Published/Updated on: October 31, 2022
To use the SaaS service (hereinafter referred to as “this Service” or “SaaS”) provided by GitLab Information Technology (Hubei) Co., Ltd. (hereinafter referred to as “JiHu(GitLab)”), its Affiliates or its designated third parties, you should read and abide by the "JiHu(GitLab) SaaS Service Level Agreement" (hereinafter referred to as “this Agreement” or “SLA”) and terms and conditions located on JiHu GitLab official website, https://about.gitlab.cn/terms (“JiHu GitLab Website Terms”). This Agreement contains terms and definitions related to this Service and this Agreement, service availability/service success rates, compensation plans, disclaimers, and other related content. Please read carefully and fully understand the terms and conditions hereof. The terms on exemption, limitation of liability, disclaimers or otherwise concerning your material rights may be highlighted in bold and underlined to draw your attention.
Unless you have fully read, fully understood and accepted all the terms of this Agreement, please do not purchase or use this service. You shall be deemed to have read and agreed to be bound by this Agreement (as modified and updated by JiHu (GitLab), including other relevant terms and conditions made by JiHu (GitLab) from time to time) if you click “agree”, “next”, or upon your purchase, use, or any other express or implied acceptance of this Agreement. This Agreement will take legal effect between you and Jihu(GitLab) and become a binding legal document for both parties.
This Service are only available to users (in case of natural persons) of at least eighteen (18) years old. If you are under the age of eighteen (18), please do not purchase or use this Service. JiHu (GitLab), its Affiliates or its designated third parties shall have no liability for any consequences arising from use of this Service by users under the age of eighteen (18). If you accept this Agreement on behalf of an enterprise or as a user of an enterprise, you are required to have obtained necessary authorizations in this regard and you, the enterprise you represent and the Affiliates of you or the enterprise you represent shall be bound hereby and comply with the terms and conditions hereof.
1.1. SaaS Service
The “SaaS” service referred to herein is the R&D management tool service provided by JiHu (GitLab), its Affiliates or its designated third parties, including code hosting, project management, test management, continuous integration, artifact repositories, continuous deployment, and other services. The service scope depends on your purchase and the services provided by JiHu (GitLab), its Affiliates or its designated third parties. This Service enables R&D teams to collaborate efficiently in the cloud, practice agile development and DevOps, and improve the quality and speed of software delivery.
1.2. Service Unavailable
If the Error Rate of the SaaS service in a unit time (5 minutes) exceeds 0.05% (excluded), this Service in this unit time is regarded as Unavailable. If this Service is Unavailable for ten (10) or more consecutive minutes, it will be counted as the Service Unavailable Duration, and less than ten (10) consecutive minutes will not be counted as the Service Unavailable Duration.
Error Rate: The ratio of the number of Failed Requests returned by SaaS to the number of User Requests per unit time (within 5 minutes).
Failed Request: The requests whose error codes returned by SaaS are internal server error codes, including Internal Error (500) or Service Unavailable (503), but do not include current limit requests caused by triggering frequency control or failed requests due to SaaS upgrades, changes, and downtime.
User Request: The request sent by users and received by the SaaS server without including the one in the state of unauthenticated, authentication failure, or service suspension due to arrears. Requests made by clients to the SaaS server due to hacker attacks, or requests executed asynchronously on the backend due to cross-region replication and lifecycle rules configuration, are not considered valid requests or Failed Requests.
1.3. Service Unavailable Duration
The Service Unavailable Duration is the sum of the minutes during which the SaaS service is Unavailable in a Service Month.
1.4. Service Month
The Service Month is the natural month included in the period of service you have purchased. If you purchase this Service for three months starting from June 14, 4 Service Months will be included with respect to this purchase, of which the first service month is June 14 to June 30, the second one is July 1 to July 31, the third one is August 1 to August 31, and the fourth one is September 1 to September 13. Service availability is calculated separately for each Service Month.
1.5. Monthly Service Fee
The SaaS service is in prepaid mode. The Monthly Service Fee is the total tax-excluded service fee actually consumed for the SaaS service in a Service Month (if you pay service fee for the SaaS service on an annual basis, the Monthly Service Fee will be calculated in equal portions over 12 months), excluding the part that has been paid but not consumed, other value-added services provided by JiHu (GitLab), its Affiliates or its designated third parties (including but not limited to additional CI/CD minutes, data storage capacity, etc.) or the fee deducted using vouchers, coupons, service fee waivers, etc.
1.6. SaaS Account
SaaS Account refers to the account you obtain upon registration and acceptance of this Agreement and JiHu GitLab Website Terms through the JiHu GitLab website, with which you can log in to the JiHu GitLab website and use the SaaS service.
1.7. JiHu GitLab Services
JiHu GitLab Services refer to the products and services such as applications, software, SaaS services, technical services and course training made available by JiHu (GitLab), its Affiliates or its designated third parties.
1.8. Affiliate
Affiliate refers to, with respect to a party, an entity controlling, controlled by, or under common control with, such party. “Control” means having directly or indirectly the power to direct or cause others to direct the business, affairs, management or decisions of an entity, whether through ownership of equity, voting rights or voting securities, or as trustee or executor, or under contract, agreement arrangement, trust arrangement or otherwise, including directly or indirectly (1) owning fifty percent (50%) or more of the issued and outstanding shares or equity interests of the subject party, (2) owning fifty percent (50%) or more of the voting rights of the subject party, or (3) having the right to appoint a majority of the members of the board of directors or similar management organizations of the subject party. “Controlled” has the corresponding meaning as above.
2.1. Service Availability Calculation Formula
Service Availability = (1 - Service Unavailable Duration / Total Time of Service Duration in a Service Month) × 100%
2.2. Service Availability
The Service Availability of the SaaS service provided by JiHu (GitLab), its Affiliates or its designated third parties is as follows:
The Service Availability Rate of the SaaS service is no less than 99.8%.
Assuming that the current month is 30 days long, so the user's monthly SaaS Service Availability duration should be 30 days × 24 hours × 60 minutes × 99.8% = 43113.6 minutes, then 86.4 (43200 - 43113.6) minutes of Unavailable Duration is allowed.
In the event the Service Availability Rate falls below the standard stipulated in Article 2 of this Agreement, customers who have paid for this Service are entitled to compensation according to the following terms:
3.1. Compensation Standard
(1) The compensation will be provided in the form of virtual amount, which cannot be discounted or invoiced. You are only allowed to use it through your SaaS Account. The virtual amount may not be used for purchasing other JiHu GitLab Services and you cannot transfer or gift such virtual amount.
(2) If the Service Availability standard fails to be met in a Service Month, the compensation amount will be calculated separately according to this Service Month, and the total amount of compensation will not exceed the Monthly Service Fee actually paid by you for this Service in this Service Month (excluding the fee deducted using vouchers, coupons, service fee waivers, etc.).
| Service Availability Rate in a Service Month | Compensation Virtual Amount |
|---|---|
| 99.0% ≤ Service Availability Rate < 99.8% | 10% of Monthly Service Fee |
| 95.0% ≤ Service Availability Rate < 99.0% | 25% of Monthly Service Fee |
| Service Availability Rate < 95.0% | 50% of Monthly Service Fee |
3.2. Time Limit for Compensation Application
(1) In the event JiHu (GitLab) does not meet the commitment on the Service Availability Rate specified in this SLA, you will be eligible to apply for compensation through the service ticket system using your SaaS Account after five (5) working days the next month after the end of the Service Month in which the incident that is the subject of the claim occurred. JiHu (GitLab) will make a reasonable assessment of all the information regarding your application. If there is a dispute between the two parties on the Service Availability Rate, both parties agree that the background records of SaaS shall prevail.
(2) The compensation application must be filed within sixty (60) calendar days after the end of the Service Month in which the Service Availability commitment fails to be met. Applications beyond the time limit or not filed in the manner specified in this SLA will not be accepted, and you are deemed to have automatically waived your right to claim compensation and other rights from JiHu (GitLab), its Affiliates or its designated third parties. JiHu (GitLab) is entitled to not accept your compensation application, or make any compensation to you.
Service Unavailability caused by any of the following situations shall not be counted in the Service Unavailable Duration and JiHu (GitLab) takes no responsibility resulting from this:
4.1. JiHu (GitLab) notifies you in advance of the system maintenance, including but not limited to the scheduled downtime for overhaul, maintenance, upgrade and optimization of the website or related equipment, systems and software, or cutovers, repairs, upgrades, and simulated failure drills.
4.2. Service Unavailability is caused by network/device failures or configuration adjustments of non-JiHu (GitLab) or non-SaaS devices, including but not limited to technical adjustments by network and telecommunication departments that result in a significant impact on provision of the SaaS service, or the telecommunication services required for provision or acquisition of the SaaS service are unavailable for general failure of the public network or any other reason.
4.3. Service Unavailability is caused by any third party other than JiHu (GitLab), its Affiliates or its designated third parties, such as hacker attack, virus attack, or Unavailability caused by the negligence of you or third-party supplier.
4.4. Service Unavailability is caused by emergency maintenance and upgrading carried out for the operation of the SaaS service.
4.5. Service Unavailability is caused by daily system maintenance, unavailability duration of implicitly-dependent cloud server services, cloud data disk services, load balancing services, private network services, and cloud monitoring services.
4.6. Service Unavailability is caused by build failures or long-time blocks due to connection issues with user code repositories, third-party open-source repositories, or third-party mirror repositories for build tasks.
4.7. Your application interface or data is attacked or influenced by other misconduct.
4.8. Service Unavailability is caused by loss or leakage of data and passwords due to improper maintenance or use of confidential information.
4.9. Service Unavailability is caused by your misjudgment in authorization or operations, customer-owned devices, or third-party software/devices.
4.10. Service Unavailability is caused by customers' failure to comply with the JiHu GitLab Website Terms or the product usage documentation or recommendations provided by JiHu (GitLab).
4.11. Service Unavailability is caused by errors arising from domain name bans due to your content violations or other reasons.
4.12. Service Unavailability is caused by your large-scale traffic surge without prior written notices submitted to JiHu (GitLab).
4.13. Service Unavailability or commitment meeting failure due to reasons other than the SaaS service or reasons of non-JiHu (GitLab) products or services.
4.14. It is one of the situations that JiHu (GitLab)can be exempted from liability and compensation as described in relevant laws and regulations, relevant agreements, relevant rules or relevant rules and instructions separately issued by JiHu (GitLab).
4.15. Service Unavailability or failure to meet service standard commitment caused by intellectual property infringement or unfair competition caused by you or other reasons not attributable to JiHu (GitLab).
4.16. Other service Unavailability or failure to meet service standard commitment due to laws, regulations, policies, administrative orders, or requirements and regulations of competent government departments from time to time.
4.17. In conformity with the exemption clauses agreed in other JiHu GitLab Website Terms.
4.18. Caused by force majeure events or other incidents or events beyond the control of or reasonable foreseeability by JiHu (GitLab) (including COVID-19).
4.19. JiHu (GitLab) deems it necessary to suspend or suspend all or part of the SaaS service for ethical, legal, compliance, technical or system reasons.
5.1. You hereby acknowledge that while JiHu (GitLab) thrives to improve the quality and standard of service, JiHu (GitLab) does not guarantee that this Service is flawless or free of defect. Therefore, in the event that the Service has any flaw or defect, if such flaw or defect cannot be avoided in the state of the art of the time being, JiHu (GitLab) is not in breach hereof. You further agree to work with JiHu (GitLab) to resolve such flaws or defects.
5.2. To the maximum extent permitted by applicable laws, in no event will JiHu (GitLab), its Affiliates, its designated third party and recognized licensors be liable to you for any indirect, punitive, incidental, special, consequential and secondary damages.
5.3. Both parties hereby confirm and acknowledge that, in any case, if you suffer losses due to the breach of contract by JiHu (GitLab) during the use of this Service, the total aggregate liabilities of JiHu (GitLab), its Affiliates, and its designated third party or recognized licensors shall not exceed the total service fee (excluding tax) that you have actually paid for the defaulted service.
5.4. JiHu (GitLab), its Affiliates, its designated third party or recognized licensors shall not in any event be liable for any losses and damages caused by your use of any service free of charge, even if such losses and damages are foreseeable. The foregoing losses and damages include but are not limited to: (1) any direct, indirect, punitive, incidental, special, consequential and secondary damages; (2) costs of obtaining substitute products or services; and (3) interruption of use, loss or damage of data.
5.5. JiHu(GitLab) has the right to modify the terms of this SLA from time to time and publish the latest version on the JiHu GitLab official website in due course. Please check the relevant terms and conditions on the website. If you disagree with the modified SLA, you may cease using this Service. Your continued use of this Service constitutes your agreement to the modified SLA.
5.6. Unless otherwise agreed by the parties, you shall give notices to JiHu (GitLab) according to the contact information published on the JiHu GitLab website. Except the parties agree otherwise, JiHu (GitLab) can send business notices, service reminders, verification messages, marketing information, and other information related to this Service, to you through one or more of the methods such as website announcement, system notification, internal message, email, short message, instant messaging and letter. The foregoing information shall be deemed to have been given:
(1) when it is received by the recipient, in case of personal delivery;
(2) immediately upon publication, in case of website announcement (unless otherwise specified);
(3) upon successful transmission, or at the expiration of 24 hours following the transmission without receipt of any notice on transmission failure, in case of transmission in electronic forms (including without limitation system notice, internal message, email, short message, and instant messaging);
(4) on the third calendar day after posting, in case of sending by courier service or registered mail with postage prepaid.
5.7. Without prior written consent of JiHu (GitLab), you shall not assign or delegate its rights or obligations hereunder in part or in whole to a third party. You hereby acknowledge and agree that JiHu (GitLab) may assign or delegate all or part of its rights or obligations hereunder to its Affiliates or recognized third parties without consent of you. You understand that the SaaS service contemplated hereby may be provided by Affiliates of JiHu (GitLab) or third parties designated and recognized by, with qualification satisfactory to, JiHu (GitLab).
5.8. The JiHu GitLab Website Terms shall constitute an integral part of this Agreement. Any other oral and written documents not incorporated herein or made in accordance herewith shall not be binding upon the parties.
5.9. Unless otherwise specified herein, any change, supplement or amendment during the performance hereof shall be separately agreed upon by the parties in writing, and all waivers and modifications shall not take effect except they are made in writing and duly executed by the parties. Subject to JiHu (GitLab)’s prior written consent, any written agreement required to be executed may, in which case affixing physical common seals or contract seals, or physical signature is temporarily implausible for special reasons such as quarantine control caused by the COVID-19, at the option of the parties, bear the legal and effective electronic seals as an alternative, provided that either party who affixes electronic seals shall notify the other party thereof as soon as practical, and shall, within ten (10) business days following the lift of quarantine control, deliver the original execution page with the physical common seal or contract seal to the other party. Any written agreement required to be executed shall come into effect after being affixed with the common seals, contract seals or electronic seals by the parties (which, solely for the sake of effectiveness, exchanging electronic copies may suffice).
5.10. This Agreement shall be governed by the laws of the People’s Republic of China (for the purpose of this agreement only, excluding Hong Kong, Macao and Taiwan). All disputes arising from or in connection with this Agreement shall be settled by the parties concerned through friendly negotiation. If the dispute cannot be settled through friendly negotiation in fifteen (15) days, either party has the right to submit the dispute to the people’s court with jurisdiction where JiHu (GitLab) has its domicile for settlement through litigation.
5.11. This Agreement may be provided in Chinese, English or other languages. In case of any discrepancies or conflicts among different linguistic versions of this Agreement, the Chinese version shall prevail.
