This Service Level Agreement applies to the Baseten Products & Services known as Dedicated Inference for which Baseten is the Hosting Party (the “SLA Service”).
1. definitions
The following capitalized terms will have the definitions set forth below:
1.1 “Force Majeure” means any act, event, or occurrence beyond Baseten’s reasonable control, including, without limitation, issues arising from bugs or other problems in the software, firmware or hardware of Baseten’s suppliers, outages or issues with upstream providers or network carriers, acts of God, fires, floods, storms, landslides, epidemics, lightning, earthquakes, drought, blight, famine, quarantine, blockade, governmental acts or inaction, orders or injunctions, war, insurrection or civil strife, sabotage, explosions, labor strikes, work stoppages, and acts of terror.
1.2 “Scheduled Downtime” means the total amount of time during any calendar month, measured in minutes, during which Customer is not able to access the SLA Service due to planned system maintenance performed by Baseten. Baseten will provide Customer with reasonable prior notice of such Scheduled Downtime.
1.3 “Total Monthly Time” means the total minutes in the relevant calendar month less Scheduled Downtime. For any partial calendar month during which Customer subscribes to the SLA Service, availability will be calculated based on the entire calendar month, not just the portion for which Customer subscribed.
1.4 “Unscheduled Downtime” means the total amount of time during any calendar month, measured in minutes, during which the Customer is not able to access the features and functions of the SLA Service as a result of a cause within Baseten’s control, other than Scheduled Downtime. For the avoidance of doubt, and without limiting the foregoing, Unscheduled Downtime shall not include any period during which the SLA Service is unavailable as a result of (i) non-compliance by Customer with any provision of this SLA; (ii) incompatibility of Customer’s equipment or software with the SLA Service; (iii) actions or inactions of Customer or third parties; (iv) Customer’s use of the SLA Service after Baseten has advised Customer to modify its use of the SLA Service, if Customer did not modify its use as advised; (v) acts or omissions of Customer or Customer’s employees, agents, contractors, or vendors, or anyone gaining access to the SLA Service by means of Customer’s passwords or equipment; (vi) performance of Customer’s systems or the Internet; (vii) any systemic Internet failures; (viii) network unavailability or Customer’s bandwidth limitations; (ix) failures of Baseten’s third-party hosting or other third-party providers; (x) a Force Majeure; or (xi) Scheduled Downtime.
1.5 “System Availability” means, with respect to any particular calendar month, the ratio obtained by subtracting Unscheduled Downtime during such month from the Total Monthly Time, and thereafter dividing the difference so obtained by the Total Monthly Time. Represented algebraically, System Availability for any particular calendar month is determined as follows:
2. System performance
Baseten will undertake commercially reasonable measures to ensure that System Availability of Baseten Products & Services for which Baseten is the Hosting Party equals or exceeds ninety-nine point nine percent (99.9%) during each calendar month (the “Service Standard”). All measurements of System Availability will be calculated on a monthly basis for each calendar month during the Term based on the records of Baseten’s third party service provider responsible for monitoring System Availability.
3. customer requirements
Customer is responsible for maintenance and management of its computer network(s), servers, and software, and any equipment or services related to maintenance and management of the foregoing. Customer is responsible for correctly configuring its systems in accordance with any instructions provided by Baseten, as may be necessary for provision of access to the features and functions of the SLA Service.
4. Remedy
4.1 Service Credits. In the event the SLA Service fails to meet the Service Standard in a given month, Customer will be entitled to a service credit as set forth in the table below (“Service Credit”). Service Credits will be made in the form of a monetary credit applied to future use of the SLA Service.
4.2 Maximum Service Credits. The maximum amount of Service Credits that Baseten will issue to Customer for Unscheduled Downtime in a single calendar month will not exceed forty percent (40%) of the amount due by Customer for the applicable SLA Service for the applicable month.
4.3 Customer Must Request Service Credits. Customer must request such Service Credits by sending an e-mail identifying the date and time of the Unscheduled Downtime for which Customer is requesting Service Credits, with sufficient evidence (including description of the incident and duration of the incident) to billing@baseten.co within twenty four hours following such Unscheduled Downtime. If Customer fails to request any Service Credits to which Customer is entitled in accordance with this Section 4.3, Baseten will have no obligation to issue such Service Credits to Customer.