This Hosted Software Service Level Agreement (“SLA”) forms an integral part of, and is governed by, the Master Service Agreement (“MSA”) available at https://tractian.com/en/master-license.
Any capitalized terms not defined herein shall have the meanings assigned to them in the MSA.
This SLA sets forth the availability levels applicable to Tractian’s hosted software services, as well as the conditions, limitations, and service credits applicable in the event of service unavailability.
1. Service Overview
1.1. Tractian’s cloud-based infrastructure is designed to deliver secure, scalable, and reliable performance, incorporating redundancy and data replication mechanisms intended to mitigate the risk of service disruptions.
1.2. Tractian shall use commercially reasonable efforts to maintain the availability of the Hosted Software in accordance with the service levels set forth in this SLA.
2. Definitions
2.1. “Hosted Software Downtime”. Means periods during which the Customer is unable to access the Hosted Software dashboard solely due to a failure attributable to the Hosted Software itself, as confirmed by both the Customer and Tractian.
2.2. “Scheduled Maintenance”. Means planned periods of downtime required for system updates, security patches, or infrastructure improvements, provided that reasonable prior notice is given to the Customer.
3. Service Availability
3.1. During the term of the applicable Order Form, Tractian guarantees a Monthly Availability Percentage of at least 99.70% (the “Service Level Guarantee”).
3.2. If the Monthly Availability Percentage falls below the Service Level Guarantee in any given month, and provided that the Customer is in full compliance with the MSA and all applicable contractual obligations, the Customer shall be entitled to receive Service Credits, as set forth below:
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Up to 99.70%: 0 (zero) days
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99.69% to 98.0%: 3 (three) days
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97.99% to 95.0%: 7 (seven) days
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Less than 94.99%: 10 (ten) days
Service Credits shall be granted exclusively in the form of additional license days and shall not be redeemable for cash, refunds, or any other form of monetary compensation.
4. Service Credit Request Procedure
4.1. The Customer must notify Tractian in writing of its eligibility for Service Credits within thirty (30) calendar days following the end of the month in which the Hosted Software Downtime occurred.
4.2. Failure to submit such notice within the specified period shall constitute an irrevocable waiver of the Customer’s right to receive the applicable Service Credits.
5. Exclusions
5.1. The Service Level Guarantee does not apply to any unavailability or downtime resulting from: (i) Scheduled Maintenance, provided that prior notice has been given; (ii) events of force majeure or circumstances beyond Tractian’s reasonable control, including but not limited to natural disasters, acts of government, war, labor disputes (excluding Tractian’s own employees), utility failures, or other unforeseeable events; (iii) failures, misconfigurations, limitations, or unavailability of the Customer’s infrastructure, networks, systems, or third-party services not managed by Tractian; (iv) improper use of the Hosted Software, breach of the MSA, or failure to comply with installation, configuration, or operational guidelines; (v) interruptions caused by external cloud service providers, internet service providers, or cellular network failures; or (vi) failures related to individual hardware devices, including sensors or receivers, which may be covered under Tractian’s Hardware Warranty Policy.
6. Limitation of Remedies
6.1. The Service Credits described in this SLA constitute the Customer’s sole and exclusive remedy for any unavailability, performance failure, or other failure by Tractian to meet the service levels set forth herein.
6.2. No other compensation, damages, refunds, penalties, or remedies shall be owed or available to the Customer in connection with any such failure.
7. Limitation of Remedies
7.1. This SLA supplements and forms part of the MSA and any applicable software license agreements entered into by the Parties. In the event of any conflict between this SLA and the MSA, the terms of the MSA shall prevail.
7.2. Tractian may update this SLA from time to time, provided that such updates do not materially reduce the service levels described herein. The then-current version of the SLA shall be made available on Tractian’s website.