DryvIQ Cloud Service Terms & Availability Policy

DryvIQ Cloud Services Terms and Availability Policy

These Cloud Services Terms and Availability Policy (the “Cloud Terms”) set forth the terms, policies and procedures that apply with respect to a customer (“Customer”) who has purchased access to DryvIQ’s cloud-hosted Solution (the “Cloud Services”) pursuant to a separate agreement between DryvIQ and Customer (a “Customer Agreement”).

DryvIQ Cloud Service Uptime (As Applicable)

As further described below, subject to Customer’s payment of all applicable fees, DryvIQ will use commercially reasonable efforts to: (i) provide Customer with 99.9% availability to the Cloud Service (the “Service Availability”); and (ii) provide standard support to Customer.

Service Availability:

If the Cloud Service becomes substantially unavailable to Customer due to defects with the Service, DryvIQ will respond to Customer (i) within eight (8) hours from Customer’s notification to DryvIQ of such unavailability, if during normal business hours (Monday-Friday, 9:00am – 5:00pm Eastern), or (ii) within eight (8) hours of the start of the next business day, if outside of normal business hours.  The Service Availability will be measured on a monthly basis, with all hours weighted equally, but the Service Availability measurement will exclude reasonable scheduled downtime for system maintenance as well as any downtime or performance issues resulting from third party connections, services or utilities, Third Party Services (as defined in the Customer Agreement), or other reason beyond DryvIQ’s control (including without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems (other than those involving DryvIQ employees), computer, telecommunications, Internet service provider or hosting facility failures or delays involving hardware, software or power systems not within DryvIQ’s possession or reasonable control, and denial of service attacks).  If the Cloud Service is unavailable to Customer due to defects with the Cloud Service beyond the Service Availability metric, then, as Customer’s sole and exclusive remedy (and DryvIQ’s sole liability), DryvIQ will provide Customer a credit for the subsequent Cloud Service billing cycle, based on a percentage of the monthly fee for the affected month, as follows:

Availability Credit
97.5% – 99.8% 5%
95% – 97.5% 10%
< 95% 20%

In order to receive downtime credit, Customer must notify DryvIQ support within seventy-two (72) hours from the time of downtime, and failure to provide such notice will forfeit the right to receive downtime credit.  All credits provided hereunder are nonrefundable.  If Customer elects not to renew the Agreement, such that the above credit cannot be applied, Customer will have the option to receive up to one free month of Cloud Service as its sole remedy in lieu of such credit.

Security & Data

DryvIQ shall use commercially reasonable efforts to maintain the security and integrity of the Cloud Service and the Customer Data hosted thereon.  Customer agrees and acknowledges that Customer Data on the Cloud Service may be irretrievably deleted if Customer’s account is ninety (90) days or more delinquent.  In the case of expiration or termination of this Agreement, upon request by Customer made before, or within thirty (30) days after, the effective date of expiration or termination, except for immutable encrypted data, DryvIQ shall make available to Customer a complete download of all Customer Data hosted on the Cloud Services in a file or database format in DryvIQ’s discretion.