Service Level Agreement Template

SERVICE LEVEL AGREEMENT

This Service Level Agreement (the “Agreement”) is entered into as of [Date] (the “Effective Date”), by and between [Service Provider Name], a [State/Country] [Entity Type] with its principal place of business at [Address] (“Provider”), and [Client Name], a [State/Country] [Entity Type] with its principal place of business at [Address] (“Client”). Provider and Client may be referred to herein individually as a “Party” and collectively as the “Parties.”

1. RECITALS

WHEREAS, Provider is engaged in the business of providing [Description of Services]; WHEREAS, Client desires to retain Provider to perform such services; WHEREAS, the Parties wish to define the performance standards, service levels, and operational obligations governing their professional relationship.

2. OPERATIONAL DEFINITIONS

2.1. “Available” or “Availability” means the [System/Service] is operational and accessible to Client, excluding Scheduled Maintenance. 2.2. “Business Day” means any day other than a Saturday, Sunday, or a public holiday observed in [Jurisdiction]. 2.3. “Cure Period” means a period of thirty (30) Business Days following receipt of written notice of a breach. 2.4. “Force Majeure” means any event beyond the reasonable control of a Party, including acts of God, war, terrorism, riots, embargoes, or government regulations. 2.5. “Service Level Objective (SLO)” means the specific performance metrics set forth in Exhibit A. 2.6. “Downtime” means any period of time during which the Service is not Available to the Client.

3. SUBSTANTIVE TERMS & OBLIGATIONS

3.1. Scope of Services. Provider shall perform the services described in the Statement of Work (SOW) attached hereto. Provider warrants that services shall be performed in a professional, workmanlike manner consistent with industry standards. 3.2. Performance Metrics. Provider shall maintain a monthly Availability of [Percentage]% (“Uptime Guarantee”). 3.3. Reporting. Provider shall provide a monthly report to Client detailing performance against the SLOs. 3.4. Fees and Payment. Client shall pay Provider [Dollar Amount] as consideration for services rendered. Payments are due within [Number] days of invoice receipt. Late payments shall incur interest at [Percentage]% per annum. 3.5. Client Cooperation. Client shall provide such access, information, and cooperation as is reasonably necessary for Provider to perform its obligations under this Agreement.

4. DEFAULT, TERMINATION, AND REMEDIES

4.1. Material Breach. A Party shall be in default if it fails to perform any material obligation under this Agreement and fails to remedy such breach within the thirty (30) Business Day Cure Period following receipt of written notice from the non-breaching Party. 4.2. Termination for Cause. Either Party may terminate this Agreement immediately upon written notice if the other Party: (a) becomes insolvent; (b) files for bankruptcy; or (c) commits a material breach that remains uncured after the Cure Period. 4.3. Service Credits. In the event Provider fails to meet the Uptime Guarantee, Client shall be entitled to a service credit of [Percentage]% of the monthly service fee, which shall be the Client’s sole and exclusive remedy for such performance failure.

5. BOILERPLATE LEGAL PROVISIONS

5.1. Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law. 5.2. Entire Agreement. This Agreement, including all exhibits, constitutes the entire agreement between the Parties and supersedes all prior negotiations, representations, or agreements, whether written or oral. 5.3. Force Majeure. Neither Party shall be liable for any delay or failure to perform its obligations hereunder (except for payment obligations) to the extent caused by a Force Majeure event. 5.4. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction], without regard to its conflict of law principles. 5.5. Dispute Resolution. Any dispute arising out of or relating to this Agreement that cannot be settled through good-faith negotiation shall be submitted to binding arbitration in [City, State] under the rules of the American Arbitration Association.

6. 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.

[Service Provider Name]

Signature: ___________________________

Name: _______________________________

Title: ________________________________

Date: ________________________________

[Client Name]

Signature: ___________________________

Name: _______________________________

Title: ________________________________

Date: ________________________________