Legal
Service Level Agreement
This SLA is Exhibit A to the Master Cloud Services Agreement between IFORELS Inc. and the customer. It sets out availability commitments, the definition and measurement of Downtime, and the service credits that are the customer's sole and exclusive remedy for availability failures on Standard Reservations. Enhanced commitments are available under Enterprise Agreements.
Last updated · June 2025
1. Availability commitment
Provider uses commercially reasonable efforts to maintain the availability of each Instance during its Reservation Period, measured at the individual Instance level. Availability is computed in full clock hours over the Reservation Period.
2. Downtime
Downtime means any period during which an Instance is unavailable due to:
- failure of Provider's infrastructure, hardware, networking, or software; or
- failure of any third-party infrastructure partner engaged by Provider.
Downtime is measured in full clock hours only; partial hours are not counted.
3. Excluded Downtime
Downtime excludes unavailability arising from:
- Scheduled Maintenance with at least forty-eight (48) hours' prior notice;
- Customer acts, omissions, or misconfigurations;
- force majeure events;
- suspension under the Acceptable Use Policy;
- Customer's breach of the Agreement;
- Customer's ISP, on-premise, or network failures;
- third-party attacks targeting Customer's applications; and
- emergency maintenance to prevent imminent harm to Customer Data or platform integrity, with notice provided as soon as practicable.
4. Service credits — Standard Reservations
For each full clock hour of Downtime, Customer receives a credit equal to (Standard Rate × GPUs in Instance). No credits accrue for partial hours.
| Downtime duration | Credit |
|---|---|
| < 1 full clock hour | No credit |
| 1–24 hours | Standard Rate × GPUs × hours of Downtime |
| > 24 consecutive hours | Full credit for affected hours; Customer may cancel the affected Reservation without cancellation fee. |
Monthly credit cap. Aggregate credits shall not exceed the total fees payable for the affected Instance in the applicable calendar month.
5. Claims process
- Submit a credit claim within fifteen (15) days after the end of the calendar month.
- Include the Instance ID, the date and time the Downtime began, the duration, and any supporting evidence (logs, screenshots, monitoring exports).
- Provider responds within ten (10) business days with approval, partial approval, or denial.
- Late filings waive the credit for the period in question.
6. Standard vs. Enterprise SLA — comparison
The following table summarizes the differences between the Standard Reservation SLA (this Agreement) and the enhanced SLA available under separately executed Enterprise Agreements. Enterprise terms apply only to customers with a signed Enterprise Agreement.
| Feature | Standard Reservation | Enterprise / Long-Term |
|---|---|---|
| Uptime target | Commercially reasonable efforts | ≥ 99.5% monthly CUP (weighted node-level) |
| Credit structure | Hour-for-hour, full hours only | Tiered: 10% / 25% / 50% / up to 100% |
| Credit basis | Affected Instance only | Eligible Fee Base with adjustments |
| Partial-hour credits | Not available | Available at enhanced tiers |
| Hardware replacement | Commercially reasonable | 24-hour mandatory replacement |
| Maintenance notice | 48 hours | 72 hours; 12am–6am PT window |
| Max scheduled maintenance | Not specified | 8 hrs/month |
| Emergency maintenance | Notice ASAP | 4-hr minimum; > 2 hrs counts as Downtime |
| P1 incident response | Best effort | 15 min (24/7), 4-hr resolution target |
| Root-cause analysis | Not included | Mandatory for > 60 min incidents |
| Named account manager | Not included | Included |
| Performance floor | Not guaranteed | ≥ 90% of published peak TFLOPS |
| Data retrieval period | 7 days | Up to 30 days (negotiable) |
| Deletion certification | Upon request | Written NIST SP 800-88 certification |
| Early termination for SLA failure | Not available | CUP < 85% (single month) or < 95% (3 consecutive) |
| Liability cap | 3-month fees | 12-month fees (negotiable) |
7. Sole and exclusive remedy
For Standard Reservations, service credits are Customer's sole and exclusive remedy for any failure by Provider to meet service-level objectives, and Provider's failure to meet a service-level objective shall not constitute a material breach of the Agreement. Enhanced remedies, including early termination rights, are available only under separately executed Enterprise Agreements.
Legal inquiries: legal@iframe.ai