Service Level Agreement

Last updated: 06/01/2020

1. SUPPORT

1.1 Coordinate Support Policy

The full Coordinate Support Policy is available here.

1.2 SLA Related Requests

For any requests related to the SLA, Customer Authorized Personnel should initiate a request Coordinate Support according to the processes defined in the Coordinate Support Policy.

2. MAINTENANCE

2.1 Scheduled Maintenance

Scheduled maintenance may be performed during weekend hours. Customer Authorized Personnel will act as a liaison between Coordinate Support and Authorized Users (as defined in Coordinate Online Terms of Service, or such other agreement between the parties (in either case, the “Agreement”) for maintenance scheduling issues.  Customer Authorized Personnel will be responsible for notifying Authorized Users (as such term is defined in the Agreement) of Coordinate’s regularly scheduled maintenance and exceptions. For exceptions to the schedule in Exhibit A to these Support and SLA Terms, Coordinate will use commercially reasonable efforts to notify the Customer Authorized Personnel at least two (2) business days in advance.  The above provisions apply to the production environment (“Production”) only.  

2.2 Unscheduled Emergency Maintenance  

Coordinate Support will notify Customer Authorized Personnel of any Emergency Maintenance in Production as soon as possible. Customer Authorized Personnel will be responsible for notifying Users.  

2.3 Maintenance Services

Maintenance Services means all activities Coordinate deems necessary, in its sole discretion, to provide the Hosted Services to Customer in accordance with the Agreement, including but not limited to code changes, system configuration changes, etc.  Specifically, Coordinate commits to a minimum uptime guarantee of 95% per month, exclusive of scheduled and unscheduled maintenance.  For more information on the uptime guarantee, please refer to Exhibit A.

3. DISASTER RECOVERY

3.1 Fatal Failure of Hosted Services

In the event of a fatal failure of the Coordinate Hosted Services, Coordinate personnel will use good faith and diligent efforts to resolve or provide a workaround for the issue(s).  Recovery Time Objective (RTO) is defined as the targeted maximum time elapsed from a disaster to recovery of the Hosted Services and is 12 hours for all fatal failures. For purposes of clarification, following the RTO window, Coordinate will endeavor to restore Customer’s account to full functionality, with all data from the last backup, including state, analytics, and historical data, and will be able to transmit, create, view and retrieve transactions. The RTO does not include a commitment to restore data or transactions subsequent to the last backup, or data that may have been destroyed or corrupted in the disaster event. Coordinate conducts system backups on a daily basis.

Exhibit A

1) Service Level Agreement

Service uptime commitment: For the purpose of measuring hosted service availability, provides the following commitment: Coordinate will provide Customer access to the SaaS production application on a twenty-four hour, seven days a week (24x7) basis at a rate of 95% (“SaaS Services Uptime Metric”). The SaaS Services Uptime Metric commences on the Go Live Date. “The Go Live Date” is the date at which the Customer has initiated a paid service agreement.

2) Measurement method

On a quarterly basis, the SaaS Services Uptime Metric will be measured using the measurable hours in the quarter (total time minus planned downtime, including maintenance, upgrades, etc.) as the denominator. The numerator is the denominator value minus the time of any outages in the quarter (duration of all outages combined) to give the percentage of available uptime (2,090 actual hours available / 2,200 possible available hours = 95% availability). An “outage” is defined as two consecutive monitor failures within a five-minute period, lasting until the condition has cleared.

3) Exclusions

The SaaS Services Uptime Metric shall not apply to downtime caused by any of the following:

a) Overall Internet congestion, slowdown, or unavailability;  b) Unavailability of generic internet services (e.g. DNS servers) due to virus or hacker attacks;c) Force majeure events;

d) Actions or inactions of Customer (unless undertaken at the express direction of Coordinate) or third parties beyond Coordinate’s control;  e) A result of Customer equipment or third-party computer hardware, software, or network infrastructure;f) Scheduled SaaS infrastructure maintenance. In addition to scheduled SaaS infrastructure maintenance, upgrades and patches may require downtime in addition to the scheduled maintenance. Coordinate will endeavor to provide advance notice to customers regarding any scheduled downtime.  

If Coordinate does not achieve the service levels stated in this Exhibit A, Coordinate will provide Customer upon request with a credit as described below as Customer’s sole and exclusive remedy.

To claim a remedy under this Section, Customer is required to notify Coordinate, via email, within 15 days following Coordinate’s the close of a particular calendar quarter. Such notification must include the dates, times, and conditions regarding the missed uptime metric.  

Quarterly SaaS service credits:

  • 95%-94% Three (3) day extension of the Service Term, at no cost to Customer
  • 94%-93% Five (5) day extension of the Service Term, at no cost to Customer Below
  • 93% Ten (10) day extension of the Service Term, at no cost to Customer

SaaS Ratings below 93% for a quarter shall be escalated by both parties to senior leadership levels. The SaaS Service Credits shall be cumulative and extend the initial term of the SaaS agreements as set out in the SaaS agreement at no cost to Customer. Therefore, any renewal of SaaS agreement shall be effective after SaaS Service Credits have been fully utilized. Annual Service Credits shall be capped at thirty (30) days per annum.