Service Level Agreement (SLA)

Article 1. Definitions

1.1 In this Service Level Agreement, the following definitions apply (in addition to definitions defined in the Agreement):

Outages: means unavailability of the Service not defined as Planned Outages.
Planned Outages: means unavailability of the Service arising from (a) events described in Section 7.1 of this Service Level Agreement, or (b) Planned Downtime, except for Emergency Downtime.Planned Downtime: means scheduled downtime of the Service for which Ireckonu shall schedule during those hours which in Ireckonu reasonable determination will be the least impacting for Customer. Ireckonu shall notify Customer of scheduled downtime at least twenty-four (24) hours in advance. All scheduled downtime shall last no more than two (2) hours and shall occur no more frequently than two (2) times per month.
Emergency Downtime: means maintenance with respect to the Service that must be performed immediately, regardless of the time of day. Such maintenance corrections may be performed at any time without notice but Ireckonu will use commercially reasonable efforts to notify Customer thirty (30) minutes prior to the event’s occurrence. Emergency Downtime shall be considered an Outage.

Article 2. Service Availability

2.1 Ireckonu (or Ireckon) will use commercially reasonable efforts to provide a level of uptime for the Service as outlined in the Service Level Agreements of Microsoft Azure products, but no more than to a level of the minimum guaranteed uptime as outlined in the agreements from Microsoft. Please refer to the following link outlining Microsoft Azure services and SLAs attached the products (https://azure.microsoft.com/en-us/support/legal/sla/).
2.2 This excludes Planned Outages (“Monthly Availability Percentage”). Monthly Availability Percentage shall also exclude any unavailability that results from (a) modifications to Hospitality Systems, hardware, system applications, database or (other) applications that is outside of the Service and not provided or authorized by Ireckonu; (b) failures of the same as under (a) and/or Customer’s or third-party’s systems, services, network, power, hardware or software; or (c) actions or inactions of Customer and/or or third-parties. Any unavailability that results from Ireckonu actions, inactions, or default of its obligations under the Agreement shall not be excluded from the Monthly Availability Percentage except to the extent such action, inaction or default falls within the definition of Planned Outages.

2.3 The Monthly Availability Percentage will be calculated by dividing the total number of minutes in a given calendar month minus the total number of minutes of Planned Outages in a calendar month minus the total number of minutes of Outages the calendar month, divided by the total number of actual minutes in such month minus the total number of minutes of Planned Outages and multiply by one hundred (100).

3. Required Initial Response And Resolution Time

3.1 All Errors will be handled according to priority level outlined below:

3.2 To the extent that the Error report is escalated to the Ireckonu development group, either (a) the issue is determined to be a newly reported case and will be corrected in a future release of the Service, or (b) based on operational urgency, will be applied as a hot fix via Emergency Downtime. The Priority Level of the case will determine when a correction will be applied.
3.3 Please note that all incident registrations not related to or covered within this SLA for the Service, will be charged time material additionally in a monthly invoice to the Customer.
3.4 With respect to any Critical Service Error support request, unless the Error is corrected within one (1) hour of receipt, Ireckonu shall escalate that support request to the appropriate Ireckonu support personnel, including, as applicable, the Ireckonu Service Manager and Ireckonu management or engineering personnel.

4. Contacting Company And Customer For Support

4.1 Prior to “Go-Live,” Ireckonu will provide Customer with the relevant contact information, telephone numbers, email address, escalation procedures, and other means of communications to report potential service cases. Ireckonu maintains an active twenty-four (24) hour, seven (7) day per week, three hundred sixty-five (365) day per year machine-based, monitoring service for the Service provided to Customer.

5. Service Availability Reports

5.1 Within thirty (30) days after the end of each calendar month, Ireckonu shall provide to Customer a report describing the availability and other performance of the Service during that calendar month and the calendar year-to-date as compared to the availability requirement. The report shall be in electronic or such other form as Customer may approve in writing and shall include, at a minimum: (a) the actual performance of the Service relative to the availability requirement; and (b) if Service performance has failed in any respect to meet or exceed the availability requirement during the reporting period, a description in sufficient detail to inform Customer of the cause of such failure and the corrective actions the Ireckonu has taken and will take to ensure that the availability requirement is fully met.

6. Remedies For Service Availability Failures

6.1 If the actual availability of the Service is less than 75% in any two (2) of four (4) consecutive calendar months, then, in addition to all other remedies available to Customer, Customer may terminate the Agreement and/or any Service Order on written notice to Ireckonu with no liability, obligation or penalty to Customer by reason of such termination. Otherwise, terms and conditions as outlined in the Master Services Agreement apply.

7. Limitations

7.1 This SLA and any applicable Service Levels do not apply to any performance or availability issues due to:

a) Circumstances not attributable to Ireckonu, including as described in the Force Majeure provision in the main agreement;
b) The result from the use of services, systems (including Hospitality Systems), hardware, or software not provided by Ireckonu, including, but not limited to, issues resulting from inadequate bandwidth or related to third-party software or services;
c) Use of a Service after Ireckonu advised Customer to modify Customer’s use of the Service, if Customer did not modify Customer’s use as advised;
d) A preview, pre-release, beta or trial versions of a Service, feature or software (as determined by Ireckonu) or to purchases made using Microsoft subscription credits;
e) The result of unauthorized action or lack of action when required, or from the negligence of Customer’s employees, agents, contractors, or vendors, or anyone gaining access to Ireckonu’s network by means of Customer’s passwords or equipment, or otherwise resulting from Customers failure to follow appropriate security practices;
f) A failure to adhere to any required configurations, use supported platforms, follow any policies for acceptable use, or Customer’s use of the Service in a manner inconsistent with the features and functionality of the Service (e.g., attempts to perform operations that are not supported) or inconsistent with Ireckonu’s published guidance;
g) Faulty input, instructions, or arguments (e.g., requests to update rooms or user status that do not exist);
h) Attempts to perform operations that exceed prescribed quotas or that resulted from Ireckonu’s throttling of suspected abusive behavior;
i) Customer use of Service features that are outside of associated Support Windows;
j) Exceptions as defined in Article 4.5.8 of the main agreement;
k) Customer’s use of the Service in breach of the Agreement; or
l) Licenses or support fee reserved, but not paid for, at the time the incident occurs.