1.1 Services Commitment. The uptime service level requirements for the Lyve Cloud Services and Lyve Cloud Archive Services, as applicable, are described here. Company’s remedies and Seagate obligations for any Services performance issues are exclusively provided here.
(a) "Lyve Cloud Services" means the Services directly related to computer software applications, tools, application programming interfaces, and connectors provided by Seagate as its data storage online platform as a service offering, together with the programs, portals, tools, software, networks and equipment that Seagate uses to make such platform available to its customers for processing, hosting, computation, collection, recording, organization, structuring, storage, adaptation, alteration, retrieval, consultation, use, transmission, dissemination, or otherwise making available, alignment, combination, restriction, erasure, or destruction of Stored Data.
(b) "Lyve Cloud Archive Services" means the Services directly related to computer software applications, tools, application programming interfaces, and connectors provided by Seagate as its data storage online platform as a service offering, together with the programs, portals, tools, software, networks and equipment that Seagate uses to make such platform available to its customers for processing, hosting, computation, collection, recording, organization, structuring, storage, adaptation, alteration, retrieval, consultation, use, transmission, dissemination, or otherwise making available, alignment, combination, restriction, erasure, or destruction of Stored Data where the data is stored in one data center (that is, one availability zone data center), with throughput of about 6TB in a 24-hour period for read functions.
(c) Monthly Update. At the end of each month, Seagate shall calculate the month’s Monthly Uptime.
(d) Monthly Uptime Requirements. At the end of each month, Seagate shall calculate the Services Credits as a percentage of the total fees owed by Company for the applicable Services affected for the respective Monthly Uptime as set out below.
Lyve Cloud Services Monthly Uptime Ranges
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Services Credits
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Less than 99.5% but greater than or equal to 99.0%
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10%
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Less than 99.0% but greater than or equal to 95.0%
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25%
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Less than 95.0%
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100%
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Lyve Cloud Archive Services Monthly Uptime Ranges
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Services Credits
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Less than 99.0% but greater than or equal to 95.0%
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50%
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Less than 95.0%
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100%
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1.2 Monthly Uptime Calculation. As applicable for each of the Services, Seagate shall calculate the Monthly Uptime (defined below) by subtracting from 100% the average of the Error Rate from each 5-minute interval in the applicable month. Seagate shall calculate the Error Rate for each of the Services as a percentage for each 5-minute interval in the monthly billing cycle. If Company does not make any requests in a 5-minute interval, that interval will be deemed to have a 0% error rate.
"Monthly Uptime" means 100% - Error Rate%, as applicable for each of the Services.
"Error Rate%" means the quotient where the numerator ‘Company’s number of errors returned by the applicable Services’ is divided by the denominator ‘Company’s number of requests for the applicable request type’.
"Services Credits" means, as to a particular month in which Seagate provides the Services within the applicable Monthly Uptime range, the monthly credit amount for such Services that is calculated as the Services Credits percentage for such Monthly Uptime range multiplied by the fees for such Services (as set out in the Order) for such month. Each of the different Services can have its own Services Credit. By way of example, if the Lyve Cloud Services Monthly Uptime in Month X is 96% and the Lyve Cloud Services fees for Month X are $10,000, then Seagate shall invoice Company $10,000 * 75% = $7,500. By way of another example, if the Lyve Cloud Archive Services Monthly Uptime in the same Month X is 98% and the Lyve Cloud Archive Services fees for Month X are $20,000, then Seagate shall invoice Company $20,000 * 50% = $10,000.
1.3 Application of Services Credits. Seagate shall apply the Services Credits against the payments then owed by Company for the applicable Services. The Services Credits do not entitle Company to any refund or other payment from Seagate. The Services Credits cannot be transferred or applied to any other account. The Services Credits are Company’s exclusive remedy for Seagate’s failure to provide the Services as warranted.
1.4 Services Credit Request Procedures. To receive a Services Credit, Company must submit a written claim to Seagate with the words “Lyve Services Credit Request” in the subject line. Company must submit the claim by the end of the second month after the month in which the Services Credit accrues. The claim must identify the month for which Company claims Services Credits together with the dates and times of any incident that adversely affected the Monthly Uptime service levels. The claim must also include Company’s request logs that document claimed incidents when the Services did not meet the Monthly Uptime service levels.
1.5 Credit Issuance. Seagate shall confirm the actual Monthly Uptime applicable to the Services Credit request. Seagate shall issue a Services Credit to Company as described below pursuant to the actual Monthly Uptime. Seagate shall issue the Services Credit to Company within 1 billing cycle after the confirmed request. This Service Level Requirements document describes the maintenance and technical support Seagate provides under the Agreement. Company’s sole and exclusive remedy and Seagate sole and exclusive obligation for any uptime or support issue are as provided in this Service Level Requirements document.
2. Monthly Uptime Exclusions
2.1 Monthly Uptime Exclusions. The Monthly Uptime will exclude errors related to any of the following exclusions in this section.
2.2 Events Beyond Seagate’s Control. The Monthly Uptime requirement does not apply to the extent it is affected by events outside of Seagate’s reasonable control, including Internet access constraints beyond the demarcation point of the Services or force majeure events as defined in the Agreement.
2.3 Company or Third-party Causes. The Monthly Uptime requirement does not apply to the extent it is affected by any actions or inactions of Company or any third party or to the extent the Monthly Uptime is affected by Company’s equipment, software, other technology, or third-party equipment, software or other technology (other than third-party equipment within Seagate’s direct control).
2.4 Planned Downtime. The Monthly Uptime requirement does not apply during planned and announced downtime for upgrades to Services.
2.5 Temporary Suspension. The Monthly Uptime requirement does not apply during any suspension, expiration or termination of Company’s right to use the Services in accordance with the Agreement.
2.6 Other Factors. If the Monthly Uptime is impacted by factors other than those used in Seagate’s calculation of Monthly Uptime, then Seagate may issue a Services Credit to Company considering those factors at Seagate’s discretion.
3.1 Successful Access. Seagate has a fair-use policy mechanism to ensure that all Seagate customers can successfully access and use the Services regardless of the load conditions. Seagate strives to prevent Users from using excess Services at the expense of other Users.
3.2 Dynamic Controls. For each account, Seagate dynamically controls the amount of concurrent API requests as well as the upload, download, and Services resources.
3.3 Resource Allocation. The resource allocations for each account depend on the storage volume. For example, an account with 1 PB or more of Lyve Cloud Services storage will receive a higher resource allocation than an account with 1 TB of Lyve Cloud Services storage.
