Service Level Agreement
Effective Date: December 10th, 2025
Version: 1.0
Schedule 2: Availability SLA
1. Introduction
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This Schedule 2 sets out Provider's availability commitments relating to the Services.
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In this Schedule 2, "uptime" means the percentage of time during a given period when the Services are available at the gateway between public internet and the network of the hosting services provider for the Services.
2. Availability
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Provider shall use reasonable efforts to ensure that the uptime for the Services is at least 95% during each calendar month.
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Provider shall be responsible for measuring uptime and shall do so using any reasonable methodology.
3. Exceptions
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Downtime caused directly or indirectly by any of the following shall not be considered when calculating whether the Provider has met the uptime goal given in Paragraph 2.1:
- a Force Majeure Event;
- emergency downtime;
- the inability of Customer to access the Services due to Internet, telecommunications, hardware, software, user error or other issues outside the reasonable control of Provider or its hosting provider;
- vendor API downtime that results in a failure to provide data to Provider;
- a fault or failure of the Provider's hosting infrastructure services provider;
- any breach by Customer of this Agreement; or
- scheduled maintenance carried out in accordance with this Agreement.
4. Sole Remedy
Customer's sole remedy for any downtime shall be limited to Support Services.
Schedule 3: Maintenance SLA
1. Introduction
- This Schedule 3 sets out the service levels applicable to the Maintenance Services.
2. Scheduled Maintenance Services
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Provider shall where practicable give to the Customer at least 5 Business Days' prior written notice of scheduled Maintenance Services that are likely to affect the availability of the Services or are likely to have a material negative impact upon the Services, without prejudice to Provider's other notice obligations under this Schedule 3.
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Provider shall make reasonable efforts to provide scheduled Maintenance Services outside Business Hours.
3. Updates
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Provider shall apply Updates to the Services as follows:
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third party security Updates shall be applied to the Services promptly following release by the relevant third party, providing that Provider may acting reasonably decide not to apply any particular third party security Update;
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Provider's security Updates shall be applied to the Services promptly following the identification of the relevant security risk and the completion of the testing of the relevant Update; and
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other Updates shall be applied to the Services in accordance with any timetable notified by Provider to Customer.
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4. Upgrades
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Provider shall produce Upgrades as needed during the Term.
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Provider shall give to Customer at least 5 Business Days' prior written notice of the application of an Upgrade to the Services.
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Provider shall apply each Upgrade to the Services within any period notified by Provider to Customer.
Schedule 4: Support SLA
1. Introduction
- This Schedule 4 sets out the service levels applicable to the Support Services.
2. Helpdesk
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The Provider shall make available to the Customer a helpdesk in accordance with the provisions of this Schedule 4.
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The Customer may use the helpdesk for the purposes of requesting and, where applicable, receiving the Support Services; and the Customer must not use the helpdesk for any other purpose.
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The Provider shall ensure that the helpdesk is accessible by email and using the Provider's web-based ticketing system.
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The Provider shall ensure that the helpdesk is operational and adequately staffed during Business Hours during the Term.
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The Customer shall ensure that all requests for Support Services that it may make from time to time shall be made through the helpdesk.
3. Response and Resolution
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Issues raised through the Support Services shall be categorized as follows:
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Critical: the Services are inoperable or a core function of the Services is unavailable;
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Serious: a core function of the Services is significantly impaired;
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Moderate: a core function of the Services is impaired, where the impairment does not constitute a serious issue; or a non-core function of the Services is significantly impaired; and
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Minor: any impairment of the Services not falling into the above categories; and any cosmetic issue affecting the Services.
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Provider shall determine, acting reasonably, into which severity category an issue falls.
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Provider shall use reasonable efforts to respond to requests for Support Services promptly.
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Provider shall ensure that its response to a request for Support Services shall include the following information (to the extent such information is relevant to the request): an acknowledgment of receipt of the request, where practicable an initial diagnosis in relation to any reported error, and an anticipated timetable for action in relation to the request.
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Provider shall use reasonable efforts to resolve issues raised through the Support Services promptly and make its best effort to respond to inquiries within the following times after receipt of Customer notification:
Severity Response Time Critical Acknowledge and respond within 12 hours Serious Acknowledge and respond within 24 hours Moderate Acknowledge and respond within 48 hours Minor Acknowledge and respond within 72 hours
4. Provision of Support Services
- The Support Services shall be provided remotely, except to the extent that the parties agree otherwise in writing.
5. Limitations on Support Services
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Provider shall have no obligation to provide Support Services in respect of any issue caused by:
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the improper use of the Services by the Customer; or
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any alteration to the Services made without the prior consent of the Provider.
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Last Updated: December 10th, 2025