CWP Service Level Agreement

Last updated: 2020-01-09 10:19:34

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Cloud Workload Protection Service Level Agreement

In order to use the Tencent Cloud Workload Protection service (the “Service”), you should read and observe this Cloud Workload Protection Service Level Agreement (this “Agreement”, or this “SLA”) and the Tencent Cloud Service Agreement. This Agreement contains, among others, the terms and definitions of the Service, Service availability and Service uptime metrics, compensation plan and release of liabilities. Please carefully read and fully understand each and every provision hereof, and the provisions restricting or releasing certain liabilities, or otherwise related to your material rights and interests, may be in bold font or underlined or otherwise brought to your special attention.

Please do not purchase the Service unless and until you have fully read, and completely understood and accepted all the terms hereof. By clicking “Agree”/“Next”, or by purchasing or using the Service, or by otherwise accepting this Agreement, whether express or implied, you are deemed to have read, and agreed to be bound by, this Agreement. This Agreement shall then have legal effect on both you and Tencent Cloud, constituting a binding legal document on both parties.

1. Terms and Definitions

1.1 Tencent Cloud Workload Protection Service: means the product features (both basic edition and professional edition) provided by Cloud Workload Protection. The Service Availability of professional edition is no less than 99% while the basic edition is free to use with no guarantee of Service level. For details, please refer to the Service you purchase and the contents of the Service provided by Tencent Cloud.

1.2 Service Unavailability: The failure or malfunction of the security function caused by the abnormality of the Cloud Workload Protection Service system (for example, the security feature cannot be used, and the product cannot be started or uninstalled).

1.3 Service Downtime Calculated in Minutes: Service Downtime Calculated in Minutes = the time when the Service Unavailability of the Service is fixed – the time when the Service Unavailability of the Service starts. Such downtime will be calculated in minutes, and when the downtime, or an unrounded portion thereof, is less than sixty (60) seconds, it will be rounded up to one (1) minute. For example, if the actual downtime is one (1) minute and one (1) second, the Service Downtime Calculated in Minutes is two (2) minutes. If the Service Unavailability of the Service is fixed within one (1) minute, which means that the actual downtime of the Service is less than one (1) minute, such downtime will not be counted towards the Service Downtime.

1.4 Service Month(s): means the calendar month(s) within the term of the Service purchased by you. For example, if you purchase the Service for a term of three months starting from March 17, there will be four (4) Service Months (the first Service Month from March 17 to March 31, the second from April 1 to April 30, the third from May 1 to May 31, and the fourth from June 1 to June 16). The availability of the Service will be calculated independently for each Service Month.

2. Service Availability

2.1 Calculation of Service Availability

Service Availability = ((total time of a Service Month calculated in minutes - Service Downtime Calculated in Minutes within a Service Month) / total time of a Service Month calculated in minutes) × 100%.

2.2 Service Availability Standard

The Service Availability of the Service provided by Tencent Cloud will be no less than 99%. You are entitled to the compensation as set forth in Section 3 below if the Service Availability fails to meet the aforementioned standard, other than in any circumstance as provided for in the release of liabilities provisions below.

3. Service Compensation

In respect of this Service, if the Service Availability fails to meet the abovementioned standard, you will be entitled to compensations in accordance with the following terms:

3.1 Standards of Compensation

(1) Compensations will be made in the form of voucher by Tencent Cloud, and you should follow the rules for using the voucher (including the valid term; for details, please refer to the rules of vouchers published on Tencent Cloud’s official website). You cannot redeem such voucher for cash or request to issue an invoice for such voucher. Such voucher can only be used to purchase the Service by using your Tencent Cloud account. You cannot use the voucher to purchase other services of Tencent Cloud, nor should you give the voucher to a third party for consideration or for free.

(2) If the Service Availability for a Service Month fails to meet the standard, the amount of compensation will be calculated for such month independently, and the aggregate amount shall be no more than the applicable monthly Service fee paid by you for such month (the monthly Service fee referred to herein shall exclude the fee deducted by a voucher or promotional coupon, Service fee discounted or waived, or fees otherwise deductible). This section only applies to users of the professional edition of Cloud Workload Protection. Users of the free basic edition are not entitled to the compensation specified herein, and the calculation of compensation therefor is based on the number of affected devices.

Service Availability (Av) for a Service Month Value of Compensation Voucher
99% > Av ≥ 90% 10% of the monthly Service fee
90% > Av ≥ 80% 25% of the monthly Service fee
80% > Av 100% of the monthly Service fee

3.2 Time Limit for Compensation Application

(1) If the Service Availability for a Service Month fails to meet the abovementioned Service Availability standard, you may apply for compensation through (and only through) the support ticket system under your relevant account after the fifth (5th) business day of the month immediately following such Service Month. Tencent Cloud will verify and ascertain your application upon receipt of such application. If there is any dispute over the calculation of the Service Availability for a Service Month, both parties agree that the back-end record of Tencent Cloud will prevail.

(2) You should apply for such compensation no later than sixty (60) calendar days following the expiry of the applicable Service Month in which the Service Availability fails to meet the standard. If you fail to make any application within such period, or make the application after such period, or make the application by any means other than that agreed herein, it shall be deemed that you have voluntarily waived your right to apply for such compensation and any other rights you may have against Tencent Cloud, in which case Tencent Cloud has the right to reject your application for compensation and not to make any compensation to you.

3.3 Application Materials for Compensation

If you believe that the Service fails to meet the Service Availability standards specified herein, you may submit the compensation application within the period set forth in this SLA. Your compensation application shall be submitted along with at least the following documents:

(1) a detailed incident description report, including the specific date, time, duration and other details relating to Service unavailability;

(2) other information reasonably requested by Tencent Cloud.

4. Release of Liabilities

If the Service is unavailable due to any of the following reasons, the corresponding Service Downtime shall not be counted towards Service Unavailability period, and is not eligible for compensation by Tencent Cloud, and Tencent Cloud will not be held liable to you:

4.1 the Service is unavailable or fail to meet the Service Availability standard due to the act of You or your end users, which poses a security threat to the Service provided by Tencent Cloud, or is fraudulent or illegal;

4.2 the Service is unavailable or fail to meet the Service Availability standard due to the device, software or technology of You or any third party (not directly controlled by Tencent Cloud);

4.3 the Service is unavailable or fail to meet the Service Availability standard due to your failure to use the products in accordance with the specification required by Tencent Cloud;

4.4 the Service is unavailable or fail to meet the Service Availability standard due to your violation of any Tencent Cloud products’ terms;

4.5 the Service is unavailable or fail to meet the Service Availability standard due to your non-payment or delay in payment;

4.6 the Service is unavailable or fail to meet the Service Availability standard due to a severe malfunction of a network operator;

4.7 the Service is unavailable or fail to meet the Service Availability standard due to your non-compliant or illegal use of Tencent Cloud products;

4.8 the Service is unavailable or fail to meet the Service Availability standard due to the maintenance or upgrade of any network, hardware or service (Tencent Cloud will notify you in advance of the schedule of maintenance in accordance with reasonable business principles);

4.9 the Service is unavailable or fail to meet the Service Availability standard due to any event of force majeure;

4.10 the Service is unavailable or fail to meet the Service Availability standard due to your or your end users’ failure to handle the security alerts in a timely manner;

4.11 the Service is unavailable or fail to meet the Service Availability standard due to any reason not attributable to Tencent Cloud;

4.12 the Service is unavailable or fail to meet the Service Availability standard due to compatibility issues caused by your or your end users’ installation of Cloud Workload Protection agent in a non-Tencent Cloud Standard System;

4.13 any other circumstances in which Tencent Cloud will be exempted or released from its liabilities (for compensation or otherwise) according to relevant laws, regulations, agreements or rules, or any rules or guidelines published by Tencent Cloud separately.

5. Miscellaneous

5.1 The parties hereto acknowledge and agree that, for any losses incurred by you during the course of using the Service due to any breach by Tencent Cloud, the aggregate compensation amount payable by Tencent Cloud shall under no circumstance exceed the total Service fees you have paid for the relevant Service which is not performed.

5.2 Tencent Cloud has the right to amend the terms of this Agreement as appropriate or necessary in light of changes in due course. You may review the most updated version of relevant Agreement terms on the official website of Tencent Cloud. If you disagree with such revisions made by Tencent Cloud to this Agreement, you have the right to cease using the Service; by continuing to use the Service, you shall be deemed to have accepted the Agreement as amended.

5.3 As an ancillary agreement to the Tencent Cloud Service Agreement, this Agreement is of the same legal effect as the Tencent Cloud Service Agreement. In respect of any matter not agreed herein, you shall comply with relevant terms under the Tencent Cloud Service Agreement. In case of any conflict or discrepancy between this Agreement and the Tencent Cloud Service Agreement, this Agreement prevails to the extent of such conflict or discrepancy. (End of Document).