5-Exhibit F - Service Level Agreement.pdf

County of Ventura RFP 6227 GSA/Procurement Services

EXHIBIT F

SERVICE LEVEL AGREEMENT

I. Agreement Overview.

This Service Level Agreement (SLA) operates in conjunction with, and does not supersede or replace any part of the Agreement. It outlines the information technology service levels that ______________ (“CONTRACTOR”) ensures it will provide VENTURA COUNTY (“COUNTY”). CONTRACTOR represents and warrants that any service CONTRACTOR provides (herein referred to as “CONTRACTOR Services”) will be performed in a professional manner consistent with industry standards reasonably applicable to such Services.

II. Definitions.

Except as defined below, all defined terms have the meaning set forth in the Agreement.

Client Error Incident: Any service unavailability resulting from COUNTY applications, content or equipment, or the acts or omissions of any of County’s third-party service users or third-party providers over whom CONTRACTOR exercises no control.

Downtime: Those minutes during which CONTRACTOR Services are not available for COUNTY use. Downtime is measured based on server side error rate and time taken for CONTRACTOR response to service error over the allotted time period. Downtime will be measured in increments of 10 minutes. Downtime durations of less than 10 minutes will not be included in any calculation for Service Credit.

Scheduled Downtime: Planned and notified periods of Downtime at least five (5) days prior to the commencement of such Downtime for the purposes of software maintenance.

Scheduled Downtime is not to exceed twenty-four (24) hours per calendar year.

Scheduled downtime is not considered Downtime for purposes of this SLA and will not be counted towards any Downtime. CONTRACTOR shall make best efforts to have this scheduled downtime not occur between the hours of 8:00am and 5:00pm, Pacific Time, Monday through Friday.

Service Availability: The total number of minutes in a calendar quarter that CONTRACTOR Services are capable of receiving, processing, and responding to requests, excluding Scheduled Downtime, Client Error Incidents, and Force Majeure Events.

Response Time: The time it takes for CONTRACTOR to acknowledge the Downtime issue and that the matter has been assigned to the individual responsible for its resolution.

Force Majeure Event: an event such as an act of God; fire, flood; storm; inclement weather; earthquake; drought; riot; war or insurrection; plant or animal infestation or disease; sudden or severe energy shortage; or other condition of emergency or disaster beyond the control of the Parties which makes performance of obligations under this Agreement impossible or extremely impracticable, such obligations shall be suspended during such time any such condition or conditions exist. If a party's duties are suspended, that party shall resume its obligation at the earliest practical time.

III. Service Availability.

The Service Availability of CONTRACTOR Services is intended to be 24/7/365.

CONTRACTOR shall make reasonable efforts to provide monthly availability of 99.95% for cloud hosted software with the exception of maintenance windows. There are many factors beyond CONTRACTOR’s control that may impact CONTRACTOR’s ability to achieve this goal. Should services become temporarily unavailable for maintenance purposes or for other reasons outside of CONTRACTOR’s control, CONTRACTOR shall make commercially best efforts to minimize such unavailability and shall provide COUNTY with a minimum of seventy-two (72) hours advance written notice if Service shall be unavailable based on the foregoing. Further, any planned maintenance shall be conducted outside of COUNTY’S business hours. In the event of emergency maintenance, remediation efforts will begin immediately, and CONTRACTOR shall provide COUNTY with notice of downtime as soon as reasonably practicable.

CONTRACTOR shall be responsible for monitoring cloud hosted software Response Time to ensure compliance with the agreed upon Response Times as listed herein.

Response Time as used in this section shall mean the timeframes in which CONTRACTOR shall respond to COUNTY request for assistance with the cloud hosted software purchased herein. CONTRACTOR shall work to respond to/resolve deficiencies with the cloud hosted software in the manner as outlined in the following table.

SEVERITY

LEVEL

DESCRIPTION OF DEFICIENCY

(ANY ONE OF THE FOLLOWING)

RESPONSE

TIME

RESOLUTION

TIME GOALS

1 – Critical

Cloud hosted software is/are down (Unscheduled Downtime) or is practically down (e.g., extremely slow response time) or does not function at all, as determined by the COUNTY. There is no way to circumvent the problem; a significant number of authorized users are affected. A component of the system is inoperable.

One hour Resolve incident or formulate reasonable workaround within four consecutive hours

2 – Severe

A component of the cloud hosted software is/are not performing in accordance with the specifications (e.g., slow response time), creating significant COUNTY business impact, its core functionality is not available or one of the system requirements is not met, as determined by the COUNTY.

Four hours Resolve incident or formulate reasonable workaround within eight consecutive hours

3 – Moderate

A component of the cloud hosted software is not performing in accordance with the specifications but there is a reasonable workaround; there are unexpected results, moderate or minor operational impact, as determined by the COUNTY.

One day Resolve incident within two consecutive weeks

4 – Low

This is a low impact problem, and it is not significant to operations or is related to education (e.g., general “how to” and informational equipment or software questions, documentation requests, etc.), as determined by the COUNTY.

Two days Next version release or six months, unless otherwise agreed to by COUNTY and

CONTRACTOR

a. COUNTY Responsibilities.

Whenever the COUNTY experiences Downtime, the COUNTY has the responsibility to notify CONTRACTOR and document, in writing, any incidents.

b. CONTRACTOR Responsibilities.

When CONTRACTOR support team receives a call from COUNTY that Downtime has occurred or is occurring, parties will work together to identify the cause of the Downtime (including whether it may be the result of a Client Error Incident or Force Majeure Event).

Parties will also work together to resume normal operations as soon as possible.

c. Client Relief.

When a Service Availability goal is not met due to confirmed Downtime, COUNTY is entitled to liquidated damages each day that underlying issue(s) remain(s) unresolved, in accordance with the amounts set forth in Chart 1 below. Payment of liquidated damages set forth in Chart 1 does not relieve CONTRACTOR of its obligations under the Agreement to correct the problem which created the service interruption. Further, when a Service Availability goal is not met due to confirmed Downtime for three (3) or more months in a row, COUNTY shall be entitled to terminate this Agreement immediately upon written notice.

Chart 1

Monthly Uptime Percentage Corresponding Liquidated Damages

99.94% to 99.00% $1,000/day until resolved

98.99% to 95.00% $2,000/day until resolved

94.99% or less $3,000/day until resolved

4928-9595-9131, v. 1