Create a Customized Service-Level Agreement (SLA)

This template was prepared by: Topstone Solicitors (London), Topstone Solicitors

Service-Level Agreement

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Will the Service Provider provide service as well as the technical operation of the application (i.e. cloud solution)?
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THIS SERVICE LEVEL AGREEMENT (this "Agreement") dated
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The Service Provider is:
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of
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The Client is:
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of
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1
Technical Support.
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1.1
The Service Provider agrees to guarantee qualitative parameters of services provided by the Service Provider to the User based on
(the " Guarantee").
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1.2
Under the terms and conditions stipulated herein the Service Provider agrees to technically operate the internet application titled
whose main functionalities are as follows
. This internet application is available on this website
(the "Operation of the Internet Application").
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1.3
The Service Provider agrees to provide the Client with the following services:
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1.3.1
,
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2
Terms and Conditions of Operation of Internet Application.
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2.1
The Service Provider agrees to provide for computer servers with the following minimum technical specifications
.
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2.2
The Operator agrees to ensure internet connection connectivity) with the following minimum speed
.
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2.3
The Operator agrees to make the relevant application available through the internet at least for
% of time each calendar
.
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2.4
The Service Provider
have the server, on which the internet application is operated, go down , namely from
o’clock to
o’clock (the "Downtime"). The Service Provider may have the server down
month as a maximum, or as otherwise agreed by the Parties.
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2.5
The Service Provider may have the server go down
Client. The Operator shall inform the Client about the planned Downtime
in advance.
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2.6
For the purposes of Paragraph 2.3
the time of failure of the server (i.e. the time when there is no connection of the application to the internet).
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3
Submitting Requests.
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3.1
The Client shall submit any requests for the Technical Support to the Service Provider using one of the following methods:
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3.1.1
e-mail message to the e-mail address
;
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3.1.2
telephone call to the telephone number
;
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3.1.3
by means of the functionality
in the information system
;
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4
Priority of Requests.
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4.1
The top priority requests include those related to:
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4.1.1
;
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4.2
The high priority requests include those related to:
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4.2.1
;
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4.3
The mid-priority requests include those related to:
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4.3.1
;
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4.4
Should there be any reasonable doubts about the category to which the relevant request belongs, it shall be presumed that it belongs to the category of
priority requests.
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5
Time of Admission of Requests.
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5.1
The Service Provider is obliged to receive requests from the Client for Technical Support
, i.e. twenty-four seven, including public holidays and weekends..
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6
Request Response Time.
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6.1
The Service Provider is obliged to respond to the Client’s requests (including the confirmation of receiving of the request) with top priority within
at the latest from delivery of such a request in line with the terms and conditions set out in Article 5 hereof.
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6.2
at the latest from delivery of such a request in line with the terms and conditions set out in Article 5 hereof. The Service Provider is obliged to respond to the Client’s request (including the confirmation of receiving of the request) with high priority within.
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6.3
The Service Provider is obliged to respond to the Client’s request (including the confirmation of receiving of the request) with mid priority within
at the latest from delivery of such a request in line with the terms and conditions set out in Article 5 hereof.
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6.4
The Service Provider is obliged to respond to the Client’s request (including the confirmation of receiving of the request) with low priority within
at the latest from delivery of such a request in line with the terms and conditions set out in Article 5 hereof.
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7
Request Resolution Time.
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7.1
The Service Provider is obliged to
with top priority within
at the latest from the delivery of such a request in line with the terms and conditions set out in Article 5 hereof.
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7.2
The Service Provider is obliged to
with high priority within
at the latest from the delivery of such a request in line with the terms and conditions set out in Article 5 hereof.
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7.3
The Service Provider is obliged to
with mid priority within
at the latest from the delivery of such a request in line with the terms and conditions set out in Article 5 hereof.
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7.4
The Service Provider is obliged to
with low priority within
at the latest from the delivery of such a request in line with the terms and conditions set out in Article 5 hereof.
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8
Scope of Technical Support.
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8.1
The Service Provider agrees to provide the Client with Technical Support of the following maximum scope
man-hours
.
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9
Remuneration.
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I want to agree on
9.1
The Client agrees to remunerate the Service Provider for the Operation of the Internet Application with an amount of
+ In Words
, due on
day of the month
the specified period.
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9.2
The Client agrees to remunerate the Service Provider for the provision of the Technical Support in the scope agreed in Article 8 hereof with a fixed rate of
+ In Words
for each calendar
of the Technical Support provided hereunder (the “Rate”).
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9.3
Any amounts specified herein
VAT.
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10
Payment Terms.
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10.1
The Rate is payable by
day of the
for which the Rate is paid.
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10.2
Any pecuniary consideration for the Service Provider is payable
, kept by in the registered office of the
.
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11
Contractual Penalty.
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11.1
Should the Client be in default with the payment of the Remuneration under Article 10.1 of the Agreement, the Client shall pay to the Service Provider a contractual penalty in the amount of
% of the due amount for each day in delay until the outstanding amount has been fully paid.
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11.2
Should the Service Provider be in default with commencement of resolution of the Client’s request of top priority as specified in Paragraph 7.1 hereof, the Service Provider shall pay to the Client a contractual penalty in the amount of
+ In Words
of the default until the resolution of the relevant Client's request commences.
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11.3
Should the Service Provider be in default with commencement of resolution of the Client’s request of high priority as specified in Paragraph 7.2 hereof, the Service Provider shall pay to the Client a contractual penalty in the amount of
+ In Words
of the default until the resolution of the relevant Client's request commences.
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11.4
Should the Service Provider be in default with commencement of resolution of the Client’s request of high priority as specified in Paragraph 7.3 hereof, the Service Provider shall pay to the Client a contractual penalty in the amount of
+ In Words
of the default until the resolution of the relevant Client's request commences.
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11.5
Should the Service Provider breach any of the obligations specified in Paragraph 2.1 hereof, the Service Provider shall pay to the Client a contractual penalty in the amount of
+ In Words
for each started day in breach with the Service Provider’s obligation.
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11.6
Should the Service Provider breach any of the obligations specified in Paragraph 2.2 hereof, the Service Provider shall pay to the Client a contractual penalty in the amount of
+ In Words
for each started day in breach with the Service Provider’s obligation.
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11.7
Should the Service Provider breach any of the obligations specified in Paragraph 2.3 hereof, the Service Provider shall pay to the Client a contractual penalty in the amount of
+ In Words
for each started
, of disconnection of the application from the internet beyond the limit specified in the relevant above paragraph.
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12
Term of Agreement.
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12.1
The term of this Agreement (the 'Term') will begin on the date of this Agreement and will remain in full force and effect
.
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12.2
may terminate this Agreement prior to the completion of the Services.
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12.3
In the event that either Party wishes to terminate this Agreement prior to _____ , such Party will be required to provide
days written notice to the other Party.
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Information shall be kept confidential by
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13
Confidential Information.
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13.1
The Confidential Information will include all data and information relating to the business and management of any Party , including but not limited to:
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13.2
The Confidential Information of each Party will not include information that:
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13.3
Each Party may disclose any of the Confidential Information:
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14
Assignment.
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14.1
The rights and obligations of the Service Provider as existing under this Agreement
be assigned in whole or in part to a third party , without the prior written consent of the Client.
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14.2
The rights and obligations of the Client as existing under this Agreement
be assigned in whole or in part to a third party , without the prior written consent of the Service Provider.
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15
Notice.
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15.1
address specified below or at such other address as the party shall specify in writing. Such notice shall be deemed given upon personal delivery, or USPS express mail delivery, to the appropriate address, or if sent by certified or registered mail,
days after the date of mailing to the following:
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15.2
To: Service Provider.
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Individual Name:
.
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Phone:
.
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Email:
.
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15.3
To: Client.
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Individual Name:
.
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Phone:
.
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Email:
.
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16
Force Majeure.
This clause essentially frees both parties from liability or obligation when an extraordinary event or circumstance beyond the control of the parties,...This clause essentially frees both parties from liability or obligation when an extraordinary event or circumstance beyond the control of the parties, such as a war, strike, riot, crime, or an event described by the legal term act of God (hurricane, flood, earthquake, volcanic eruption, etc.), prevents one or both parties from fulfilling their obligations under the contract. In practice, most force majeure clauses do not excuse a party's non-performance entirely, but only suspend it for the duration of the force majeure. Force majeure is generally intended to include occurrences beyond the reasonable control of a party, and therefore would not cover: a) Any result of the negligence or malfeasance of a party, which has a materially adverse effect on the ability of such party to perform its obligations. b) Any result of the usual and natural consequences of external forces. Also called “vis major” or "superior force”.Show moreShow less
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16.1
Notwithstanding the preceding, in the event such Force Majeure continues for a period of
consecutive months, either party shall have the right, but not the obligation, to serve a written notice on the other terminating this Agreement in full and each shall have no further obligation whatsoever to the other save that Company shall continue to be obliged to make payments of monies due hereunder but not paid at the date of termination.
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17
Applicable Law.
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17.1
This Agreement shall be governed by and construed in accordance with the laws of Country of
.
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18
Pronouns; Statutory References.
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19
Interpretation.
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20
References to this agreement.
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21
Exhibits.
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22
Severability.
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23
Cooperation.
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24
Paragraph Headings.
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25
Counterparts.
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26
Entire Agreement.
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SIGNED, SEALED AND DELIVERED
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SIGNED, SEALED AND DELIVERED
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