Service Level Agreement Example Pdf

SERVICE LEVEL AGREEMENT

This Service Level Agreement (the "Agreement") is entered into as of [Effective Date] (the "Effective Date"), by and between:

[Provider Name], a [State/Country] corporation with its principal place of business at [Address] ("Provider"); and

[Client Name], a [State/Country] corporation with its principal place of business at [Address] ("Client").

RECITALS

WHEREAS, Provider is engaged in the business of providing [Description of Services]; and WHEREAS, Client desires to retain Provider to provide such services under the performance standards set forth herein; NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows:

1. OPERATIONAL DEFINITIONS

1.1 "Availability" means the percentage of time during a calendar month that the Services are accessible to Client, excluding Excused Downtime. 1.2 "Business Day" means any day other than a Saturday, Sunday, or a federal holiday in [Jurisdiction]. 1.3 "Downtime" means any period during which the Services are unavailable to Client, measured from the time the ticket is opened by Client until resolution. 1.4 "Excused Downtime" means any unavailability resulting from scheduled maintenance (with 48-hour notice), force majeure events, or Client-side connectivity issues. 1.5 "Service Credits" means the monetary credit applied to Client’s account as a remedy for failure to meet Service Levels.

2. SUBSTANTIVE TERMS & OBLIGATIONS

2.1 Service Commitment. Provider shall ensure a monthly Availability of no less than [99.9]%. 2.2 Performance Metrics. Provider shall respond to all "Critical" priority support tickets within [Number] hours and "Standard" priority tickets within [Number] Business Days. 2.3 Reporting. Within [Number] days following the end of each calendar month, Provider shall submit a performance report summarizing the actual Availability achieved against the Service Level targets. 2.4 Representations. Each Party represents that it has the full legal power and authority to enter into this Agreement and that the performance of its obligations hereunder will not violate any existing contract or law.

3. DEFAULT, TERMINATION, AND REMEDIES

3.1 Breach Classifications. A "Material Breach" includes, but is not limited to: (i) failure to meet the Service Level target for three (3) consecutive months; or (ii) failure to perform any material financial or operational obligation under this Agreement. 3.2 Notice and Cure. In the event of a breach, the non-breaching Party shall provide written notice detailing the breach. The breaching Party shall have a period of thirty (30) business days from receipt of such notice to cure the identified breach. 3.3 Termination for Cause. If the breach remains uncured after the 30-business-day period, the non-breaching Party may terminate this Agreement immediately upon written notice. 3.4 Remedies. In the event of a failure to meet Availability, Client’s sole and exclusive remedy shall be the issuance of Service Credits calculated at [Dollar Amount] per percentage point of deficiency, capped at [Dollar Amount] per month.

4. BOILERPLATE LEGAL PROVISIONS

4.1 Severability. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be severed, and the remaining provisions shall continue in full force and effect. 4.2 Entire Agreement. This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements, understandings, or representations, whether written or oral. 4.3 Force Majeure. Neither Party shall be liable for delays or failures in performance due to causes beyond its reasonable control, including acts of God, war, terrorism, or government regulations. 4.4 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the [Jurisdiction], without regard to its conflict of law principles. 4.5 Dispute Resolution. Any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration administered by the [Arbitration Association] in accordance with its commercial arbitration rules. The seat of arbitration shall be [City, State].

5. FORMAL EXECUTION BLOCK

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date.

[Provider Name]

Signature: ___________________________ Name: [Signatory Name] Title: [Title] Date: _______________________________

[Client Name]

Signature: ___________________________ Name: [Signatory Name] Title: [Title] Date: _______________________________