SERVICE LICENSE AGREEMENT
Effective Date: October 1, 2019
This service level agreement (‘SLA’) describes the levels of service that [CUSTOMER NAME] (the “Customer”) will receive from PLATINUM PMO, LLC. (‘PPMO’).
This SLA should be read alongside the Terms of Service Agreement (the “Agreement”) between the Customer and PPMO. Although the SLA covers key areas of the Customer’s provided services and support, the Agreement includes areas not covered by this SLA.
The Customer’s received service depends on IT equipment, software and services (together: ‘the System’) that are provided, maintained and supported by PPMO.
This service level agreement sets out what levels of availability and support the Customer is to receive with respect to its use of the System. It also explains what penalties will be applied to PPMO should it fail to meet these levels.
This SLA forms an important part of the contract between the Customer and PPMO. It aims to enable the two parties to work together effectively.
Dates and reviews
This agreement begins on the Effective Date of the Agreement and will continue for so long as the Agreement is in effect.
It may be reviewed at any point, by mutual agreement. It may also be reviewed if there are any
changes to the Customer’s needs or uses.
This SLA covers only those services provided by PPMO to the Customer pursuant to the Agreement, which is access to and use of the AMIGO® DIGITAL TRANSFORMATION IMPLEMENTATION PLATFORM (the “Platform”). This SLA contemplates only those above-named services and makes no guarantees or representations as to the provision or availability of any other service that may be provided by PPMO as an ancillary benefit to its Customers.
This SLA is written in good faith. PPMO will always do everything possible to rectify every issue in a timely manner.
However, there are exclusions. This SLA does not apply to:
- Any equipment, software, services, third party or otherwise, or any other parts of the System not listed above.
- Software, equipment or services not purchased via and managed by PPMO. Additionally, this SLA does not apply when:
- The problem has been caused by using equipment, software or service(s) in a way that is not recommended.
- The Customer has made unauthorized changes to the configuration or set up of affected equipment, software or services.
- The Customer has prevented PPMO from performing required maintenance and update tasks.
- The issue has been caused by unsupported mobile devices, equipment, software or other services.
This SLA does not apply in circumstances that could be reasonably said to be beyond PPMO’s control. For instance: floods, war, acts of god, civil unrest and so on.
This SLA also does not apply if the Customer is in breach of its contract with PPMO for any reason (e.g. late payment of fees, improper use, violation of terms, etc.).
PPMO will provide and maintain the System used by the Customer.
PPMO will make available the System through internet access.
Additionally, PPMO will:
- Ensure relevant software, services and equipment are available to the Customer where necessary.
- Respond to support requests within a reasonable timeframe.
- Take steps to escalate and resolve issues in an appropriate, timely manner.
- Maintain good communication with the Customer at all times.
The Customer will use PPMO-provided system as intended.
[The Customer will be responsible for, and obtain, all consents required under any law or regulation in any jurisdiction, relating to the use of the System on the telephone system, including but not limited to the Telephone Consumer Protection Act (“TCPA”).]
The Customer will insure, indemnify, and hold harmless PPMO for any violations, real or alleged, of any laws or regulations, relating to the use of the System with the Customer’s consumers and customers. In other words, the Customer represents that it has the right to send text messages or SMS messages to its customers using the System and promises to indemnify PPMO if it does not.
Additionally, the Customer will:
- Notify PPMO of issues or problems in a timely manner.
- Provide PPMO with access to equipment, software and services for the purposes of maintenance, updates and fault prevention.
- Maintain good communication with PPMO at all times.
Guaranteed Uptime Levels
In order to enable the Customer to do business effectively, PPMO guarantees that certain items will be available for a certain percentage of time.
The Platform is guaranteed to have a 99.9% uptime. However, PPMO is not responsible for Customer’s inability to access the Platform through internet service. Such inability shall not be considered downtime.
Measurement and Penalties
Uptime is measured over each calendar month. It is calculated to the nearest minute, based on the number of minutes in the given month (for instance, a 31-day month contains 44,640 minutes).
If uptime for any item drops below the relevant threshold, a penalty will be applied in the form of a credit for the Customer.
This means the following month’s fee payable by the Customer will be reduced on a sliding scale. Any applicable reduction shall be credited on the next invoice to Customer that is at least thirty (30) days following the downtime giving rise to the penalty.
The level of penalty will be calculated depending on the number of hours for which the service was unavailable, minus the downtime permitted by the SLA:
- Uptime penalties in any month are capped at 50% of the total monthly fee
- Uptime measurements exclude periods of routine, scheduled maintenance.
Guaranteed response times
When the Customer raises a support issue with PPMO, PPMO promises to respond in a timely fashion.
The response time measures how long it takes PPMO to respond to a support request raised via PPMO’s support system.
PPMO is deemed to have responded when it has replied to the Customer’s initial request. This may be in the form of an email or telephone call, to either provide a solution or request further information.
Response times are measured from the moment the Customer submits a support request via PPMO’s online support system.
Response times apply during standard working hours (9am — 5.30pm Central Time) only, unless the Agreement specifically includes provisions for out of hours support.
Subject to the above limitations, PPMO promises to respond to support requests within twenty-four (24) hours.
PPMO will always endeavor to resolve problems as swiftly as possible. It recognizes that the Customer’s use of the System is key to its business and that any downtime can cost money.
However, PPMO is unable to provide guaranteed resolution times. This is because the nature and causes of problems can vary enormously.
For instance, it may be possible to resolve a fatal server issue in minutes, simply by restarting the server. But if a server fails due to disk error or a hardware fault (also classed as a fatal issue) it may take much longer to get back up and running.
In all cases, PPMO will make its best efforts to resolve problems as quickly as possible. It will also provide frequent progress reports to the Customer.
Right of termination
PPMO recognizes that it provides services that are critical to the Customer’s business.
If PPMO consistently fails to meet the service levels described in this document, the Customer may terminate its entire contract with PPMO, with no penalty.
This right is available to the Customer if PPMO fails to meet the above uptime or response time levels more than five times in any single calendar month.