Service Level Agreement Template

Effective Date: {Effective Date}

Last updated: {Last Updated Date}

1. Acceptance of This Agreement

This Service Level Agreement (the "SLA" or "Agreement") is between {Company Name} ("we", "us", or "our") and the customer that subscribes to or uses the Service ("you" or "your"). It sets out the service levels for {Service Name} and the related features we provide (the "Service"), and it forms part of, and is incorporated by reference into, the broader agreement between us for the Service, such as our Terms of Service or master subscription agreement (the "Agreement").

You accept this SLA by subscribing to, accessing, or using the paid Service, by clicking "I Agree," or by entering into a signed agreement that incorporates it. If you are accepting on behalf of a company or other organization, you represent that you are authorized to bind that organization, in which case "you" and "your" refer to that organization.

2. Definitions

For the purposes of this SLA:

• "Service" means {Service Name} and the related features we provide under the Agreement.
• "Available" means the Service is accessible and operating materially in accordance with its documentation, and "Availability" is construed accordingly.
• "Downtime" means any period, measured in minutes, during which the Service is not Available, other than the periods excluded under Section 5.
• "Monthly Uptime Percentage" means, for a given {Measurement Period}, the total number of minutes in that period minus Downtime, divided by the total number of minutes in that period, expressed as a percentage.
• "Scheduled Maintenance" means maintenance for which we give advance notice as described in Section 10.
• "Emergency Maintenance" means urgent maintenance needed to protect the security, integrity, or availability of the Service.
• "Service Credit" means a credit calculated under Section 6.
• "Severity Level" means the priority assigned to a support request as described in Section 9.

3. Service Availability Commitment

We will use commercially reasonable efforts to make the Service Available at least {Uptime Commitment} of the time during each {Measurement Period} (the "Service Commitment").

The Service Commitment applies only to the production Service on paid plans. It does not apply to free, trial, beta, evaluation, or preview features or plans, which are provided "as is" and without any availability commitment. (Set the commitment to a level your infrastructure can sustain; the credits you owe scale with how often you miss it.)

4. Measuring Availability

We measure Availability using our own monitoring systems and records, which are the authoritative source for calculating the Monthly Uptime Percentage, unless you provide reasonable evidence to the contrary. Downtime is measured from the time the Service first becomes unavailable, as recorded by our systems or a valid support ticket you open, until Availability is restored.

The periods listed in Section 5 are excluded from Downtime and from the total minutes used in the calculation. (If you let customers rely on a third-party monitoring tool, state whether and how its readings are reconciled with your own.)

5. Exclusions from Downtime

The following are not counted as Downtime and do not entitle you to a Service Credit:

• Scheduled Maintenance and Emergency Maintenance;
• factors outside our reasonable control, including force majeure events and failures of the internet, networks, or infrastructure not operated by us;
• your equipment, software, connectivity, or configuration, or any act or omission by you or your users, including misuse or use not permitted by the Agreement or the documentation;
• suspension or termination of the Service for your breach of the Agreement or non-payment, or as otherwise permitted by the Agreement;
• problems caused by third-party services, hardware, or software we do not provide or control;
• beta, trial, free, evaluation, or preview features; and
• denial-of-service or other attacks, or security incidents, not resulting from our failure to meet our obligations.

6. Service Credits

If the Monthly Uptime Percentage for the Service in a {Measurement Period} falls below the Service Commitment, you are entitled to a Service Credit, calculated as a percentage of the fees you paid for the affected Service for that period:

• below {Uptime Commitment} but at or above 99.0%: a 10% Service Credit;
• below 99.0% but at or above 95.0%: a 25% Service Credit;
• below 95.0%: a 50% Service Credit.

(Adjust the tiers and percentages to match your Service Commitment and pricing.)

A Service Credit is applied against your future fees for the Service, has no cash value, and is not refundable. The total Service Credits we owe for any single {Measurement Period} will not exceed the total fees payable for the affected Service in that period.

7. Claiming Service Credits

To receive a Service Credit, you must submit a claim to {Email Address} within {Credit Claim Period} after the end of the {Measurement Period} in which the Downtime occurred. Your claim must include the dates and times of the Downtime, the affected Service, and any logs or other evidence reasonably available to you.

We will review your claim against our records and, where we confirm the Service Commitment was not met, apply the Service Credit to a future invoice. If you do not submit a valid claim within the period above, you waive your right to a Service Credit for that {Measurement Period}. You must be current on all amounts due under the Agreement to be eligible for a Service Credit.

8. Sole Remedy and Limitation of Liability

Except as set out in the territory-specific terms below, Service Credits are your sole and exclusive remedy, and our entire liability, for any failure to meet the Service Commitment or any unavailability of the Service. (Set {Liability Cap} and the governing law below to match the cap and law in your main agreement.)

9. Support and Response Times

We provide support for the Service through {Email Address} and any other channels we publish from time to time. (Replace with your actual channels, support hours, and tiers — for example, business days 9:00 to 18:00 local time excluding public holidays, or 24/7 for Severity 1 incidents.) We classify support requests by Severity Level and use commercially reasonable efforts to meet the following target response times during your support hours:

• Severity 1 — Critical: the Service is down or unusable for all users, with no workaround. Target response within 1 hour.
• Severity 2 — High: a major feature is impaired with no reasonable workaround. Target response within 4 hours.
• Severity 3 — Normal: a minor or partial issue, or one with a workaround. Target response within 1 business day.
• Severity 4 — Low: questions, guidance, and feature requests. Target response within 2 business days.

Response times are targets, not guarantees, and do not carry Service Credits unless we expressly state otherwise. Support does not cover issues excluded under Section 5.

10. Scheduled Maintenance

We may perform Scheduled Maintenance to keep the Service secure, reliable, and up to date. We will give at least {Maintenance Notice} advance notice of Scheduled Maintenance that we expect to cause Downtime, and we will use reasonable efforts to perform it outside peak hours.

We may perform Emergency Maintenance at any time, without advance notice, where it is needed to protect the security, integrity, or availability of the Service. We will use reasonable efforts to limit its scope and duration and to notify you as soon as reasonably practicable. Scheduled Maintenance and Emergency Maintenance are excluded from Downtime under Section 5.

11. Term and Changes

This Agreement applies for as long as you subscribe to or use the Service and forms part of the Agreement between us. We may update this SLA from time to time to reflect changes to the Service, our infrastructure, or the law. When we make material changes, we will give reasonable notice, such as by updating the "Last updated" date above, posting the new version with the Service, or sending you notice, and changes take effect on a going-forward basis for the {Measurement Period} after they are posted. Your continued use of the Service after the changes take effect constitutes acceptance.

12. Governing Law and Disputes

Informal resolution. Before bringing a formal claim, you agree to contact us at {Email Address} and give us a reasonable opportunity to resolve the matter informally.

13. General

Relationship to the Agreement. This SLA forms part of the Agreement between you and us for the Service. If there is a conflict between this SLA and the rest of the Agreement on a question of service levels, Service Credits, or availability, this SLA controls; on all other matters, the rest of the Agreement controls.

Entire agreement. This SLA, together with the Agreement it forms part of, is the entire agreement between you and us on service levels and supersedes all prior discussions on the same subject.

Severability. If any provision of this SLA is held to be unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be applied to the maximum extent permitted by law.

No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later, and issuing a Service Credit is not an admission of liability beyond this SLA.

Assignment. You may not assign or transfer this SLA without our prior written consent. We may assign it in connection with a merger, acquisition, reorganization, or sale of assets.

Notices. We may give you notices by email, through the Service, or by posting them in connection with the Service. You may send us claims and legal notices at {Email Address} or {Mailing Address}.

14. Contact Us

If you have questions about this SLA or need to submit a Service Credit claim, contact us at:

{Company Name}

{Mailing Address}

Email: {Email Address}