Service Level Agreement Sample Pdf

SERVICE LEVEL AGREEMENT (SLA)

THIS SERVICE LEVEL AGREEMENT (the "Agreement") is made and entered into as of this ______ day of ________, 20 (the "Effective Date"), by and between:

SERVICE PROVIDER: __________________________________________________ a corporation organized and existing under the laws of ____________________, with its principal place of business located at __________________________________________________ (hereinafter referred to as the "Provider"),

AND

CLIENT: __________________________________________________ a corporation organized and existing under the laws of ____________________, with its principal place of business located at __________________________________________________ (hereinafter referred to as the "Client").

(Collectively, the "Parties").

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1. SCOPE OF SERVICES

The Provider shall perform the services described in Exhibit A (the "Services") in accordance with the standards set forth in this Agreement.

2. SERVICE AVAILABILITY AND UPTIME

The Provider guarantees a monthly service uptime of ________%. In the event that the service availability falls below this threshold, the Client shall be entitled to service credits as outlined in Section 5 of this Agreement.

3. PERFORMANCE METRICS

The Provider shall adhere to the following performance standards:

• Response Time: The Provider shall respond to support requests within ____________ hours.
• Resolution Time: The Provider shall resolve critical issues within ____________ hours.
• Maintenance: Scheduled maintenance shall be performed during the hours of ____________ to ____________, with at least ____________ days' prior notice to the Client.

4. SERVICE FEES AND PAYMENT TERMS

In consideration for the Services, the Client shall pay the Provider the amount of $____________ per [month/year]. Payments shall be due within ____________ days of the receipt of an invoice. Late payments shall incur a penalty fee of ____________% per annum.

5. SERVICE CREDITS

Should the Provider fail to meet the service levels defined in Section 2 or Section 3, the Client shall be entitled to a credit of ____________% of the monthly service fee for each [percentage point/hour] of deviation, not to exceed a maximum of ____________% of the total monthly fee.

6. TERM AND TERMINATION

This Agreement shall commence on the Effective Date and continue for a period of ____________ months. Either party may terminate this Agreement upon ____________ days' written notice to the other party in the event of a material breach that remains uncured.

7. CONFIDENTIALITY

The Parties agree to maintain the confidentiality of all proprietary information exchanged during the term of this Agreement and for a period of ____________ years thereafter.

8. LIMITATION OF LIABILITY

Except for cases of gross negligence or willful misconduct, the total liability of the Provider under this Agreement shall not exceed the total fees paid by the Client to the Provider in the ____________ months preceding the event giving rise to the claim.

9. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State/Jurisdiction of ________________________.

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SIGNATURES

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first above written.

SERVICE PROVIDER:

Signature: ______________________________ Name: __________________________________ Title: ___________________________________ Date: ___________________________________

CLIENT:

Signature: ______________________________ Name: __________________________________ Title: ___________________________________ Date: ___________________________________