Service level agreement

1.The following definitions apply to this SLA:

1.1. “Annual Downtime Period” means the total number of hours for the applicable Subscription year during which the Service is unavailable to You due to Downtime Events. Annual Downtime Period does not include any unavailability resulting from any exclusion as provided in this SLA.

1.2. “Annual Uptime” means the total number of hours for the applicable Subscription year during which the Service has been fully functional including any scheduled Downtime Events, which is published in advance at and can be tracked through https://status.abbyy.com, beta or trial periods.

1.3. “Downtime Event” or “Major Outage” means the time in which the Service is unavailable to You as measured and determined solely by ABBYY on its servers and which can be tracked through https://status.abbyy.com.

2. The commitments in this SLA are provided only to paying client.

3. ABBYY commits to not be less than 99,5% of the Annual Uptime percentage for the Service.

4. The general availability of the Service has no direct effect on the processing speed of individual pages or documents. There is no guaranteed processing speed.

5. If the Annual Uptime percentage is less than 99,5%, ABBYY will calculate the Annual Downtime Period based on Downtime Events duration and ABBYY will credit Your Application with:

(i) in case of ABBYY FlexiCapture Cloud, ABBYY FlexiCapture Cloud API, ABBYY Vantage Cloud and ABBYY Vantage Cloud for ISV Distribution – corresponding number of pages based on the following calculation: CNP = [{(PPY/365days/24hours)*DT hours}*1,5], where CNP stands for corresponding number of pages, PPY is pages per year based on Your annual Subscription package, DT hours are the total hours of Service unavailability, and 1,5 is a multiplier (coefficient).

(ii) in case of ABBYY Timeline- corresponding number of hours rounded up to days where 1 (one) day shall be credited when the Service was not available for more than 1 (one) hour and for less than 24 (twenty-four) hours.

6. ABBYY may but is not obligated to auto-credit You with corresponding number of pages because of Downtime Events. You should provide Your claim to ABBYY regarding Downtime Events at order@abbyyglobal.com not later than 30 (thirty) days after Your then-current Subscription term ends.

7. You must provide ABBYY with all reasonable details regarding the claim, including but not limited to network trace routes, the URL(s) affected and any attempts made by You to resolve the Downtime Event.

8. ABBYY shall verify Your claim and if the claim is substantiated, then ABBYY shall issue the corresponding credit to You as calculated above.

9. UNDER NO CIRCUMSTANCES SHALL ABBYY BE LIABLE FOR ANY DAMAGES SUFFERED BY YOU AS A RESULT OF USE OR INABILITY TO USE THE SERVICE, OR THE FAILURE OF THE SERVICE TO MEET THE ANNUAL UPTIME PERCENTAGE COMMITMENT, OR CAUSED BY ERRORS, INTERRUPTION OF SERVICE, REMOVAL OF FILES, CHANGE IN FUNCTIONALITY, DEFECTS AND THE LIKE, HOWSOEVER CAUSED. YOUR SOLE AND EXCLUSIVE REMEDY FOR THE FAILURE OF THE SERVICE TO MEET THE ANNUAL UPTIME PERCENTAGE COMMITMENT IS DESCRIBED IN THE SECTION 5 ABOVE.

10. Service Level exclusions: The Annual Uptime commitment set forth above does not apply to any Downtime Event caused by:

a. Scheduled Downtime Events, including without limitation, periodic upgrade and maintenance;

b. Beta or trial periods;

c. Factors outside of ABBYY’s reasonable control (for example, a network or device failure external to Microsoft’s data centers);

d. Your use of hardware, software, or services not provided by ABBYY (for example, third-party services);

e. Your use of the Service after ABBYY has advised You to modify its use of the Service;

f. any failure by You to satisfy the requirements for accessing the Services or any breach by You of any agreement entered into between You and ABBYY; or

g. any suspension or termination of access to the Service in accordance with the terms of any agreement entered into between You and ABBYY,

11. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ABBYY MAKES NO OTHER WARRANTIES OR GUARANTEES, EITHER EXPRESSED OR IMPLIED, REGARDING THE SERVICE, ITS MERCHANTABILITY OR ITS FITNESS FOR ANY PARTICULAR PURPOSE.

12. EXCEPT FOR THE INDEMNIFICATION PROVISIONS STATED ABOVE, IN NO CASE SHALL ABBYY BE LIABLE FOR CONSEQUENTIAL OR SPECIAL DAMAGES (INCLUDING THE LOSS OF PROFITS) WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.