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Productboard will ensure that the Subscription Service is operational and available to Customer 99.0% of the time, as calculated on a monthly basis (the “Uptime Guarantee”).
All unscheduled outages resulting in unavailability of the Subscription Services will be included in calculating whether Productboard has met this Uptime Guarantee; provided, however, that suspension or unavailability of the Service (a) during planned downtime for upgrades and maintenance to the Subscription Service (of which Productboard will use commercially reasonable efforts to notify Customer in advance both through its support portal and a notice to Customer’s account administrators) (“Planned Downtime” ); or (b) resulting from Productboard’s suspension of Customer’s access pursuant to the Platform Guidelines; or (c) for reasons caused by problems inherent in the use of the internet which are beyond Productboard’s control, will not be included in the calculation to determine adherence with the Uptime Guarantee. Productboard will use commercially reasonable efforts to schedule Planned Downtime for weekends (US Pacific time zone) and other off-peak hours, and Productboard covenants that the frequency, duration and timing of Planned Downtime shall, in all events, be commercially reasonable. Customer may check Productboard’s most up-to-date status by visiting status.productboard.com.
In the unlikely event that Productboard fails to meet its Uptime Guarantee for any calendar month, Customer shall be entitled to a service credit equal to 1/52 multiplied by the current annual Price set forth in the Order Form (the “Service Credit”).
To be eligible to receive a Service Credit, Customer must request such Service Credit from Productboard no later than fifteen (15) days following the end of the calendar month in which Customer believes that the uptime of the Service was below the Uptime Guarantee. Service Credits not requested within such fifteen (15) day period will be automatically forfeited. Except as provided in Section 5 below, Service Credits shall be Customer’s sole remedy for Productboard’s failure to meet the Uptime
Guarantee. Service Credits may be applied towards future contract term and shall not be redeemable for cash. Final calculations and determinations as to Service Credits shall be made by Productboard at its reasonable discretion.
Notwithstanding the foregoing, in the event that Productboard fails to meet the Uptime Guarantee in any two consecutive months or three times in any rolling twelve month period, Customer shall have the right to terminate the applicable Order Form for the respective Subscription Services by notice to Productboard in which case Productboard shall promptly refund to Customer any prepaid but unused fees with respect to the Subscription Services.