Service Level Agreement

This Service Level Agreement ("SLA") is a policy governing the use of Pollination's (the Service Provider) cloud-based services under the terms of the Pollination Terms of Service (the "Terms of Service") between Ladybug Tools LLC, and users of Pollination's cloud-based services ("Customer"). This SLA applies separately to each paid organization account using Pollination's cloud-based services. Unless otherwise provided herein, this SLA is subject to the terms of the Terms of Service. Service Provider and Customer hereby agree as follows:

1. Service Commitment

The Service Provider will use commercially reasonable efforts to achieve a Monthly Uptime Percentage (defined below) of at least 99.5%, in each case during any monthly billing cycle (the "Service Commitment"). In the event the Service Provider does not meet the Service Commitment, the Customer will be eligible to receive a Service Credit as described below. These credits are the Customer's exclusive remedy for any failure by Service Provider to meet the Service Provider's SLA.

2. Definitions

The following terms shall be given the meaning set forth below:

"Downtime" means the time in which any Service Provider's cloud-based service is not capable of being accessed or used by the Customer, as monitored by the Service Provider.

"Monthly Uptime Percentage" is calculated by subtracting from 100% the percentage of continuous 5-minute periods of Downtime suffered in a month. Monthly Uptime Percentage measurements exclude downtime resulting (directly or indirectly) from any Service Provider's SLA Exclusions defined below.

A "Service Credit" is a credit denominated in USD, calculated as set forth below, that we may credit back to an eligible account.

3. Service Credits

Credits are issued as a financial reimbursement if the Service Provider does not meet the Service Provider SLA for the monthly billing cycle in which the Downtime occurred. Upon approval of a claim we will provide the applicable remedy set forth below:

Monthly Uptime PercentageService Credit

Less than 99.5% but >= 99.0%

10% of the monthly fee

Less than 99.0% but >= 95.0%

30% of the monthly fee

Less than 95.0% but >= 90.0%

50% of the monthly fee

Less than 90.0%

75% of the monthly fee

We will apply any Service Credits only against future payments otherwise due from you. Service Credits will not entitle the Customer to any refund or other payment from the Service Provider. A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than $1 USD. Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the Terms of Service, the Customer's sole and exclusive remedy for any unavailability, non-performance, or other failures by the Service Provider to provide the Service Provider's cloud-based services is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

4. Claim Procedure

To receive a Service Credit, the Customer must submit a claim by sending an email to To be eligible, the credit request must be received by us by the end of the second billing cycle after which the incident occurred and must include the following information:

  • Customer name, registered email address.

  • The name of the service to which the claim relates

  • Information supporting each claim of Downtime, including date, time, and a description of the incident and affected service, all of which must fall within the billing cycle for which you are submitting a claim.

If the Monthly Uptime Percentage of such a request is confirmed by us and is less than the Service Commitment, then we will issue the Service Credit to you within one billing cycle following the month in which your request is confirmed by us. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.

5. Service Provider SLA Exclusions

The following are not counted as Downtime for the purpose of calculating the Monthly Uptime Percentage:

Service unavailability caused by scheduled maintenance of the platform used to provide the applicable service (Service Provider will endeavor to provide seven days advance notice of service-affecting scheduled maintenance).

Service unavailability caused by events outside of the direct control of the Service Provider or its subcontractor(s), including any force majeure event, the failure or unavailability of the Customer's systems, the Internet, and the failure of any other technology or equipment used to connect to or access the service.

Service unavailability that resulted from any actions or inactions of Customer or any third party (other than the Service Providers direct hosting subcontractor); Service unavailability that resulted from Customer's equipment, software, or other technology and/or third-party equipment, software, or other technology (other than third-party equipment within our direct control);

Service unavailability arising from our suspension and termination of Customer's right to use Service Provider's cloud-based services in connection with any breach by you of the Terms of Service or otherwise in accordance with the Terms of Service. If availability is impacted by factors other than those used in our Monthly Uptime Percentage calculation, then we may issue a Service Credit considering such factors at our discretion.

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