Capacity Unit Terms and Conditions

These Capacity Unit Terms and Conditions set out the terms for the use of Capacity Units by Customer in connection with its use with the Solace Cloud Service.

1. Start Date. Unless otherwise stated in an Order, the Subscription Term for Capacity Units commences on the earlier of: (a) the Start Date specified in the Order, and (b) the date of invoice for such Order (the “Start Date”).

2. Reporting. Solace monitors Capacity Unit usage by Customer on an hourly basis for all Cloud Service used by Customer. Capacity Unit usage is available to Customer via the Cloud Console and a Solace API. Customer may acquire additional Capacity Units at any time and from time to time pursuant to an Order.

3. Consumption. Cloud Service consume Capacity Units based on actual use of the Cloud Service by Customer. Consumption of Capacity Units begins when Cloud Service are turned on by Customer and Solace. Capacity Units are consumed based on the date of purchase of such units with the oldest units being consumed first.  If Customer exceeds its Committed Purchase of Capacity Units, any Capacity Units used by Customer during the Accrual Period in excess of the Committed Purchase are billed to Customer at Solace’s list price as Additional Fees. All unused Capacity Units, if any, expire at the end of the Subscription Term.

4. Flexibility. As described below, Cloud Service used by Customer during the Subscription Term may be added to, reduced or exchanged with other Cloud Service during the Subscription Term from time to time and at any time, provided that, any changes that result in Capacity Unit usage by Customer in excess of the Committed Purchase will result in Additional Fees incurred during the Accrual Period being billed to Customer as set forth in Section 3 (Consumption).

5. Exchange of Production and Non-Production Cloud Service. When being consumed under the Capacity Unit consumption model, Production Cloud Service may be exchanged for Non-Production Cloud Service as described above. However, Non-Production Cloud Service may not be exchanged for Production Cloud Service when being consumed under the Capacity Unit consumption model described herein, unless otherwise agreed by Solace, in its sole discretion.

6. Capacity Unit Fees. Customer must pay all Fees for Capacity Units specified in each Order.  Except as otherwise specified herein or in an Order: (a) payment obligations are non-cancellable, (b) Fees for Capacity Units paid are non-refundable; and (c) the number of Capacity Units purchased cannot be decreased during the relevant Term stated in an Order.  Fees for Capacity Units will be invoiced in advance. If applicable, at the end of an Accrual Period, Solace will issue an invoice to Customer for all charges accrued based on Customer’s use of additional Capacity Units during the Accrual Period.