Last updated: August 31, 2026
If the Software License provides for hosting of the Software in the Decisions Cloud, then Licensee will have the rights set forth below relating to the provision of such hosting services. This SLA provides Licensee’s sole and exclusive remedy for failure to provide the Decisions Cloud hosting services or meet the Decisions Cloud Uptime Commitment. All standards and commitments are subject to the limitations and exclusions set forth herein.
Subject to the terms and conditions of this Agreement, Decisions will use commercially reasonable efforts to make the Decisions Cloud hosting services available for customers at least 99.5% of the time (Enterprise Production Clusters at least 99.9% of the time) as measured over the course of each calendar month during the Term, excluding unavailability as a result of an Exception (as defined below) (each as applicable, the “Uptime Commitment”). As used herein, “available” means that the hosting services are available for access and use by Licensee over the Internet and operating in material accordance with the Documentation. For purposes of calculating the Uptime Commitment, the following are "Exceptions" to such requirement, and hosting services will not be considered unavailable, nor will any failure to meet the Uptime Commitment be deemed to have occurred, in connection with any unavailability of, or impaired ability of Licensee to access or use, the hosting services that is due, in whole or in part, to any (a) act or omission of Licensee; (b) access to or use of the hosting services that does not strictly comply with this Agreement; (c) force majeure event, or other event beyond the reasonable control of Decisions; (d) failure, interruption, outage or other problem with any software, hardware, network, facility or other matter not supplied by Decisions pursuant to this Agreement; (e) Scheduled Downtime (as defined below); (f) disabling, suspension or termination of the hosting services by Decisions as permitted in this Agreement; (g) failure of Licensee to meet its obligations under this Agreement; or (h) configuration errors made by, or on behalf of, Licensee.
a) In the event of a material failure of the Decisions Cloud hosting services to meet the Uptime Commitment, Decisions shall credit the Licensee the equivalent of 1 (one) day of the Annual Subscription Fee (calculated as 1/365 of the Annual Subscription Fee) for each 1%, or part thereof, of the Uptime Commitment that is not met during a calendar month.
b) In the event Licensee is not current in its payment obligations when the Uptime Commitment is not met, the foregoing remedies will accrue, but Decisions may, in its sole discretion, withhold any service credits until Licensee becomes current in its payment obligations or apply such service credits to Licensee’s outstanding balance.
c) To receive service credits, Licensee must submit a written request to support@decisions.com, within 30 days after the end of the month in which the Decisions Services failed to meet the Uptime Commitment, or Licensee’s right to receive service credits with respect to such unavailability will be and is hereby waived.
Decisions will use commercially reasonable efforts to schedule downtime for routine maintenance of the Decisions Cloud hosting services from 1:00 a.m. – 5:00 a.m. ET server time on the first Saturday (Production) and third Saturday (Non-Production) of each month, and give Licensee at least 48 hours prior notice of all scheduled outages of the Services (“Scheduled Downtime”).
Requests will be scheduled weekly on Tuesday and Thursday during the hours of 1:30 a.m. – 9:30 a.m. ET, as well as Wednesday from 10:00 a.m. – 4:00 p.m. ET.
a) Licensee hereby acknowledges and agrees that the Cloud Services provided for any cloud-based version of the Software may be and are made available by and through a license by Decisions with a nationally recognized Cloud Provider, either Amazon Web Services (“AWS”), Microsoft Azure (“Azure”), Google Cloud Platform (“GCP”) or equivalent (as applicable hereunder, the “Cloud Provider”). All such Cloud Services are subject in all respects to the Cloud Provider terms and conditions, including disclaimers and limitations, as in existence during the Term hereof and as amended from time to time. All Cloud Provider terms and conditions shall flow down and apply to Licensee in the same manner as if Licensee rather than Decisions was the direct customer of such Cloud Provider for such Cloud Services. As of the Effective Date hereof, the Cloud Provider terms and conditions are as referenced below and include any and all other Cloud Provider terms applicable to the Cloud Services:
Amazon Web Services
Microsoft Azure
Google Cloud Platform
b) Third Party Cloud Services Acknowledgement. The Licensee hereby acknowledges and agrees that the foregoing Cloud Services terms and conditions, and the terms and conditions of any substitute Cloud Provider used at any time hereunder by Decisions, restrict, limit and disclaim certain rights, obligations, damages and liabilities of or available to Decisions (as the Cloud Provider customer) and to Licensee as the actual recipient of such Cloud Services through Decisions. Licensee further acknowledges and agrees that (a) nothing in this Agreement is intended to nor shall be deemed to create any duty, obligation or liability of, by or in favor of Licensee against Decisions regarding the Cloud Services that are excluded, disclaimed, restricted or otherwise limited by Cloud Provider against recovery by Decisions against such Cloud Provider, (b) that the foregoing Cloud Provider terms and conditions shall govern any conflicting terms thereof with any term or condition of this Agreement, and (c) that LICENSEE HEREBY AGREES TO LOOK SOLELY TO THE CLOUD PROVIDER (AND TO WAIVE AND RELEASE DECISIONS FROM) ANY AND ALL DUTIES, RESPONSIBILITIES, DAMAGES AND LIABILITIES ARISING OR RESULTING FROM ANY FAILURE OR DEFECT IN THE CLOUD SERVICES WITHIN THE CLOUD PROVIDER’S CONTROL OR RESPONSIBILITY AND OUTSIDE DECISIONS’ CONTROL OR RESPONSIBILITY.