SERVICE LEVEL AGREEMENT (SLA)
This Obviyo Service Level Agreement (“SLA”) is a policy governing the use of the Service under the terms of the Obviyo’S Customer Terms of (the “Obviyo TOS”) between Obviyo, Inc (“OBVIYO”, “us” or “we”) and users of OBVIYO’ Service (“you”).
This SLA applies separately to each account using Service. Unless otherwise provided herein, this SLA is subject to the terms of the Obviyo TOS and capitalized terms will have the meaning specified in the Obviyo TOS. We reserve the right to change the terms of this SLA in accordance with the Obviyo TOS.
OBVIYO will use commercially reasonable efforts to make Obviyo available with an Annual Uptime Percentage (defined below) of at least 99.5% during the Service Year. In the event Obviyo does not meet the Annual Uptime Percentage commitment, you will be eligible to receive a Service Credit as described below.
SERVICE COMMITMENTS AND SERVICE CREDITS
If the Annual Uptime Percentage for a customer drops below 99.5% for the Service Year, that customer is eligible to receive a Service Credit equal to 10% of their bill (excluding one-time payments made for the initial Service setup) for the Eligible Credit Period. To file a claim, a customer does not have to have wait 365 days from the day they started using the service or 365 days from their last successful claim. A customer can file a claim any time their Annual Uptime Percentage over the trailing 365 days drops below 99.5%.
We will apply any Service Credits only against future Obviyo payments otherwise due from you. Service Credits shall not entitle you to any refund or other payment from OBVIYO. Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the Obviyo TOS, your sole and exclusive remedy for any unavailability or non-performance of Obviyo or other failure by us to provide Obviyo is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA or termination of your use of Obviyo Service.
CREDIT REQUEST AND PAYMENT PROCEDURES
To receive a Service Credit, you must submit a request by sending an e-mail message to sla-request@Obviyo.com. To be eligible, the credit request must (i) include, in the body of the e-mail, the dates and times of each incident of Unavailable that you claim to have experienced; (ii) include your logs or computer screenshots that document the errors and corroborate your claimed outage (any confidential or sensitive information in these logs should be removed or replaced with asterisks); and (iii) be received by us within thirty (30) business days of the last reported incident in the SLA claim. If the Annual Uptime Percentage of such request is confirmed by us and is less than 99.5% for the Service Year, then we will issue the Service Credit to you within one billing cycle following the month in which the request occurred. Your failure to provide the request and other information as required above will disqualify you from receiving a Service Credit.
OBVIYO SLA EXCLUSIONS
The Service Commitment does not apply to any unavailability, suspension or termination of Obviyo Service, or any other Obviyo performance issues: (i) caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of Obviyo Service; (ii) that result from any actions or inactions of you or any third party; (iii) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control); (iv) that result from failures of individual instances not attributable to Unavailability; or (v) arising from our suspension and termination of your right to use Obviyo in accordance with the Obviyo TOS (collectively, the “Obviyo SLA Exclusions”).
If availability is impacted by factors other than those explicitly listed in this agreement, we may issue a Service Credit considering such factors in our sole discretion
SUPPORT AND MAINTENANCE
During the Term of this Obviyo TOS, Obviyo will provide direct support to one designated employees with respect to the Service.
OBVIYO will assign highly skilled engineers knowledgeable of and responsible for the Software to provide support and assistance to you (“Service Support”).
Service Support will provide support and assistance to you in:
- Diagnosing and troubleshooting Service problems;
- Identifying and providing Updates and Upgrades and the appropriate documentation to minimize any disruption of use of the Service;
- Installing, configuring and verifying proper operation of Service;
- Centralizing management of support services by assigning a primary Service Support who will work with you to better understand the ongoing technology requirements and to pro-actively resolve issues to prevent system down-time and enhance security;
- Tracking technical support incidents by maintaining an issue tracking system that tracks all technical support incidents reported by you (date submitted, technical notes, current status, tc.);
- OBVIYO Service Support Contacts to staff its support lines on normal business days from 9AM – 6PM EST (the ” Support Hours”). OBVIYO will maintain a sufficient number of telephone lines and a sufficient number of Service Support Contacts to ensure timely responses to calls from you and to otherwise satisfy OBVIYO’S obligations under this SLA.
OBVIYO will use reasonable efforts to answer questions and correct problems (or to provide suitable temporary solutions or workarounds for problems) in the Service Support Contact’s initial telephone consultation with you. If further action is necessary,
OBVIYO will use reasonable efforts to answer the question or correct the problem by telephone within 48 hours after the Service Support Contact’s initial telephone contact with you.
In addition to the Support and Maintenance to be provided under this SLA, you will be entitled to receive like support, maintenance and assistance, as OBVIYO may make available to other users of the Service.
OBVIYO will be responsible under this SLA Agreement only for providing support to you. OBVIYO will not be responsible for providing any direct or indirect support to your customers, distributors, resellers, or end-users.
“Service Year” is the preceding 365 days from the date of an SLA claim.
“Annual Uptime Percentage” is calculated by subtracting from 100% the percentage of 5 minute periods during the Service Year in which Obviyo was in the state of “Unavailable.” If you have been using Obviyo for less than 365 days, your Service Year is still the preceding 365 days but any days prior to your use of the service will be deemed to have had 100% Region Availability. Any downtime occurring prior to a successful Service Credit claim cannot be used for future claims. Annual Uptime Percentage measurements exclude downtime resulting directly or indirectly from any Obviyo SLA Exclusion (defined below).
The “Eligible Credit Period” is a single month, and refers to the monthly billing cycle in which the most recent Unavailable event included in the SLA claim occurred.
A “Service Credit” is a dollar credit, calculated as set forth below, that we may credit back to an eligible Obviyo account.