Octopus Priority Support Terms

Effective starting 1 August 2023

If you purchase Priority Support, these Terms shall apply. Our performance and your receipt of Priority Support is subject to our Customer Agreement together with these Terms.

1. Support Service Commitment

1.1. Performance. In these Terms, Priority Support means our commitment to meeting all of our Response Time Objectives from time to time which, but for your purchase of Priority Support, would be indicative only and non-binding on us, and any other support benefits that we may offer as part of Priority Support from time to time.

1.2. Conditions. In order to continue to receive and have the benefit of Priority Support, you must meet any technical requirements which we may specify from time to time including, without limitation, utilising modern and up-to-date operating systems and support software, utilising up-to-date versions of our software, and submitting support requests through the means expressly provided by us for that purpose from time to time.

1.3. Restrictions. You must not obtain our Priority Support for the purpose of sub-contracting or reselling our Priority Support (whether on their own or together with your own additional goods or services).

1.4. Scope increases. If you increase your usage of Octopus Server and/or Octopus Cloud during the Order Term of your Priority Support Order, we shall invoice you for any corresponding additional Priority Support fees correlating to the scope of your increased usage of Octopus Server and/or Octopus Cloud. If you fail to pay such additional Priority Support Fees then our obligation to continue providing and your rights in relation to Priority Support under these Terms shall lapse until such fees are paid in full.

2. Service Credits. If, in a calendar month, we fail to meet our Response Time Objectives, you may request, and we may provide, a Service Credit. We must receive such request within thirty (30) days of the end of the month in which we failed to meet the Response Time Objectives, following which, your right to make such request shall lapse. We shall calculate the Service Credit at our reasonable discretion relative to the severity of the failure. Such Service Credit shall not exceed fifty percent (50%) of the Priority Support fees paid or payable in respect of the month in which the failure occurred. Service Credits may be applied to any outstanding or future payment which may be or become due and owing from you to us. Service Credits shall expire twelve (12) months from the date that they are provided to you and are not refundable or redeemable for cash. The right to request service credits constitutes your sole remedy for our failure to meet our Response Time Objectives. Notwithstanding any of the foregoing, we may provide additional Service Credits on the same or another basis at any time at our sole discretion.

3. Term. Unless otherwise specified in the applicable Order, Priority Support shall continue for the same Order Term as that during which you are supplied Octopus Server and/or Octopus Cloud. If the Order(s) under which you are supplied Octopus Server and/or Octopus Cloud and the Order under which you are supplied Priority Support are separate Orders, termination of your Octopus Server and/or Octopus Cloud Order shall also constitute termination of the Priority Support Order, unless you have other separate surviving Octopus Server and/or Octopus Cloud Orders, in which case, the Priority Support Order shall continue in full force and effect for the duration of those other surviving Orders.

4. Warranties. We warrant that Priority Support will be as we have described at the time of your Order. Notwithstanding the foregoing, we may vary our Response Time Objectives from time to time provided that such variation does not substantially diminish the quality of our Priority Support. You acknowledge and agree that our delivery of Priority Support is materially dependent upon your providing us fulsome information and assistance and promptly implementing any measures that we may instruct from time to time, and, consequently, while we shall deliver the Priority Support on a ‘best efforts’ basis, we do not warrant any particular result or outcome of the Priority Support, including, without limitation, that the Priority Support we provide to you will fix, solve, remedy, alleviate, improve or inform any problem or issue you may have.

5. Definitions. Any defined words not defined in this Section have the meaning given to them in the Customer Agreement. In these Terms, unless the context requires otherwise:

Priority Support has the meaning given to that term in Section 1.1 of these Terms.

Response Time Objectives means our published guidelines for the manner and time in which we will respond to any support requests which you may submit to us from time to time.

Service Credits means credits provided in accordance with Section 2 of these Terms.