Company
Rollbase Service Level Agreement

Effective Date: August 1, 2010

This Rollbase Service Level Agreement ("SLA") is a policy governing the use of the Rollbase Platform ("Rollbase") under the terms of the Rollbase User Agreement & Terms of Use (the "Rollbase Agreement") between Rollbase, Inc ("Rollbase", "us" or "we") and users of Rollbase services ("you"). This SLA applies separately to each account using Rollbase. Unless otherwise provided herein, this SLA is subject to the terms of the Rollbase Agreement and capitalized terms will have the meaning specified in the Rollbase Agreement. We reserve the right to change the terms of this SLA in accordance with the Rollbase Agreement.

Service Commitment

Rollbase will use commercially reasonable efforts to make Rollbase available with a Monthly Uptime Percentage (defined below) of at least 99.9% during any month (the "Service Commitment"). In the event Rollbase does not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.

Definitions
  • "Service Disruption" is the inability of Rollbase to accept incoming authentication requests and successfully log you in.
  • "Monthly Uptime Percentage" is calculated by subtracting from 100% the total estimated Service Disruption period.
  • A "Service Credit" is a dollar credit, calculated as set forth below, that we may credit back to an eligible Rollbase account.
Service Credits

Service Credits are calculated as a percentage of the total charges paid by you for Rollbase for the billing cycle in which the Service Disruption occurred in accordance with the schedule below.

Monthly Uptime PercentageService Credit Percentage
Equal to or greater than 99% but less than 99.9%10%
Less than 99%25%

Rollbase SLA

We will apply any Service Credits only against future Rollbase payments otherwise due from you. Service Credits shall not entitle you to any refund or other payment from Rollbase. A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than one dollar ($1 USD). Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the Rollbase Agreement, your sole and exclusive remedy for any unavailability or non-performance of Rollbase or other failure by us to provide Rollbase is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA or termination of your use of Rollbase.

Credit Request and Payment Procedures

To receive a Service Credit, you must submit a request by sending an e-mail message to support@rollbase.com. To be eligible, the credit request must (i) include your account name in the subject of the e-mail message (the account name can be found at the top right of the page when you are logged in to Rollbase); (ii) include, in the body of the e-mail, the dates and times of each incident of Service Disruption that you claim to have experienced; and (iii) be received by us within ten (10) business days after the end of the billing cycle in which the Service Disruption occurred. If the Monthly Uptime Percentage applicable to the month of such request is confirmed by us and is less than 99.9%, then we will issue the Service Credit to you within one billing cycle following the month in which the error occurred. Your failure to provide the request and other information as required above may disqualify you from receiving a Service Credit.

Rollbase SLA Exclusions

The Service Commitment does not apply to any unavailability, suspension or termination of Rollbase, or any other Rollbase performance issues: (i) that result from a breach by you in the Term and Termination described in Section 5 of the Rollbase Agreement; (ii) caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of Rollbase; (iii) that result from any actions or inactions of you or any third party; (iv) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control); or (v) arising from our suspension and termination of your right to use Rollbase in accordance with the Rollbase Agreement (collectively, the "Rollbase SLA Exclusions"). If availability is impacted by factors other than those used in our calculation of the Monthly Uptime Percentage, we may issue a Service Credit considering such factors in our sole discretion.