Telecom and data centres

Negotiating uptime, power and interconnection terms.

A colocation agreement turns on the uptime commitment, the power commitment and what an outage costs. A capacity or interconnection agreement turns on traffic commitments, service quality and the rate card. The customer's counsel wants service credits that become the sole remedy to stop being the sole remedy, and a termination right for every missed month. Leela reviews each draft to your standard terms, keeps the SLA mathematics straight across versions, and tracks which credits and carve-outs were agreed with which customer.

Leela Received. I am comparing the return against the version sent. 11:06 AM

Compared against the version sent: 11 changes, 4 in the SLA schedule

Dear Marcus

The return contains 11 changes, of which 4 are in the SLA schedule, and they are not clarifications.

The uptime commitment at Schedule 2, paragraph 1 is unchanged at 99.99 percent, but the measurement period at paragraph 3 has moved from monthly to weekly, which makes the permitted downtime per period 1 minute rather than 4.3. Paragraph 6 now provides that service credits are without prejudice to other remedies, where the version sent made credits the sole remedy for availability failures. The power commitment at clause 5.2 has been changed from 4 kW per cabinet to a right to draw up to 6 kW at the same price. A new clause 12.4 gives Orbital a right to terminate for convenience on 30 days notice after any two missed months in a rolling twelve.

The other changes are drafting. The issues list records the four SLA points as open, with both texts quoted, and I have not redlined them because each is a commercial position for you. The sole remedy change is the one I would resist first.

Leela

W Orbital colocation - return analysis.docx58 KBW Orbital colocation - issues list (round 2).docx66 KB

Uptime and the measurement period

The percentage rarely moves. The period, the exclusions and the definition of downtime do. She reads the schedule as arithmetic and reports the number of minutes, not the percentage.

Service credits as the remedy

Sole remedy or not, the cap on credits, and the termination trigger that follows missed months. Each held to your standard and recorded per customer.

Power, capacity and rates

The power commitment per cabinet, the committed traffic, the rate card and the price adjustment clause, compared against what was sent and against what the same customer agreed last time.

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