Effective: September 1, 2014
FundAmerica, LLC (“we,” “us,” or “FundAmerica”) reserves the right to change the terms of this SLA at any time. A current copy of our SLA may be obtained anytime by visiting www.fundamerica.com and clicking on the “Service Level Agreement” link at the bottom of the page or by emailing a request to firstname.lastname@example.org.
FundAmerica will use commercially reasonable efforts to make the tools, reporting and features of our Compliance Platform available to you and to your users with an Annual Uptime Percentage of at least 99.99%, excluding planned service maintenance, and a data backup and integrity guaranty of 100%. In the event that FundAmerica does not meet this SLA uptime commitment, you will be eligible to receive a Service Credit as follows:
Annual Uptime Percentage & Data Integrity Service Credit
The maximum cumulative credit for any and all applicable Service Credits in a month is 100% of the total fees earned by and payable by you to FundAmerica or any of our subsidiaries in any month so affected.
|99.9% to 99.99%
|99.9% to 99.99%
“Annual Uptime Percentage” is calculated by subtracting from 100% the percentage of 5-minute periods during a Service Year in which FundAmerica’s Compliance Platform was Unavailable to you. If you have been using our Compliance Platform for less than a full 365 days, your Service Year for purposes of submitting a Claim and determining a Service Credit will be deemed to be the preceding 365 days, but any such days prior to your actual use of the service will be deemed to have had 100% Availability. Any Unavailability occurring during your period of use, but prior to submitting a Claim cannot be used as a basis for future submitted Claims. Annual Uptime Percentage measurements exclude Unavailability resulting directly or indirectly from any SLA Exclusion.
“Data Backup and Integrity” means FundAmerica’s promise to dynamically maintain redundant copies of all data entered into the system such that no single piece of equipment or datacenter network failure will result in any data loss, that all data is backed-up in accordance with regulatory requirements, and data storage will be accessible and in a recoverable format in the event of any needs.
“Availability” means the ability to login and perform operations by means of the Compliance Platform.
- “Claim” means a claim for a Service Credit you submit by opening a support case with FundAmerica, on the basis that the Compliance Platform has been Unavailable to you during a service period.
“Licensee” refers to the person or entity who is using and paying for services on the Compliance Platform.
“Incident” means any set of circumstances resulting in the Unavailability of or data loss in the Compliance Platform at any time, consistent with the Service Level commitments under this Agreement. An Incident, for purposes of submitting and determining the validity of a Claim, shall not be based on any SLA Exclusions.
- “Service Credit” is a dollar credit, calculated as set forth below and in the table above that we may credit back to you upon your submission of a validated and accepted SLA Claim.
“Service Level” means the amount of time expressed as a percentage during which the Compliance Platform is available and accessible to users, and which data integrity is maintained.
“Service Year” is the 365 day period preceding the date of an SLA claim.
“SLA Exclusion” means an instance or reason for which the Service Level Commitment hereunder does not apply and the associated inability to login and perform operations by means of the Compliance Platform does not constitute Unavailability or Data Loss for purposes of a Service Credit.
“Unavailable” or “Unavailability” means each full increment of 5 minutes during your use of the Compliance Platform where your access to the Compliance Platform has no functionality.
Service Credit Requests
To receive a Service Credit, the Licensee must notify FundAmerica and submit a Claim within thirty (30) days from the Incident that would be the basis for the claim. To be eligible, the Claim must include (a) the dates, times, description and duration of each Incident experienced, (b) the instances that were running and affected during the time of each Incident; (c) the Licensee’s server request logs, network traceroutes and URL(s) affected by the Incident, and any other documents that detail the errors and corroborate the claimed Unavailability or data loss. Failure to provide a timely Claim, which includes all the required information, will disqualify the Claim and you from receiving a Service Credit. If FundAmerica determines that you are entitled to a Service Credit then we will issue the Service Credit to Licensee within 45 days.
Service Credit Provisions
Service Credits are your sole and exclusive remedy for any violation of our service level commitments to you (including with respect to any Incident or any Unavailability). Service Credits shall be a credit toward amounts due or previously paid in the affected month only, and do not entitle you to any other compensation, refund or remuneration from FundAmerica. Service Credits may not be transferred or applied to any other person.
The maximum Service Credits awarded with respect to Claims a Licensee submits in any calendar month shall not, under any circumstance, exceed in the aggregate the Licensee’s Fees paid by you for services in the affected month. In the event that an Incident results in the Unavailability of more than one Service Level, you must choose only one Service Level under which to submit a Claim based on that Incident, and you may not submit any other Claim under any other Service Level with respect to the same Incident. FundAmerica will use all information reasonably available to it to validate Claims and make a good faith judgment on whether the SLA and which Service Levels apply to the Claim.
This SLA does not apply to any events:
Caused by factors outside of our reasonable control, including force majeure;
- Interruptions, disruptions, accessibility problems, DNS issues, routing problems, or other impediments to internet access or problems external to, and not under the direct control of the Compliance Platform and its hosting and datacenter infrastructure suppliers;
- That result from Licensee equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control);
- That resulted from performing announced service maintenance and platform upgrades;
- That result from any actions or inactions from Licensee or any third party, including employees, agents, contractors, or vendors, or anyone gaining access to Compliance Platform by means of Licensee’s passwords or equipment;
- Arising from our suspension or termination of your right to use the Compliance Platform in accordance with the ToU.
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