Cadence Service Level Agreement

Introduction

This Cadence Service Level Agreement (hereafter “SLA”) is a policy governing the level of service that a Customer will receive from Cadence. This SLA is meant to be read in conjunction with any Statements of Work (hereafter “SOW”) or other agreements Customer has with Cadence governing Customer’s use of Cadence’s services.

Further, this SLA should be read in conjunction with Cadence’s Terms of Use between Customer and Cadence. Although this SLA covers areas of the services and support provided by Cadence, other contracts may include terms not covered by this SLA.

General Service Commitment

Cadence will use commercially reasonable efforts to make its Services available with a Monthly Uptime Percentage of at least 99.9%, in each case during any calendar month (the “Service Commitment”). In the event Cadence’s Services do not meet the Service Commitment, and so long as Customer’s account with Cadence is current, Customer will be eligible to receive a Service Credit as described below.

Definitions and Exclusions

“Downtime” means the time in which Cadence Services is not capable of being accessed or used by a Customer, as monitored by Cadence.

“Monthly Uptime Percentage” means the total number of minutes in a monthly billing cycle minus the minutes of Downtime suffered in a monthly billing cycle, divided by the total number of minutes in a monthly billing cycle.

“Exclusions from Downtime.” The following are not included as Downtime for the purpose of calculating Monthly Uptime Percentage:

1. Service unavailability caused by scheduled maintenance of the platform used to provide Cadence Services. Cadence will attempt to provide seven (7) days’ notice of service interruption by scheduled maintenance.
2. Service unavailability caused by events outside of the direct control of Cadence or its subcontractor(s), including any force majeure event (i.e. floods, war, acts of god, civil unrest, pandemics, etc.), the failure or unavailability of Customer’s systems, the Internet, and the failure of any other technology or equipment used to connect to or access the service.
3. Service unavailability due to Customer’s unauthorized changes to the configuration or set up of equipment, software or Services.
4. Service unavailability due to Customer preventing Cadence from performing required maintenance and updates.
5. Service unavailability due to Customer using unsupported mobile devices, equipment, software or other services.

This SLA does not apply if Customer is in breach of its contract with Cadence for any reason.

Service Credits

Credits are issued as a financial reimbursement if Cadence does not meet the Service Commitment as provided hereinabove for a particular calendar month of the ordered term. Upon approval of a claim Cadence will provide the applicable remedy set forth below:

We will apply any Service Credits only against future payments for the applicable Services otherwise due from you. Service Credits will not entitle you to any refund or other payment from Cadence. 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.

Credit Request and Payment Procedures

To receive a Service Credit for a particular calendar month, Customer must submit a claim by email to the support team within thirty (30) days of the end of the month during which the Service did not meet Cadence’s Service Commitment, and include the following information:

1. Customer name;
2. The name of the services to which the claim relates;
3. The name, email address and telephone number of Customer’s designated contact;
4. 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 calendar month for which you are submitting a claim.

If the Monthly Uptime Percentage of such request is confirmed by Cadence 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 Cadence. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit. Unless otherwise provided in the Agreement, this SLA sets forth your sole and exclusive remedies, and Cadence’s sole and exclusive obligations, for any unavailability, non-performance, or other failure by us to provide Cadence Services.