LinkSquares Service Level Agreement
“Available Hours” in a month means the total number of hours in the month, excluding any (i) Scheduled Maintenance, (ii) downtime caused by Client, or its Users or vendors, (iii) failures of Client’s internal network or internet connections (to the extent not caused by LinkSquares), and (iv) any Force Majeure Event (as defined in the TOS).
“Maintenance Release” means upgrades to the LinkSquares System and/or Services as part of general maintenance, such as error corrections, patches, bug fixes or minor modifications or enhancements that are generally made available to all licensees free of charge.
“Major Release” means significant enhancements or upgrades to the LinkSquares System and/or Services, such as the addition of significantly enhanced functionality or the addition of new product line(s), which may be subject to additional fees.
“Priority 1 Error” means a problem with a significant adverse impact on Client’s operations due to a system or major component being down or unusable and where there is no workaround available (such as total system outage for most or all LinkSquares’ customers).
“Priority 2 Error” means a problem that adversely impacts Client’s operations, such as a malfunction in whole or in part of the System, where there is a temporary workaround available (such as unstable System performance impacting some of Client’s Users).
“Priority 3 Error” means a problem that has a minor impact on Client’s operations that is not persistent and where there is an acceptable workaround available (such as being unable to approve a task through the Word Add-In but the functionality working in Finalize).
“Scheduled Maintenance” means periods during which the LinkSquares System is reduced or suspended for Major Release and/or Maintenance Release.
“Service Credits” means credits that Client may be eligible for if LinkSquares fails to meet the Monthly Target Service Level.
“Standard Support Hours”: 8AM to 6PM, Eastern time, Monday to Friday, exclusive of LinkSquares’ observed company holidays.
“Unavailability” means the number of minutes in the applicable calendar month where the Services were unavailable for use as measured by LinkSquares from a server on the local network.
2. SERVICES AVAILABILITY AND CREDITS
During the Term, LinkSquares will use commercially reasonable efforts to ensure that the Services will be available 99.5% of the Available Hours (the “Monthly Target Service Level”).
The availability of Services for any given month will be calculated as follows: (Available Hours minus Unavailability) divided by the Available Hours for the month.
Client may be eligible for Service Credits in accordance with the below table:
Monthly Target Service Level
No Credit Due
>=99.0% and <99.5%
1% of the Total Annual Price for the Service
>=95.0% and <99.0%
3% of the Total Annual Price for the Service
5% of the Total Annual Price for the Service
Credit Request Procedure: To be eligible to receive a Service Credit, Client must (i) submit a claim to LinkSquares support within 60 days of the last day of the month in which LinkSquares failed to meet the Monthly Target Service Level, and (ii) must not have outstanding late payments due and owed to LinkSquares. Client’s request to LinkSquares for a Service Credit pursuant to (i) must include:
1. The words “SLA Credit Request” in the subject line;
2. The dates and times of the failure to provide the System; and
3. A description of the System failure Client experienced.
If LinkSquares determines, in its sole discretion, that Client meets all the eligibility criteria and the Monthly Target Service Level was less than the 99.5%, then LinkSquares will reduce the amount payable by Client to LinkSquares on Client’s next billing cycle by the amount of Service Credits Client received from LinkSquares during the prior billing cycle. If the Service Credits exceed the amount payable by Client to LinkSquares, then LinkSquares will defer the portion of the Service Credit still owed to Client to the next billing cycle(s).
3. SERVICES UPDATES
Releases. LinkSquares will make Maintenance Releases and bug fixes available to Client to the extent such release is generally made available to LinkSquares’ clients during the term of this TOS at no additional charge. Major Releases will be made available to Client to the extent and on the terms that LinkSquares makes such Major Releases generally available to its clients during the term of this TOS, which may be subject to additional fees. LinkSquares, in its sole discretion, will determine whether an update, change, enhancement, or modification is a Major Release or Maintenance Release.
4. LINKSQUARES SUPPORT
Knowledge Base. Client can access LinkSquares Knowledge Base within the LinkSquares System 24 hours a day, 365 days a year.
Additional Support. LinkSquares will provide commercially reasonable support during its Standard Support Hours, including the investigation of Client-reported errors related to the Services, by telephone at (857) 997-0022 or email at email@example.com.
Classification of Errors and Response Times. LinkSquares, in its sole discretion, will determine the Priority of a problem reported to LinkSquares support pursuant to this Section and will use commercially reasonable efforts during Standard Support Hours to acknowledge receipt of the problem from Client (Receipt Acknowledged Timeframe), substantiate the existence of the problem and evaluate the seriousness of the problem, provide a work-around to Client if available, and escalate to management if the problem is not resolved or a work-around is not provided within the Resolution Goal Timeframe listed in the below table.
Priority Error Classification
Receipt Acknowledged Timeframe
Resolution Goal Timeframe
1 business day
5 business days