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14 <br />Rev. 101019 <br />Saturday, Sunday, Wednesday or Thursday. <br /> <br />3. Kronos will use up to six (6) hours in any two (2) consecutive rolling months (specifically: <br />January and February; March and April; May and June; July and August; September and October; <br />November and December) to perform Customer Specific Maintenance, excluding any customer <br />requested Application updates. Downtime in excess of these six (6) hours will be deemed to be an <br />Outage. <br /> <br />4. Customer Specific Maintenance will occur between 12am-6am during Customer’s selected time <br />zone. <br /> <br />5. Excluding any customer requested Application updates, Kronos will provide notice for planned <br />downtime via an email notice to the primary Customer contact at least seven (7) days in advance <br />of any known downtime so planning can be facilitated by Customer. <br /> <br />6. Customer Specific Maintenance Windows also include additional maintenance windows mutually <br />agreed upon by Customer and Kronos. <br /> <br />7. In absence of instruction from Customer, Kronos will by default perform Maintenance in the time <br />zone where the Data Center is located. <br /> <br /> Non-Customer Specific Maintenance Period <br /> <br />Kronos anticipates non-Customer Specific Maintenance to be performed with no or little (less than <br />three hours per month) Customer downtime. If for any reason non-Customer Specific <br />Maintenance requires downtime, Kronos will provide as much notice as reasonably possible of the <br />expected window in which this will occur. Downtime in excess of three (3) hours per month for <br />Non-Customer Specific Maintenance will be deemed to be an Outage. <br /> <br />“Monthly Minutes (MM)” means the total time, measured in minutes, of a calendar month commencing at <br />12:00 am of the first day of such calendar month and ending at 11:59 pm of the last day of such calendar <br />month. <br /> <br />“Total Minutes Not Available (TM)” means the total number of minutes during the calendar month that the <br />Services are unavailable as the result of an Outage. <br /> <br />Reporting and Claims Process: Service Credits will not be provided if: (a) Customer is in breach or default <br />under the Agreement at the time the Outage occurred; or (b) the Outage results from an Excluded Event. <br /> <br />Kronos will provide Customer with an Application Availability report on a monthly basis for each prior <br />calendar month. Within sixty (60) days of receipt of such report, Customer must request the applicable <br />Service Credit by written notice to Kronos. Customer waives any right to Service Credits not requested <br />within this time period. All performance calculations and applicable Service Credits are based on Kronos <br />records and data unless Customer can provide Kronos with clear and convincing evidence to the contrary. <br /> <br />The Service Level Agreements in this Exhibit, and the related Service Credits, apply on a per production <br />environment basis. For the avoidance of doubt, Outages in one production environment may not be added <br />to Outages in any other production environment for purposes of calculating Service Credits. <br /> <br />Customer acknowledges that Kronos manages its network traffic in part on the basis of Customer’s utilization <br />of the Services and that changes in such utilization may impact Kronos’ ability to manage network traffic. <br />Therefore, notwithstanding anything else to the contrary, if Customer significantly changes its utilization of <br />the Services than what is contracted with Kronos and such change creates a material and adverse impact on <br />the traffic balance of the Kronos network, as reasonably determined by Kronos, the parties agree to co- <br />operate, in good faith, to resolve the issue.