Service Level Agreement
This Service Level Agreement (“SLA“) governs the utilization of Symend’s product and service offerings for each account using these products and services. In cases where there is a conflict between the terms of this SLA and the Master Services Agreement executed by the parties (the “Agreement”), this SLA shall take precedence, but solely to the extent of such conflict. Any capitalized terms not defined herein shall have the meanings ascribed to them in the Agreement.
1.1 Service Commitment. Symend is committed to maintaining the Minimum Service Level during the Term of the Agreement, using commercially reasonable efforts. It is important to note that Symend will not be held responsible for any errors attributable to Third-Party Materials.
*Uptime is calculated as the maximum number of available minutes in a billing monthly period minus downtime (i.e., the number of minutes during which the Symend Platform is unavailable in a billing monthly period, excluding the exceptions listed in Section 1.3 below) divided by the maximum number of available minutes in a billing month for a specific account.
1.2 Disruption Notification: Symend will promptly inform Client of any disruption within 24 hours of the disruption’s commencement, unless it is of an insignificant nature (less than 1 hour of disruption). Notification will be conveyed via email, our website, or other means as reasonably determined by Symend. Symend will make commercially reasonable efforts to restore service as soon as reasonably practicable and will notify Client by email (or other prompt means if email is unavailable) once service is restored.
1.3 Downtime Exceptions: The following downtime minutes will not be included in the calculation of compliance with the Minimum Service Level: (i) Downtime minutes due to scheduled maintenance. (ii) Downtime minutes resulting from matters constituting force majeure under the Agreement. (iii) Downtime minutes resulting from Client’s actions not in accordance with the Agreement, including but not limited to negligence, willful misconduct, or use of the Services in breach of the Agreement. (iv) Downtime minutes resulting from data or transmission quality issues beyond Symend’s reasonable control. (v) Downtime minutes resulting from failure, interruption, outage, or other problems with any software, hardware, systems, network, facility, or other matter not supplied by Symend pursuant to the Agreement.
All scheduled maintenance will be conducted between 12:00 am MT and 5:00 am MT. Symend reserves the right to plan additional scheduled maintenance, which will be communicated to Client via email at least 24 hours in advance, along with notice of the expected duration of downtime.