Legal
Service Level Addendum
The availability commitment for the CircuIQ Platform, how uptime is measured, and what you get if we miss it.
What this covers
This Service Level Addendum (the “SLA”) forms part of the Master Service Agreement between you and Gestures Broadly LLC d/b/a CircuIQ. Capitalised terms not defined here have the meaning given in that agreement.
It applies to the CircuIQ Platform — the hosted application you sign into. It does not apply to consulting engagements, which are governed by the Consulting Services Agreement and the Statement of Work for that engagement.
In short. We aim to keep the Platform available 99.5% of each calendar month. If we fall short, you can claim a credit against your next invoice on the scale in section 5. Planned maintenance we told you about in advance does not count against the figure.
The commitment
We will use commercially reasonable efforts to make the Platform available with a Monthly Uptime Percentage of at least 99.5%.
Over a 30-day month, 99.5% allows for roughly 3 hours 36 minutes of unplanned unavailability before a credit becomes claimable.
How uptime is measured
Downtime means a period during which the Platform is not available to authenticated users for its core functions, as observed by our monitoring. Slowness that does not prevent use, and failures affecting a single account for reasons specific to that account, are not Downtime.
Monthly Uptime Percentage is calculated per calendar month, in whole minutes, as: total minutes in the month, minus Downtime minutes, minus Excluded minutes; divided by total minutes in the month, minus Excluded minutes.
We measure it. If you believe our figure is wrong, tell us what you observed and we will check it against our monitoring and logs in good faith.
What is excluded
The following do not count as Downtime:
- Scheduled maintenance that we notified you of at least 48 hours in advance.
- Emergency maintenance needed to address a security vulnerability or an imminent failure. We will give as much notice as the circumstances allow, and will tell you afterwards what happened.
- Anything outside our reasonable control, including internet or network failures beyond our infrastructure, and force majeure events.
- Failures of third-party services we depend on but do not operate — including the Intuit/QuickBooks API, payment processing, and email delivery. We will tell you when a third-party outage is degrading the Platform.
- Issues caused by your equipment, network, configuration, credentials, or use of the Platform contrary to the agreement or the documentation.
- Suspension of your account permitted by the agreement, such as for non-payment.
Service credits
If the Monthly Uptime Percentage for a calendar month falls below 99.5%, you may claim a credit calculated as a percentage of the Platform fees you paid for that month:
| Monthly Uptime Percentage | Approx. unplanned downtime (30-day month) | Credit |
|---|---|---|
| Below 99.5% but at or above 99.0% | 3.6 – 7.2 hours | 10% |
| Below 99.0% but at or above 95.0% | 7.2 – 36 hours | 25% |
| Below 95.0% | More than 36 hours | 50% |
Credits are applied against your next invoice. They are not refunds and are not payable in cash, including on termination. Total credits for any month will not exceed 50% of the Platform fees for that month.
Service credits are your sole and exclusive remedy for any failure to meet the availability commitment in this SLA. That does not limit any other right you have under the agreement, including the right to terminate for material breach.
Claiming a credit
Email support@circuiq.com within 30 days of the end of the affected month, with the dates and times you were unable to use the Platform. We will respond within 30 days of receiving the claim, confirming the credit or explaining why we disagree with the calculation.
You do not need to have reported the outage while it was happening, though it helps us fix it faster if you do.
Maintenance
We schedule planned maintenance outside United States business hours wherever practical, and give at least 48 hours’ notice by email to your account contacts. We aim to keep planned maintenance under four hours in any month.
Changes to this SLA
We may update this SLA. If a change reduces the availability commitment or the credits, it takes effect at the start of your next Subscription Term, not mid-term, and we will notify you before it applies. The version and date at the top of this page identify the current version.
Questions: legal@circuiq.com. See also our Privacy Policy.