1. What this document promises
Most software service levels measure whether a website was reachable. That is the wrong measure for Quorum, because Quorum is not something you sit in front of. It prepares briefings ahead of a meeting, and the only moment that matters is whether the briefing was ready when the meeting started.
So this agreement commits to that directly. We promise that briefings arrive before the meeting they were prepared for, and if one does not, you do not pay for it.
The promise has one condition, and it is a physical one rather than a legal dodge. Briefings take time to generate, and a meeting created minutes before it starts cannot have briefings ready for it. So the commitment applies where the meeting reached us early enough for the work to be done. Clause 4 sets out how that is calculated and where you can see it.
Availability of the web application is the secondary measure. We publish what we measure, but this agreement does not commit to an availability figure. An outage at three in the morning costs you nothing, whereas a briefing that misses a nine o'clock meeting costs you the whole value of the product that day, so that is where the commitment sits.
This agreement applies to all paid plans. Enterprise customers may agree different or additional service levels, including availability commitments, in their order form, and where they do, the order form takes precedence over this document.
2. Definitions
Briefing — one generated audio episode prepared for one attendee of one meeting. This is the same unit your plan allowance and any overage are measured in.
Meeting — a calendar event in a calendar you have connected to Quorum.
Scheduled Start — the start time of the meeting as recorded in that calendar at the time the Briefing was generated. Moving a meeting earlier moves its Preparation Deadline with it, and the commitment follows the new time only where the change was made before that new deadline.
Delivered — the Briefing is available for playback in your workspace. A Briefing is Delivered when it is ready, whether or not anyone opens it.
Preparation Time — the time we need to produce all the Briefings for one meeting. We estimate it from the number of Briefings the meeting requires and how long comparable Briefings have actually taken us to generate recently, allowing for the length of the script each one needs. It is an upper estimate rather than an average, so that a meeting which takes longer than usual is still covered.
Preparation Deadline — the Scheduled Start of a meeting, less its Preparation Time. This is the moment by which everything a Briefing depends on has to be in place. We show it in the product for each meeting, so it is a date you can see rather than a formula you have to apply.
Month — a calendar month, measured in Central European Time.
Eligible Briefing — a Briefing that meets the conditions in clause 4. Only Eligible Briefings count towards the commitment in clause 3, in either direction.
3. The delivery commitment
In each Month, at least 99% of Eligible Briefings will be Delivered before the Scheduled Start of their meeting.
A late Briefing counts against this commitment only where we could have produced it in time. That is the point of the Preparation Deadline in clause 2: a Briefing that was ready to start generating before that deadline and still arrived late is a failure on our side and is treated as one, while a Briefing we were asked for with less time than the work takes is not. The test is whether we had the time, not whether the meeting was missed.
We measure this across all Eligible Briefings in your workspace for that Month. The measurement is ours, taken from the same generation records that produce your invoice, and we will show you the underlying figures on request, including the Preparation Time we calculated for any meeting you ask about.
4. When a Briefing is Eligible
A Briefing is Eligible where all of the following were true by the meeting's Preparation Deadline:
- The meeting was present in a connected calendar. Quorum checks each connected calendar once every 24 hours, so a meeting that appears less than 24 hours before it starts may not be seen in time. Where the Preparation Deadline is sooner than that, the earlier of the two applies.
- The attendee the Briefing is for was recorded on the meeting.
- The document storage the Briefing depends on was connected and reachable, and any documents needing your approval had been approved.
- Your subscription was active and not suspended under the Terms of Service.
Briefings that miss the Preparation Deadline are still generated, and usually still arrive in time. They are simply not covered by the commitment in clause 3, because the time needed to produce them was not there. The same applies where you generate a Briefing manually rather than waiting for the scheduled run: it starts immediately, but it is not covered by clause 3.
Adding attendees increases the Preparation Time, because each attendee is a separate Briefing. A meeting that grows from three attendees to thirty shortly before it starts moves its own deadline, and we show the new one in the product.
5. What happens when we miss
If an Eligible Briefing is not Delivered before its Scheduled Start:
- it is not billed, and
- it does not count against your monthly allowance, so it does not push you into overage.
You do not have to claim this and there is no time limit to worry about. We apply it when we prepare your invoice, and the credit appears on the invoice for the Month in which the miss occurred.
This is deliberately denominated in briefings rather than in a percentage of your subscription fee. Briefings are what you buy, what we count, and what went wrong, so that is what we give back.
If you are a Quorum Partner, the Services came to you as part of a wider engagement rather than on a metered plan, so there may be no per-briefing charge to take off and no monthly allowance to restore. We still measure every miss and still report it to you on the same basis as everyone else. What follows from a miss is set in the agreement covering your engagement, because that is where your fees are set.
If we fall below 95% of Eligible Briefings Delivered on time in any Month, you may terminate the affected subscription immediately on written notice, and we will refund any fees you have paid for the remainder of its term.
6. Availability
We monitor the availability of the web application continuously and publish what we measure on our status page. Those are the same checks we run for ourselves rather than a separate marketing view, and they cover the application, its database, file storage, and a full sign-in-to-playback journey against a test tenant.
This agreement does not commit to an availability figure, and no service credits attach to availability. The published record is there so you can see how the service actually behaves, and the commitment with money behind it is the one in clause 3, because that is the one that reflects whether the product did its job.
If your organisation needs a contractual availability commitment, we will agree one with you. It goes in your order form rather than here, because a number that suits one customer's operations rarely suits another's.
Planned maintenance
Where maintenance will take the Services offline, we will give at least 5 business days' notice and schedule it outside 07:00–19:00 Central European Time on business days. Planned maintenance notified this way is excluded from the availability target.
Emergency maintenance to address a security or stability risk may happen without notice. We will tell you as soon as we reasonably can and record it on the status page.
7. What is not covered
Clause 3 does not apply, and no credit arises, where the miss was caused by:
- your connected Microsoft tenancy, or your connected document storage, being unavailable, revoked, or misconfigured on your side;
- documents that could not be read because of permissions in your own systems;
- a meeting, attendee, or document change made after the meeting's Preparation Deadline, including attendees added late, which lengthen the work;
- your instruction, including a request to pause or cancel generation;
- suspension of your account under the Terms of Service, including for non-payment;
- your breach of the Terms of Service; or
- events outside our reasonable control, including failures of a public telecommunications network, and other circumstances of the kind described in the force majeure clause of the Terms of Service.
Our own suppliers failing is not an exclusion. If our model, speech, or hosting providers are unavailable and a briefing misses its meeting as a result, the commitment in clause 3 applies. We chose those providers and it is not your problem.
8. This is the whole of it
The credits and termination right in clause 5 are your only remedies for a failure to meet the levels in this document. Nothing here limits the parts of the Terms of Service that cannot be limited by law, and nothing here reduces any rights you have under those Terms for anything other than service levels.
9. Changes
We may update this agreement. If a change materially reduces the commitments in it, we will tell you at least 30 days before it takes effect, and you may terminate the affected subscription for the remainder of its term with a pro-rata refund.
Quorum Technologies GmbH · Heumattstrasse 18, 8906 Bonstetten, Switzerland · CHE-196.262.518 · legal@quorumtech.ch