Service Level Agreement - SAAS Service

Revised as of 14 September 2020

This Service Level Agreement (“SLA”) contains terms and conditions that apply to the Services provided by Schoolber. The terms contained herein are in addition to, and not in lieu of, the terms in the Schoolber Master Service Agreement (“MSA”) and Order. In the event of a conflict between the terms of this SLA and an Order, the terms of the SLA shall control. This SLA applies to the Services described in Section 1.2.

1. Service Level Warranty

1.1. Service Credit.
Schoolber will provide Service Availability for the Schoolber SaaS of 99.9%. If Service Availability falls below this level, Schoolber will issue a credit to Customer in accordance with this SLA (a “Service Credit”). The amount and method of calculation of Service Credit(s) is described in clause 1.5.

1.2.  Services.
For purposes of this SLA, “Service(s)” means the individual services offered by Schoolber as part of its product offering as described on the Site for which Customer has placed an Order for and purchased from Schoolber. 

1.3.  Definitions.
Capitalised terms used in this SLA and not defined have the meanings ascribed in the MSA.

• “Service Availability” means the ability of Customer to transmit and receive Customer Content.
• “Downtime” means the amount of time Customer’s Content was not served in a 24 hour period, subject to clause 1.6.
• “Downtime Period” is the number of Downtime minutes in the month.
• “Scheduled Availability” is the total number of minutes in the month minus: (i) any Customer Planned Outage; (i) outage caused by the Downtime Exclusions; or (iii) any other outage which does not constitute Downtime.
• “Customer Planned Outage” is an outage specified by Customer that is to be excluded from any calculation of a Downtime Period. This applies to any time Customer requests Service access suspended from their environment.
• “Day” or “Daily” means each period of time commencing at 0000 Singapore Time (“GTM +8”) and terminating at 2400 Singapore Time on the same calendar day

1.4.  Schoolber will maintain measurement tools for the determination of compliance with the above-mentioned Service Availability (“Tools”), and while Customer may also maintain such, Schoolber’s measurements, except in the case of manifest error, shall be the singular basis for determining compliance or non-compliance with the Service Availability set forth herein.

1.5  A maximum of ten (10) Service Credits will be issued per Service, per month. Service Credits are the sole and exclusive remedy for any claims related to Service Availability under the Agreement. Service Credit(s) will only be calculated against the monthly recurring fee associated with the applicable Service for that month. For validated claims for Downtime, a Service Credit is calculated as follows:

1.6 A Service Credit shall not be issued, and this SLA shall not apply, if (i) Customer has not paid any undisputed amounts due under the MSA (Customer agreeing not to unreasonably dispute any amounts due); or (ii) a claim for Service Credit is caused in whole or in part by any of the following (“Downtime Exclusions”):

• Hardware, software, network or services not provided by Schoolber;
• Actions or inactions of Customer or third parties;
• Customer’s use of a Service after having been advised to modify or cease its use of a Service, if Customer did not comply as advised;
• Customer’s failure to open a support ticket to report any specific Service performance issue;
• During beta and trial Service or any unpaid use of Service by Customer;
• Acts or omissions of Customer or Customer’s employees, agents, contractors, or vendors, or anyone gaining access to Schoolber’s Service by means of Customer’s authorised users’ accounts or equipment; or
• Factors outside of Schoolber’s reasonable control.

1.7  Downtime is defined as consecutive failures to connect to Schoolber’s servers within a 15-minute period (not including local telcos outage or Internet connection issues faced by the user), lasting until the condition has cleared. 

1.8.Claims for Service Credits must be submitted not later than thirty (30) days after the last day of the month in which the outage time occurred. Each claim must include: (1) Customer name; (2) Customer contact name and contact information; (3) date and beginning/end time of outage or SLA item; (4) a report from a measurement tool stating the basis for the SLA claim; and (5) the Schoolber support ticket number opened in relation to the performance issue and brief description of the characteristics of the SLA item. Required information must be submitted via email to Schoolber contact person. Approved credits will be applied to Customer’s invoice within sixty (60) days of Customer’s credit request submission.

1.9  Scheduled or emergency maintenance (including temporary suspension of a Service) to maintain or modify the network or the Services shall not be counted as outage time. Schoolber reserves the right to modify its network, system configuration or routing configurations at any time without prior notice to Customer. Schoolber may, at its sole discretion and without liability, change or modify the features and functionalities of a Service or modify or replace any hardware or software in the Network or in equipment used to deliver any Service over the Network, provided that there is no material adverse effect on the ordered Service.

For general support issues, please submit a ticket for Schoolber’s Support team by written electronic mail. ​

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INDEX

1. Service Level Warranty