or features, use of the Services by Customer in a manner not authorized in the Agreement, general Internet problems, force majeure events, suspension of Services in response to a denial of service attack, computer virus, or other threat to the security of MikMak’s systems, or other factors outside of MikMak’s reasonable control (the “Exclusions”).  Notwithstanding the foregoing, nothing in this Section limits MikMak’s obligations specified in the Agreement with respect to force majeure events, disaster recovery or business continuity, and any excused performance of MikMak in this Section will apply only during the period during which MikMak is using its best efforts to meet such obligations.
  4. General. Capitalized terms not defined in this SLA have the same meanings set forth in the Agreement. In the event of a conflict with the Agreement, the terms of this SLA will control.