Service Level Agreement (SLA)

Acceptance of Terms

By accessing, connecting to, or using the website, account, or any of the products and services, you acknowledge that you have read, understood, and agreed to the following provisions of this Service Level Agreement ("SLA"), and you agree to be bound by them and comply with all the provisions related to your use of the website, account, and the products and services. You acknowledge and agree that this SLA constitutes a binding and enforceable legal contract between IMS - Network and you.

Terms capitalized herein but not defined shall have the meanings ascribed to them in the Terms, SLA, or Privacy Policy, as applicable.

If you do not agree to this SLA, please do not access, connect to, or use the website, account, and/or any of the products and services.

Customers acknowledge and agree that while the products and services operate and are available at least 99.9% of the time, certain products and services may be unavailable continuously and without issues due to various reasons.

Definitions

The following definitions shall apply to this SLA:

• "Service Year" means a period of 12 months during which IMS - Network provides the relevant SLA service to the customer.
• "99.9%" means potential unavailability of any SLA services for up to 8 cumulative hours during each Service Year.

SLA Services

This SLA applies to our cloud products and services as described in the Terms of Use.

Compensation Amount

If IMS - Network fails to meet the agreed service level (SLA), as detailed in Section 2 above, IMS - Network will credit the customer with one month of services (pertaining only to the service that failed), free of charge, up to a maximum of USD 5,000, limited to once every 12 months.

Eligibility for Service Level Compensation

To be eligible for any compensation under this SLA, the customer must:

1. Submit a written claim to IMS - Network customer support regarding any case where compensation is believed to be relevant (the "Claim"). The claim must be submitted within 14 days of the incident.
2. Provide IMS - Network customer support with all relevant details regarding the claim, including a detailed description of the incident, the time duration it occurred, affected accounts, and any attempts by the customer to resolve the incident.

IMS - Network will review each claim with utmost care. If IMS - Network, at its sole discretion, accepts the customer’s claim, the relevant compensation will be provided, subject to the provisions of this SLA.

SLA Exceptions

The customer will not be entitled to any compensation or credit under this SLA in the following cases:

• Circumstances beyond the control of IMS - Network, including acts of force majeure, acts, or omissions of a third party not involved or approved by IMS - Network.
• Unavailability, interruption, or delay in communication outside IMS - Network’s control.
• Failure or delay of third-party services or software.
• Corrupted backup files.
• The customer’s failure to follow any recommendations or guidelines from IMS - Network regarding matters related to SLA services or to implement improvements and updates to customer resources.
• Usage or traffic patterns exceeding the reasonable parameters of the customer's specific installation.
• Downtime due to scheduled maintenance, provided that at least 7 days’ notice was given by IMS - Network.
• Downtime due to any interruption or cessation of network connectivity or infrastructure.
• Downtime due to emergency maintenance, provided that at least 24 hours’ notice was given by IMS - Network.
• DNS issues outside IMS - Network’s control.
• Incorrect reports of SLA violations resulting from outages or errors in any IMS - Network measurement system.
• Acts or omissions of the customer, including negligence, willful misconduct, or use of SLA services in violation of the Terms or any applicable law.
• At IMS - Network’s sole discretion and for any reason.

Notwithstanding the foregoing, IMS - Network will only offer service-level compensation or credits for malfunctioning directly attributable to IMS - Network itself, in accordance with the terms and provisions of these Terms and this SLA. IMS - Network will not be responsible or offer any compensation or credits for malfunctions caused by any third party, including factors beyond reasonable control, failure to implement instructions and modifications from IMS - Network, and acts or omissions by the customer, its employees, agents, contractors, suppliers, or any other party acting on its behalf.

Force Majeure

No party shall be liable for losses or damages caused by non-performance or delayed performance of their obligations under this SLA to the extent such non-performance or delay was caused by circumstances constituting force majeure, including strikes, riots, fires, floods, wars, terrorist attacks, hurricanes, earthquakes, windstorms, acts of God, acts of state or public authorities, or other causes beyond the reasonable control of the affected party.

Miscellaneous

A. The laws of the State of Israel shall govern this SLA, and the exclusive venue and jurisdiction for any matter arising from or related to this SLA shall be the competent courts of Tel Aviv-Yafo.

B. No failure, delay, or waiver by any party in exercising any power or right under this SLA shall limit or diminish that party's rights and powers under this SLA, or constitute a waiver of any breach or non-performance of any term by either party.

C. The customer may not assign or delegate any right, obligation, or responsibility under this SLA to any third party without the express written consent of IMS - Network. Any unauthorized assignment or delegation shall be null and void. IMS - Network may assign this SLA without the need for any consent, but with notice to the customer.

D. If any provision of this SLA is determined to be invalid or unenforceable under applicable law, such determination shall not affect the remaining provisions of this SLA.

E. The preamble to this SLA forms an integral and inseparable part of the agreement.