Service Level Agreement

INTERPRETATION

The following definitions and rules of interpretation apply in this Cloud SLA. Other capitalised terms are as defined in the TextRazor Terms of Use available at https://ww.textrazor.com/terms.

DEFINITIONS

Availability: the availability of the connection between the equipment used to deliver TextRazor and the Internet, and Available shall have a corresponding meaning.
Commercially Reasonable Efforts: the same degree of priority and diligence with which TextRazor meets the support needs of its other similar customers.
Customer: a person holding a current Paid Subscription which stated on www.textrazor.com to include the benefits of this Cloud SLA.
Customer Cause: any of the following causes:

  • any improper use, misuse or unauthorised alteration of TextRazor by the Customer;
  • any use of TextRazor by the Customer in a manner inconsistent with the then-current Documentation;
  • the use by the Customer of any hardware or software not approved by TextRazor in the Documentation for use by the Customer in connection with TextRazor; or
  • the use of a non-current version or release of TextRazor.
Documentation: the Terms of Use for TextRazor, and the user documentation applicable to the use of TextRazor as set out at https://www.textrazor.com/docs/rest
Fault: any failure of TextRazor to operate in all material respects in accordance with the Documentation, including any failure or error referred to in the TextRazor Level Table, but not including any failure arising from a Customer Cause.
Help Desk Support: any support provided by help desk technicians sufficiently qualified and experienced to identify and resolve most support issues relating to TextRazor.
Terms of Use: TextRazor Terms of Use available at https://ww.textrazor.com/terms to which this SLA forms a Schedule.
Out-of-scope Services: any of the following services:
  • any services provided by TextRazor in connection with any apparent problem regarding TextRazor reasonably determined by TextRazor not to have been caused by a Fault, but rather by a Customer Cause or a cause outside TextRazor's control (including any investigational work resulting in such a determination);
  • any services provided by TextRazor which are expressed to the Customer by TextRazor to be on an evaluation basis or a ‘beta’, ‘unsupported’ or ‘experimental’ basis.
Service Credits: the service credits specified in paragraph 6.1.
Service Levels: the service level responses and response times referred to in the Service Level Table.
Service Level Table: the table set out in paragraph 5.1.
Solution: either of the following outcomes:
  • correction of a Fault; or
  • a workaround in relation to a Fault (including a reversal of any changes to TextRazor if deemed appropriate by TextRazor) that is reasonably acceptable to the Customer.
Support Hours: 10.00 am to 6.00 pm local UK time, each Business Day.
Support Request: request made by the Customer in accordance with this Cloud SLA for support in relation to TextRazor, including correction of a Fault, by means of the support console at https://textrazor.com/login, or Help-Desk Support by means of the telephone number on your account page and e-mail address support@textrazor.com. Support Requests for Priority 1 faults (as defined in paragraph 5 below) shall only be valid if submitted through the support console at https://textrazor.com/login.
Support Services: maintenance and support of TextRazor as set out in this SLA, including Help Desk Support, but excluding any Out-of-scope Services.

SUPPORT SERVICES

During the Subscription Term TextRazor shall perform the Support Services during the Support Hours in accordance with the Service Levels. As part of the Support Services, TextRazor shall:

  • provide Help Desk Support during Support Hours only;
  • use Commercially Reasonable Efforts to correct all Faults notified by means of Support Request; and
  • provide technical support for TextRazor in accordance with the Service Levels.

TextRazor may reasonably determine that any services are Out-of-scope Services. If TextRazor makes any such determination, it shall promptly notify the Customer of that determination.

The Customer acknowledges that TextRazor is not obliged to provide Out-of-scope Services.

For the avoidance of doubt, statistical errors resulting from an incorrect classification from the algorithms used to provide TextRazor do not constitute a failure of TextRazor to operate in accordance with the Documentation and are not a ‘Fault’ for the purposes of this SLA.

SUBMITTING SUPPORT REQUESTS AND ACCESS

The Customer may only request Support Services by way of a Support Request. Each Support Request shall include a description of the problem and the start time of the incident.

The Customer shall provide TextRazor with:

  • prompt notice of any Faults; and
  • such output and other data, documents, information, assistance and (subject to compliance with all Customer's security and encryption requirements notified to TextRazor in writing) remote access to the Customer System, as are reasonably necessary to assist TextRazor to reproduce operating conditions similar to those present when the Customer detected the relevant Fault and to respond to the relevant Support Request.

All Support Services shall be provided from TextRazor's offices.

SERVICE LEVELS

The Service shall be Available as follows:

Availability % = ((A − B) / A) *100

Where: A= the number of minutes during the month less scheduled downtime for maintenance purposes that is agreed with Customer in advance. B = the number of minutes during the month when TextRazor are not Available (other than during scheduled downtime for maintenance purposes).

The performance standard that shall be achieved by TextRazor in the relevant month for the Service Level to be achieved shall be greater than, or equal to, 99.5%.

TextRazor shall:

  • prioritise all Support Requests based on its reasonable assessment of the severity level of the problem reported; and
  • respond to all Support Requests in accordance with the response and resolution times specified in the table set out below:
PriorityAcknowledgement Service LevelResolution Service Level
1. Business Critical Error such that TextRazor are severely impacted or completely unavailable1 hour from receipt of Support RequestSolution applied within 1 Business Day from receipt of Support Request
2. All other Faults and requests for Help Desk assistance unrelated to Faults.A soon as reasonably possible, but no later than 1 Business Day from receipt of Support RequestSolution for Faults - applied at next maintenance release of TextRazor. Substantive response to Help Desk request unrelated to Faults – as soon as reasonably practicable.

SERVICE CREDITS

If TextRazor fails to meet a Service Level related to either Availability or Acknowledgment or Resolution times, the Customer shall become entitled to the Service Credit set out below, provided that the relevant Fault or other problem relating to TextRazor:

  • did not result from a Customer Cause or a cause outside TextRazor's control; and
  • was promptly notified to TextRazor as a Support Request.

Where Availability is between 95% and 99.5% - An amount equal to 10% of the-then current monthly Subscription Fee.
Where Availability is between 90% and 95% - An amount equal to 25% of the-then current monthly Subscription Fee.
Where Availability is less than 90% - An amount equal to 50% of the-then current monthly Subscription Fee.
Failure to respond or resolve Priority 1 Fault in accordance with the table above - An amount equal to 10% of the-then current monthly Subscription Fee.
Failure to respond or resolve Priority 1 Fault in accordance with the table above - An amount equal to 5% of the-then current monthly Subscription Fee.

The parties acknowledge that each Service Credit is a genuine pre-estimate of the loss likely to be suffered by the Customer and not a penalty. The provision of a Service Credit shall be an exclusive remedy for any Service Level failure.

Service Credits shall be shown as a deduction from the amount due from the Customer to TextRazor in the next invoice then due to be issued under the Terms of Use. TextRazor shall not in any circumstances be obliged to pay any money or make any refund to the Customer.

OTHER REMEDIES

If a Solution is not provided within the relevant Service Level response time, the Customer may escalate the Support Request to the Customer’s manager and Toby Crayston, Director of TextRazor Ltd:

Toby Crayston – toby@textrazor.com