The Service Level Agreement below (“SLA”) supplements and amends the Terms of Service (“ToS”), available at https://ideanote.io/legal/terms. If there is any conflict between the SLA and the Terms of Service, the applicable terms in the SLA will prevail. Capitalized expressions not defined in the SLA have the meaning set out in the Terms of Service.

General

Ideanote provides certain guarantees for the availability of the Ideanote Service. This SLA describes the levels of Service availability and the support that the Customer can expect to receive from Ideanote for the duration of the Customer Agreement.

Definitions

“Service Credit” means a Credit (as described in the Customer Agreement) denominated in US dollars, calculated as set forth below, that we may credit to an eligible Customer for future invoices. Service Credits cannot be exchanged for cash. Service Credits do not entitle the Customer to a refund or any other payment from Ideanote. Service Credits are not cumulative, that is, there shall only be a single Service Credits given for all Unavailabilities with a single cause.

“Unavailable” and “Unavailability” and “Unavailabilities” means when the Subdomain of a Customer is not reachable on an up-to-date version of a desktop or mobile Firefox, Edge, Internet Explorer or Chrome web browser due to Our fault.

“Monthly Uptime Percentage” means the calculation arrived at by subtracting from 100% the percentage of minutes during the month in which the Ideanote Web App Services were Unavailable. Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any SLA Exclusion (as defined below).

Uptime Service Commitment

Customers who subscribe to Ideanote Plans covered by this SLA (set forth below) will be entitled to Credits for any Unavailability that fails to meet the Monthly Uptime Percentage. The SLA does not provide any uptime service commitment guarantees for Customers that are not on a paid Subscription of Ideanote.

“Outage” means the actual number of minutes the Ideanote Web App Service is Unavailable. “Subscription Price” is the monthly Subscription fee for the Customer on a given plan.  

As an example calculation, an outage of 4 hours in a given Monthly Billing Period for a Customer on the Business Plan equals to (240 minutes - 43 minutes) = 197 minutes of creditable Outage. With 197m times the 20x acceleration ratio divided by a total of 43800 minutes in a month, the Customer is eligible for a Credit of 8.9% of his invoice for that month.

The monthly uptime percentage, the resulting allowed Outage, the Acceleration Ratio and maximum Service Credit by percentage of invoice for each covered Ideanote Plan is as follows:

Pro

Monthly Uptime Percentage: 99%

Allowed Outage: 7h 18m

Acceleration Ratio: x10

Credit Cap: 25% of Invoice

Business

Monthly Uptime Percentage: 99.9%

Allowed Outage: 43m

Acceleration Ratio: x20

Credit Cap: 50% of Invoice

Enterprise

Monthly Uptime Percentage: 99.99%

Allowed Outage: 4m

Acceleration Ratio: x100

Credit Cap: 100% of Invoice

Exclusions

Ideanote is not responsible for failures caused by factors not in Ideanote’s control including but not limited to failures caused by:

1. Problems beyond or outside of the Ideanote Service including: Customer’s own telecommunications, Delivery Service or internet service providers, email domain server availability or mobile push notification providers; Force Majeure Event; or intentional or accidental filtering of network traffic by national governments, carriers or regulatory bodies.  “Force Majeure Event” means: 
2. compliance with any act, order, demand or request of any government, governmental authority, or government agency; 
3. labor disputes, work stoppages or slowdowns of any kind; 
4. fires or hurricane, earthquake, flood and other natural disasters or fires; 
5. war, rebellion, act of terrorism, or civil disorder; 
6. systemic internet issues or any other act or omission of any telecommunication or services provider; 
7. any other cause beyond Ideanote’s reasonable control.
8. Issues that arise from Ideanote’s suspension or termination of Customer’s right to use the Service as allowed or required by the TOS, Acceptable Use Policy, government or court orders, or other agreements.
9. Service degradation or suspension as a result of misuse under the Community Policy guidelines  is not considered as an Outage covered by this SLA. 

Service Credit Terms

To apply for a Service Credit, the customer must submit a claim by emailing hello@ideanote.io within thirty (30) days of the month in which the Unavailable Time occurred. The ticket must include (i) "SLA Claim" as the subject of the ticket; (ii) the dates and times of the Unavailable time for which you are requesting a Service Credit; and (iii) any applicable information that documents the claimed outage for the given Customer, cleared of any sensitive information that Customer wishes to remain confidential.

In order for a Customer to be eligible to receive a Service Credit under this SLA, the Customer must (1) use the latest version of the Ideanote Web App, (2) make sure that they are using up-to-date Firefox, Chrome, Edge or Internet Explorer web browsers.

Service Credit will be applied to the invoice following the Billing Period that the Service Credit was accrued. A pending Service Credit does not release a Customer from its obligation to pay Ideanote invoices submitted for payment in full when due.

If the Monthly Uptime Percentage of such a request is confirmed by us and is less than the Service Commitment, then we will issue the Service Credit to you within one billing cycle following the month in which your request is confirmed by us. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.

Sole Remedy

Unless otherwise provided in the ToS, your sole and exclusive remedy for any Unavailability, non-performance, or other failure by us to provide the Services is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

Customer Support Commitment

Effective support of in-scope services is a result of maintaining consistent service levels. The following sections provide relevant details on service availability, monitoring of in-scope services and related components that we are committed to serve to our Customers on the paid Business and Enterprise plans.

Customer Support Availability

• Telephone support : 10:00 A.M. to 5:00 P.M. Monday - Friday, Copenhagen Time.
• Email support: Monitored 9:00 A.M. to 5:00 P.M. Monday - Friday, Copenhagen Time.
• Emails received outside of office hours will be collected, however, no action can be guaranteed until the next working day.
• Screensharing or call-guided assistance guaranteed within 72 hours during the business week for a maximum of two times a month.

Service Request Availability

In support of Services, Ideanote will respond to service related incidents and/or requests submitted by the Customer within the following time frames:

• 0-12 hours for issues classified as High priority.
• Within 48 hours for issues classified as Medium priority.
• Within 5 working days for issues classified as Low priority.
• Remote assistance will be provided in line with the above timescales dependent on the priority of the support request.

Revision

Ideanote may revise this SLA upon thirty (30) days’ notice by sending an email to Customer. Customer can cancel their Subscription as outlined in the Customer Agreement at https://ideanote.io/legal/customer-agreement at any time.