This Annex contains a service level agreement (“SLA”) setting out the levels of services to be provided by P2V Systems to the Customer under this Agreement and compensation (as a genuine pre-estimate of loss) for failure to meet those service levels.
In this SLA a reference to a paragraph, unless stated otherwise is a reference to a paragraph of this SLA.
In this SLA words, abbreviations and expressions have the meanings given in the Conditions except as set out below:
“Availability” means all the time in any calendar month for which the Services are not subject to any Service Affecting Faults, and “Available” shall be construed accordingly;
“Business Day” means every day excluding Saturdays and Sunday and public holidays in Ireland or within the country the Service is provided in;
“Fault” means a defect, fault or impairment in the Services;
“Non-Service Affecting” means a Fault which does not materially affect the performance or quality of the Services;
“Service Affecting” means a Fault which causes full or partial loss of the ability to access the Services; and
“Third Party System” means a telecommunication system, cross-connect system, network, network to network interface, exchange, data centre or any other equipment that is neither owned nor operated on behalf of P2V Systems.
This SLA only applies to the Services to the extent that are owned or operated by or on behalf of P2V Systems.
P2V Systems shall not be liable to pay compensation under this SLA where its failure to meet any of its obligations under this SLA is a caused by:
a Force Majeure Event;
a failure in the Customer or User equipment;
a failure of any Third Party System;
any act or omission of the Customer or User or third party acting on its or their behalf.
The maximum monthly credit available under this SLA is limited to an amount equal to the monthly Fee for the specific Customer or User Environment.
Credits or other compensation under this SLA shall only be payable where
the Customer has submitted to P2V Systems a claim in writing identifying the circumstances in which the Customer claims that the credit or compensation arose, and
P2V Systems has agreed in writing to that claim. P2V Systems shall not unreasonably withhold or delay such agreement.
All credits so payable shall be applied to the Customer’s next monthly bill for Service following P2V Systems’ agreement to the claim. All claims for credits or compensation must be submitted promptly and in any event within 10 Business Days, after the occurrence of the circumstances giving rise to the claim.
The parties acknowledge that the service credits and compensation set out in this SLA are reasonable pre-estimates of the Customer’s loss and are not penalties.
P2V Systems reserves the right to amend the SLA from time to time. If the amendment results in a material reduction in the service levels provided or the size or nature of the compensation payments P2V Systems is liable to make, the Customer shall have the right to terminate the Service on 30 days notice.
2. Service Availability
P2V Systems guarantees that the Service shall have 99% Availability, not including maintenance periods.
If the Availability falls below 99% in any month, P2V Systems will credit the Customer with one days’ free service.
P2V Systems shall not be obliged to pay compensation in accordance with this paragraph 2.3 where Availability falls below 99% because of routine or emergency maintenance of the Services pursuant to Paragraph 4.
3. Fault handling
The Customer shall report all Faults in the Service to P2V Systems on email@example.com or such number as P2V Systems may notify to the Customer from time to time.
P2V Systems shall raise a trouble ticket and issue a Fault reference number to the Customer and shall repair the Fault within the timescales for Fault repair as set out in Table 1 below. If P2V Systems fails to repair a Fault within the relevant timescale, the Customer may claim the compensation set out in Table 1.
Timing starts when a trouble ticket is raised and a Fault reference number is issued to the Customer.
The Customer may obtain updates on the status of alarms and Faults by emailing firstname.lastname@example.org or such number as P2V Systems may notify to the Customer from time to time.
P2V Systems shall notify the Customer by telephone or e-mail when the Fault has been repaired and the Service has been successfully restored. The trouble ticket will then be closed.
|Category of Fault||Time to restore (“TTR”)||Hours past TTR||Number of free days service for which the Customer will be credited|
|Service Affecting||4 hours from determination that the Fault is Service Affecting||0-4||1|
|Non-Service Affecting||4 hours from the start of the next Business Day after notification of the Fault by the Customer to P2V Systems or as agreed between the Parties||N/A||None|
4. Network and Service Equipment Maintenance
P2V Systems may suspend the Services to carry out periodic maintenance or upgrade work on the Services. The parties agree that this planned suspension or diminution of the Service shall not be included in any calculation for compensation under Paragraph 3 above and will not be included as part of any service level calculations.
Except in the case of an emergency, P2V Systems shall use reasonable endeavours to provide the Customer with notice of any suspension of the Service under Paragraph 4.1. If it fails to provide the appropriate notice, the Customer shall be entitled to a credit of one day’s free Service. The Customer notes and agrees that this Paragraph 4.2 is appropriate notice of the suspension of the Service under the terms of this Agreement.
P2V Systems shall use reasonable endeavours to ensure that any disruption or interruption to the Services is kept to a minimum. P2V Systems shall use reasonable endeavours not to suspend the Service for planned maintenance or upgrade work more than 12 times in any calendar year.