IT Service Level Agreement: Definition, Terms, Example
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What is an IT Service Level Agreement?
An IT service level agreement (SLA) is a written contract between a business and its IT provider that sets expectations around the level of service the customer can expect. This can include terms dealing with uptime, customer service response time, scheduled maintenance, and more.
An IT service legal agreement also spells out what can happen if there's an issue with your IT system. These legal documents are critical to establishing a successful relationship and engagement with your IT service provider.
Common Sections in IT Service Level Agreements
Below is a list of common sections included in IT Service Level Agreements. These sections are linked to the below sample agreement for you to explore.
IT Service Level Agreement Sample
EXHIBIT 10.4
Exhibit D
Client Service Level Agreement
Section 1: Definitions
This service level agreement (the “Client SLA”) shall be used to describe Client’s responsibilities with respect to service availability and resolving incidents. Any capitalized terms used but not defined herein shall have the meaning set forth in the Agreement.
For purposes of this Client SLA, the following definitions shall be used:
a.
“Business Hours” means 9:00:00AM UTC-3 to 17:00:00PM UTC-3 from Monday through Friday, without exception (including local, national, or international holidays).
b.
“VV Initial Response” means a verbal, written, or electronic response to an Initial Notice, in each case non-automatic, from Client to Airfox regarding a reported or discovered Error that details its Severity Level and provides a general approach for next steps.
c.
“VV Final Resolution” means a permanent fix to the Error to bring VV Services functionality back into a resolve state.
d.
“VV Services” means the Client System, including the CDC and any other Client service that connects to or integrates with the VV API or the Airfox Mobile Wallet.
e.
“VV Temporary Resolution” means a temporary fix or patch to the Error to bring VV Services functionality back to a resolved state until a Final Resolution is available.
Section 2: Service Availability
Client will provide Airfox with access to the VV Services seven (7) days per week, twenty-four
(24)
hours per day, excluding VV Scheduled Downtime.
Section 3: Scheduled Downtime
Client shall perform periodic maintenance on the VV Services for purposes of system upgrades, maintenance, and backup procedures. When commercially reasonable, Client will perform such maintenance without disrupting access to the VV Services. Where access needs to be disrupted (“VV Scheduled Downtime”), Client shall: (i) where possible, perform such maintenance during low usage periods; (ii) where possible, provide reasonable advance notice to Airfox of the VV Scheduled Downtime; (iii) use commercially reasonable efforts to limit the amount of VV Scheduled Downtime. VV Scheduled Downtime shall not exceed four (4) hours per month.
Section 4: Client IT Support
Client will use commercially treasonable efforts to provide Airfox with:
a.
all necessary resources to support the VV Services with respect to the VV API; and
b.
e-mail support to assist in identifying and resolving errors with respect to the VV API.
Section 5: Incident Management
A.
Incident Severity
Airfox and Client acknowledge and agree that there may be defects in the VV Services or defects in features within the Airfox Mobile Wallet that directly impact the performance of the VV API and prevent it from performing as accepted (“each a VV Error”). Errors may include operation and functionality defects, security defects, viruses and bugs. When Client initially detects, or when Airfox initially reports to Client, an Error, (“VV Initial Notice”) Client will promptly classify the Error in accordance with the severity levels set forth in Table A1 below (each a “Severity Level”). Client may modify the classification after the Initial Response if appropriate.
Table A1 – Severity Level Guidelines | |
VV Severity Level | Definition |
Severity 1 | A critical problem in which the VV Services (i) are down, inoperable, inaccessible, or unavailable, (ii) otherwise materially cease operation, or (iii) perform or fail to perform so as to prevent useful work from being done. |
Severity 2 | A problem in which the VV Services and the hosting environment (i) are severely limited or major functions are performing improperly, and the situation is significantly impacting certain portions of Users’ operations or productivity, or (ii) have been interrupted but recovered, and there is high risk of recurrence. |
Severity 3 | A minor or cosmetic problem with the VV Services that (i) is an irritant, affects non-essential functions, or has minimal operations impact, (ii) is localized or has isolated impact, (iii) is a nuisance, (iv) results in visual errors, or (v) is otherwise not Severity 1 or Severity 2, but represents a failure of VV Services to conform to specifications. |
B.
Incident response
If Initial Notice occurs during Business Hours, Client will provide Airfox with VV Initial Responses, Temporary Resolutions, and Final Resolutions within the timeframes provided in Table B1 below.
Table B1 – Incident Response for Initial Notices within Business Hours | |||
VV Severity Level | VV Initial Response | VV Temporary Resolution | VV Final Resolution |
1 | 3 hours | 12 hours | 7 days |
2 | 6 hours | 34 hours | 10 days |
3 | 34 hours | 5 days | 21 days |
If Initial Notice occurs outside of Business Hours, Client will provide Airfox with Initial Responses, Temporary Resolutions, and Final Resolutions within the timeframes provided in Table B2 below.
Table B2 – Incident Response for Initial Notices outside of Business Hours | |||
VV Severity Level | VV Initial Response | VV Temporary Resolution | VV Final Resolution |
1 | 6 hours | 17 hours | 7 days |
2 | 17 hours | 3 days | 10 days |
3 | 34 hours | 5 days | 21 days |
Reference:
Security Exchange Commission - Edgar Database, EX-10.4 11 airfox_ex10z4.htm CLIENT SERVICE LEVEL AGREEMENT, Viewed September 23, 2021, View Source on SEC.
Who Helps With IT Service Level Agreements?
Lawyers with backgrounds working on it service level agreements work with clients to help. Do you need help with an it service level agreement?
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ContractsCounsel is not a law firm, and this post should not be considered and does not contain legal advice. To ensure the information and advice in this post are correct, sufficient, and appropriate for your situation, please consult a licensed attorney. Also, using or accessing ContractsCounsel's site does not create an attorney-client relationship between you and ContractsCounsel.
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