Utho Platforms Private Limited

1. Applicability

This Service Level Agreement (“SLA”) outlines the service availability commitments, support standards, and compensation structure provided by Utho Platforms Private Limited (“Utho Cloud” or “Utho”) to its customers.

This SLA applies to all Utho Cloud services users, including paid, free trial, or promotional credit users, regardless of whether a separate contract has been executed.

Utho provides Infrastructure-as-a-Service (IaaS) offerings including: Virtual Private Cloud (VPC), dedicated cloud servers, block & object storage, managed Kubernetes clusters, backup & snapshot services, and networking (firewalls, load balancers, public IPs, VPNs). Additionally, Utho offers cloud migration services with full support.

The Customer’s use of services is governed by the Terms of Service.

This SLA outlines the expected performance and availability levels of Services and sets forth the sole and exclusive remedies available to the Customer in the event of any failure by Utho to meet the service levels described herein.

2. Uptime Commitment

Utho shall use commercially reasonable efforts to ensure the availability of its Services as follows:

• For individual instances (“Instance-Level SLA”), Utho will maintain a Monthly Uptime .
• Percentage of at least 99.5% for each Single Utho Compute Instance.
• For deployments across multiple Availability Zones within a region (“Region-Level SLA”), Utho will maintain a Monthly Uptime Percentage of at least 99.99% for the Utho region.

If Utho fails to meet the applicable SLA thresholds, the Customer shall be eligible to receive service extensions, in the form of either service credits or additional service time, as further described in this Agreement.

Instance-Level SLA Credits

For each individual Utho Compute instance (“Single Utho Instance”), Utho will use commercially reasonable efforts to make the Single Utho Instance available with an Instance-Level Uptime Percentage of at least 99.5%, in each case during any monthly billing cycle (the “Instance-Level SLA”). In the event any Single Utho Instance does not meet the Instance-Level SLA, the Customer will be eligible to receive a Service Credit as described below.

Region-Level SLA Credits

For Utho Compute with all running instances deployed concurrently across two or more Availability Zones (AZs) in the same region (or at least two regions if there is only one AZ in a given region), Utho will use commercially reasonable efforts to make Utho Compute available for each Utho region with a Monthly Uptime Percentage of at least 99.99%, in each case during any monthly billing cycle (the “Region-Level SLA”). In the event Utho Compute does not meet the Region-Level SLA, the Customer will be eligible to receive a Service Credit as described below

3. Downtime Reporting Process

3.1 Any downtime experienced by the Customer shall be reported to Utho by sending an email from the Customer’s registered email ID to [email protected] within twenty-four (24) hours of discovering such downtime. The Customer shall provide all necessary information and reasonable cooperation to Utho to assist in the root cause analysis and resolution of the reported issue.

3.2 Upon receipt of such notification, Utho shall investigate the reported downtime and use commercially reasonable efforts consistent with industry standards to rectify the same. If the Customer fails to comply with the reporting obligations in Clause 3.1, the report shall not be considered a valid Downtime notification, and such duration shall not be considered in the calculation of Downtime for the purposes of this SLA.

4. Eligibility for Rebates

Rebates, where applicable, shall be considered only for downtime incidents reported by the Customer in accordance with Clause 3 of this SLA.

4.1 Rebate calculations for Downtime shall be:

• Assessed per incident, and
• Based on a percentage of availability for the respective billing month.

For clarity:

• Rebates shall not be aggregated or cumulative across multiple incidents
• Outage durations are not added together for cumulative calculations.

4.2 The Customer shall request any applicable Rebate by emailing [email protected] with the subject line “SLA Rebate Request” and including:

• Date(s), time(s), and region(s) affected by each Downtime incident;
• Supporting logs documenting the incident, with any confidential information redacted.

4.3 If the Rebate request is not made within two (2) days of the end of the relevant billing month, or two (2) days from the date of receipt of invoice for that month (whichever is later), the Customer shall be deemed to have waived the right to such Rebate and Utho shall bear no further liability with respect to such incident.

4.4 Approved Rebates shall be credited against future invoices and will not be refunded or disbursed as cash or other payment. No payments due to Utho shall be withheld in anticipation of such Rebates.

4.5 The Customer shall not be eligible for any Rebate if:

• Past invoices were not paid on time, or
• Payment for the current or subsequent billing cycles is delayed.

4.6 Where services are availed for a partial month, Rebate amounts shall be calculated on a pro-rata basis of monthly recurring charges.

4.7 Any disputes related to Rebates shall be resolved by both parties in good faith. If unresolved within fifteen (15) days, Utho's decision shall be final and binding unless otherwise resolved through formal dispute resolution procedures defined in the MSA.

5. Exceptions

5.1Utho shall not be held responsible for Downtime caused by any of the following:

• Modifications or alterations to the Services made at the Customer’s request;
• Failures arising from Customer’s software, third-party services, or Customer-managed environments;
• Incomplete or inaccurate information provided by the Customer during account or service setup;
• Failures in traffic exchange points or internet networks outside Utho’s control;
• Customer’s non-compliance with its contractual obligations
• DNS issues not under Utho’s control
• Failures of Customer-provided connectivity or networks
• Scheduled or Customer-requested offline backups
• Hardware damage due to Customer negligence or misuse
• Usage of data center services for purposes unrelated to the provisioned Services
• Lack of timely Downtime reporting in accordance with Clause 3
• Support requests that result in “no fault found” upon validation
• Continued use of impaired services without reporting the issue to Utho
• Customer misconfigurations, non-compliant software usage, resource mis-sizing, or negligence
• Regulatory changes causing service interruptions
• Any violation or abuse of Utho’s Terms of Service or MSA
• Force Majeure events, including but not limited to natural disasters, civil unrest, or disruptions beyond Utho’s reasonable control

6. Downtime Calculation

The start time for a valid Downtime incident shall be the timestamp of the Customer’s email sent to [email protected] as per Clause 3. Upon validation, Utho shall confirm its eligibility for Uptime calculations as referenced in Clause 2.

7. Rebate Period

The time window for calculating applicable Rebate shall begin from the timestamp of valid notification sent to Utho and end upon Utho's resolution of the incident.

8. Data Responsibility

Utho shall not be responsible for the integrity or security of Customer’s data. The Customer is responsible for ensuring strong security practices including but not limited to management of passwords and cryptographic keys.

9. Backup Responsibility

The Customer is solely responsible for purchasing and managing appropriate data backup and recovery solutions, including conducting periodic tests of such backups to prevent data loss.

10. Exclusive Remedy

Except as otherwise set forth in the MSA or Terms of Service, this SLA constitutes the sole and exclusive remedy available to the Customer, and Utho’s sole and exclusive liability, in connection with any unavailability, non-performance, or failure to deliver Services.