Service Level Agreement

During the term of the Agreement, the Service will perform in accordance with and subject to this Service Level Agreement (“SLA”).

  1. Security

Each party has adopted and implemented policies and procedures that address administrative, technical, and physical safeguards for the protection of Customer Data and that are reasonably designed to:

(i) ensure the security and confidentiality of Customer Data;

(ii) protect against any anticipated threats or hazards to the security or integrity of Customer Data;

(iii) protect against unauthorized access to or use of Customer Data; and

(iv) protect against unauthorized disclosure or use of Customer Data in connection with the disposal thereof or upon the expiration of this Agreement, unless otherwise prohibited by law.

Each party agrees that it will promptly notify the other of any security breaches or incidents that may reasonably lead to a compromise of Customer Data. The parties agree to provide prompt notification of security breaches or incidents related to Customer Data to facilitate swift and appropriate action to minimize the impact of the breach or incident. The provisions of this section will remain operative and in full force and effect regardless of the termination or expiration of the Agreement.

  1. Business Continuity

LogicManager will maintain a business continuity/disaster recover plan and conduct annual penetration testing. Annually and upon request, LogicManager agrees it will provide Customer a copy of its most current business continuity/disaster recovery plans outlining LogicManager’s readiness to avoid stoppage or hindrance in its normal business operations in the event there is a disruption of LogicManager’s normal business operations due to accidents, disasters, emergencies, and/or threats, as well as a Service Organization Controls Report (SOC 2) — Type 2 of LogicManager’s datacenter provider.

LogicManager authorizes Customer to conduct penetration testing of the Service upon reasonable notice to LogicManager. Any verified material defect will have resources applied to resolve within 30 days.

LogicManager shall ensure all of Customer’s data that LogicManager holds is backed up to support a recovery point objective (“RPO”) of 24 hours. The RPO is the maximum amount of lost or unusable data that Company can tolerate. The RPO is measured from the moment of the unplanned event and going back in time to a point where the processed data is known to be stable, synchronized, and accurate. Customer acknowledges and agrees that Customer backups will be stored for a period of 6 months and then discarded.

LogicManager shall ensure in the event of a system loss or outage that normal business operations may resume with a recovery time objective (“RTO”) of 72 hours. The RTO is the maximum amount of system downtime that can be tolerated by Customer. The RTO is measured from the moment of the unplanned event to the restoration of normal operations and services.

  1. Availability

LogicManager will perform maintenance during planned maintenance windows scheduled outside of normal business hours. LogicManager shall notify Customer 48 hours in advance of planned maintenance. The Service will not be available during the maintenance. In addition to planned maintenance, LogicManager may perform emergency maintenance at any time for urgent maintenance needs. LogicManager shall notify Customer in advance of emergency maintenance.

LogicManager agrees to provide a 99.5 percent service level availability (“SLA Target”). The service level availability shall be calculated by subtracting the amount of downtime from the total time available over any given calendar month while excluding planned maintenance windows. If LogicManager fails to meet the SLA Target, LogicManager shall issue a credit equal to 5% of Customer’s monthly licensing fees to be applied against fees payable under the Agreement. Customer must make a written request to LogicManager within thirty (30) days of the end of the applicable month in order to receive credit hereunder.

  1. Support and Response Times

LogicManager shall provide the following list of support services:

(i) telephone, email, and chat troubleshooting support from 9 am to 6 pm EDT;

(ii) virtual assistance and case submissions available at support.logicmanager.com 24 hours per day 7 days per week;

(iii) online help documentation available in LogicManager University at support.logicmanager.com, including frequently asked questions, data load templates, best practice resources, and use case specific guides and roadmaps;

(iv) release notes provided five (5) business days in advance of material Service upgrades and enhancements;

(v) error & defect correction in accordance with the response times listed below.

LogicManager will provide support in accordance with the following maximum response times. LogicManager will, in its sole discretion, make the final determination of issue severity and priority based on the definitions listed below. The maximum response times are calculated using standard business hours and days in Eastern Time.

The following levels are used by LogicManager to evaluate the severity and priority of submitted issues by customers.

Ticket Priority Maximum Response Time Definition
1 – Blocker 30 minutes Blocker issue affect all users and prevent use of the Service, including system unavailability and data integrity issues with no workaround available.
2 – Critical 4 hours Critical issues affect many or most users and impact substantial system functionality or significantly degrade performance with no reasonable workaround available.
3 – Normal 18 hours Normal issues affect some users and have moderate impact on system functionality with short-term workarounds available.
4 – Minor 18 hours Minor issues are routine technical inquiries such as information requested on application capabilities, navigation, installation or configuration, or a bug affecting a small number of users with acceptable workarounds available.
5 – Enhancement None Enhancement requests are improvements or additions to the Service’s functionality. Response timeframes will depend on resource availability, requirements, complexity, and the nature of the enhancement.