VMware on OVHcloud Service Level Agreement

VMware on OVHcloud Service Level Agreement

Effective: January 6, 2024

This VMware on OVHcloud Service Level Agreement (this "SLA") applies to the extent Customer purchases a subscription to use VMware products and services (individually referred to as the "Service" and collectively referred to as the "Services") from OVHcloud. In the event of a conflict between this SLA and the Terms of Service (the "Terms of Service"), this SLA shall apply, but only to the extent of such conflict. Capitalized terms used herein but not defined herein shall have the meanings set forth in the Terms of Service.

Limitations

As a condition of the application of this SLA, the Customer must have: (a) at least two (2) Host Servers with identical technical specifications (i.e. identical CPUs and RAM) (or three (3) Host Servers with identical technical specifications for vSAN and SDDC products); (b) purchased the High Availability (HA) option in the Customer’s Virtualization Interface; (c) sufficient capacity on the cluster to start a Virtual Machine; and (d) 20% of the cluster’s storage capacity available for vSAN Virtual Datacenters.

Service Availability Commitment

The SLA Monthly Availability Rate is set at 99.95% for the Service, and the associated service credits ("Service Credits") are:

Monthly Availability Rate CommitmentService Credit
Between 99% and 99.95%10% of the monthly price of the affected Service
Less than 99%30% of the monthly price of the affected Service

Calculation of Availability

"Monthly Availability Rate" is calculated using the following formula: (Maximum Available Minutes - Unavailability / Maximum Available Minutes] * 100.

"Maximum Available Minutes" is the total number of minutes in a calendar month for a given Virtual Datacenter, during which the Customer has deployed the Hosted Private Cloud VMware on OVHcloud as part of the Customer’s paid OVHcloud subscription.

"Unavailability" is the total number of minutes in a calendar month in which the Customer's deployment of a Hosted Private Cloud VMware on OVHcloud is not available. Subject to the exclusions and limitations in this SLA, a given minute is considered unavailable if:

  1. All Virtual Machines in an operated cluster have no connectivity for four (4) consecutive minutes;
  2. None of the Virtual Machines can access the storage for four (4) consecutive minutes;
  3. None of the Virtual Machines can be started for four (4) consecutive minutes;
  4. the vCenter server has no connectivity for four (4) consecutive minutes; or
  5. the NSX Manager has no connectivity for four (4) consecutive minutes.

If several conditions are met at the same time, the event with the longest duration will determine the number of unavailable minutes. For example, if at time T, the vCenter and NSX Manager become unavailable, and at T+6 minutes, the NSX Manager becomes accessible again, and at T+12 minutes, the vCenter becomes accessible again, the 12-minute event will be used to determine unavailability.

If a single event results in multiple service commitments being violated for the same Service, the Service Credits are not added together. In this case, only the Service Credit most generous to the Customer will apply.

The SLA applies to a service level based on the Virtual Datacenter and the Range added. If a shared component is used for one or more Ranges, it must be treated as a separate incident, which will allow the Customer to claim multiple Service Credits if and when a shared component (i.e. SSL Gateway, vCenter, or any other shared component) is affected and experiences unavailability.

How to Request a Service Credit - To request a Service Credit, a Customer must file a support request within sixty (60) calendar days of the suspected incident via the OVHcloud Control Panel.

Payment of Service Credits - If the Monthly Availability Rate associated with Customer’s request for a Service Credit is confirmed by OVHcloud and is less than the commitments described above, OVHcloud will issue the Service Credit to Customer within forty-five (45) calendar days in which the request is confirmed by OVHcloud. Service Credits will be issued to the person or entity that OVHcloud invoices for the Service, as a separate credit memo that can be applied towards a future invoice for OVHcloud Services. Service Credits expire on the earlier to occur of: (i) the expiration or termination of Customer’s Account, or (ii) twelve (12) months from the date the Service Credit is issued by OVHcloud to Customer.

OVHcloud Tools and Records - OVHcloud's monitoring tools, data, and records will be the sole source of information used to track and validate Unavailability.

Sole and Exclusive Remedy - The Service Credits are Customer’s sole and exclusive remedy for any incident occurring during the Service Term for the Service or for any other claim in connection with this SLA. In no event will the amount of Service Credits issued for all incidents within a given month exceed 100% of the monthly invoiced amount for the Service.

Service Credit Exclusions

  1. Time Based Calculations Exclusions. The following will be excluded from any time-based calculations related to Service being Unavailable:
    1. scheduled, recurring, or zero-impact maintenance windows;
    2. Unavailability due to Customer's misuse of the Service;
    3. Unavailability that results from the Customer’s facilities, equipment, software, or other technology and/or third-party facilities, equipment, services, software, or other technology (other than third-party equipment within OVHcloud's direct control);
    4. Unavailability arising from the Customer’s use of an outdated release of the Service or third-party software, or any failure to install a material Update to either of the foregoing;
    5. Unavailability caused by third-party service or facility providers, including any telecom, internet, or other related service or facility provider, or packet loss, network, or Internet problems beyond OVHcloud’s border router supporting OVHcloud’s public internet connectivity;
    6. Denial of service attacks, virus or hacking attacks, or bugs in code, hardware, or services for which there is no commercially reasonable, known solution (even if there is a known workaround); and
    7. Force majeure events or any other event that is not within OVHcloud's direct control or that could not have been avoided with commercially reasonable care.
  2. General Exclusions. Customer will not be eligible to receive a Service Credit if: (i) Customer's Account has any payments for the Service that are delinquent, (ii) Customer is in violation of the Terms of Service during the time of the incident, or (iii) the incident was due to Customer's failure to meet Customer's security responsibilities as set forth in the Terms of Service.