Service Levels and Remedies. If Licensor fails to meet the service levels set forth in the SLA, Licensor shall provide Licensee the exclusive remedies and monthly credits set forth in the SLA. Notwithstanding, Licensee shall have an exclusive remedy of early Termination with no penalty if: (i) the aggregate period of Power Unavailability (as defined in the SLA) exceeds either [**] hours during any [**] or [**] hours during any [**] day rolling period. For purposes of this termination provision, only [**] of Power Unavailability to [**] in use may accrue against the above-referenced aggregate period of Power Unavailability. In addition, in the event of and following a Sale (defined below) of the Premises, Licensee shall have a further exclusive remedy of early Termination with no penalty if the aggregate period outside the Critical Temperature Range (as defined and measured in accordance with the SLA) exceeds [**] hours during any [**]-day period. For purposes of this paragraph 3(d), “Sale” is defined as the transfer of stock or assets of Licensor to a third party or entity in which [**], or an entity affiliated with [**], does not maintain a majority or controlling interest.
Appears in 2 contracts
Sources: Master Service Agreement, Master Service Agreement (Endurance International Group Holdings, Inc.)