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Service Level Agreement

This Service Level Addendum (“SLA”) is to the Master Services Agreement  (“Customer”), and is subject to all terms and conditions of that Master Agreement.

This SLA sets forth ValueReseller’s service level commitments to Customer, and the service level refunds and credits that ValueReseller will provide to Customer as Customer’s exclusive remedies (“Remedy” or “Remedies”) if ValueReseller fails to meet these commitments. In order to receive consideration for remedies, Customer must submit a completed Credit Request application for approval to ValueReseller’s account manager for Customer’s account within five (5) days after the end of the calendar month in which the service level failure occurred. 

  1. GENERAL TERMS AND CONDITIONS

The refunds and credits set forth in this SLA (“Remedies”) are Customers’ exclusive remedies for any failures by ValueReseller to meet the service levels set forth herein. In addition, all limitations of liability and disclaimers of warranties in the Master Agreement remain applicable.

Customer’s Remedies for a single downtime incident shall be subject to a single Service Level credit, regardless of the number of Service Levels implicated in the incident.

Customer’s remedies for failures during any calendar month, with respect to all Service Levels combined, shall not exceed a cumulative total of 50% of Customer’s monthly Server or shared hosting fees.

ValueReseller shall not be subject to a remedy to the extent of such failure to meet a service level was caused by the acts or omissions of Customer, Customer’s third party vendors, other third parties, or other circumstances beyond ValueReseller’s reasonable control, including but not limited to the following:

  • The acts or omissions of a third party service provider performing services for Customer.
  • Failure of Customer to carry out any of Customer’s obligations under the Master Agreement.
  • Failure of Equipment or software that has not been upgraded by Customer as per ValueReseller’s advice for which Equipment maintenance is not available.
  • Failure of software code or applications managed or written by Customer or by a third party vendor for Customer.
  • Failures caused by Customer or its users disrupting the system or failing to respond to alerts as agreed.
  • Failures caused by a Force Majeure event.
  • Downtime for scheduled maintenance, upgrades, or change requests.
  • Any performance failure that is not the fault of ValueReseller.

II. SERVICE LEVELS: RESPONSE TIME AND NOTIFICATION

  1. Emergency Response: ValueReseller shall have qualified personnel respond to Emergency Requests by telephone or through email within 1 hour of the receipt of a communication from Customer describing the nature of the emergency.

    Emergency requests shall include:

    1. Server(s) down, to included, but not necessarily limited to: HTTP, FTP, POP3, SMTP MYSQL, DNS, SSL, SSH, ASP.
    2. Critical security hole. 
  1. Non-emergency response. ValueReseller shall have qualified personnel respond to non-emergency requests by telephone or through the use of email within 8 hours of contact by Customer describing the nature of the non-emergency. 
  1. ValueReseller shall notify Customer of any unscheduled outages within 1 hour of detection of such outage. Such notification shall include a description of the customer impact, the estimated customer base affected, and the expected duration of the outage. ValueReseller shall also notify Customer when service has been restored.

  2. ValueReseller shall notify Customer of any material upgrades to server software to be installed on any Server utilized to perform Services for Customer within 5 days in advance of such installation. Provided, however, if the installation is necessitated by an emergency, ValueReseller’s obligation shall be to notify Customer as soon as is reasonably practical.

III. SERVICE LEVELS: DESCRIPTION AND REMEDIES

  1. Network Availability. (100%)

    We guarantee that our network will be available 100% of the time (excluding scheduled maintenance). Should we incur a network outage, ValueReseller will credit the customer 5% of their monthly fee for every 30 minutes of downtime (up to, but not exceeding 50% of one monthly payment, and the credit will be applied toward future payments). Network uptime comprises the functioning of all network infrastructure including cabling, switches and routers. Services or software running on your server are not included in the definition of our network. Network downtime exists if your server is unable to transmit and receive data and a ticket is opened for the incident in the ValueReseller Support ticket tracking system.

  2. Server Hardware

    ValueReseller manages all hardware components leased or otherwise dedicated to Customer and will replace any failed component within 4 hours of problem identification at no cost to Customer.

    Total Hardware Service Outage is defined as an outage affecting the entire Customer Server population and includes the Processor(s), RAM, hard drive(s), motherboard, NIC card and other related hardware included under the service lease or Server assignment. In the event that it takes more than four hours to replace faulty hardware, ValueReseller will refund the customer 5% of the monthly fee per additional hour of downtime (up to 50% of the customer’s monthly fee for the affected server).

  3. Internet Service Availability (99.9%)

    Customer’s end users will have their websites accessible on the Internet 99.9% of the time in a calendar month, excluding scheduled maintenance and excluding the other limitations noted in Item 1 of this Addendum.

    Total Service Outage is defined as an outage affecting the entire Customer Server population, and is exclusive of any Navisite network downtime (in which case the Network SLA in Item A. above takes precedence). Service downtime is measured from the time the trouble ticket is opened by the Customer to the time the service is once again up and serving pages.

    Remedy: If Customer reports, and ValueReseller verifies, that a User or Users were unable to access Customer’s website due to a Total Service Outage on a ValueReseller server, ValueReseller will refund the Customer 5% of the monthly server fee for each hour of server downtime (up to a cumulative maximum of 50% of Customer’s monthly service fee for all Users and all downtime incidents combined).

  4. Managed Backup (applies to dedicated server customers only).

    If Customer has elected the managed backup service from ValueReseller, the following service levels apply:

    1. ValueReseller will make a full backup of Customer’s servers every 8 days, and an incremental backup daily.
    2. Backup data will be stored onsite at our data center.
    3. 14 days of data will be maintained on a rolling basis.
    4. One restoration from backup will be available per month at no additional charge; charges will apply for additional restoration.

    Remedy: If Customer reports, and ValueReseller verifies, a backup failure, ValueReseller will refund 5% of the applicable server’s monthly fees per failure, limited during any calendar month to 10% of the server’s monthly fees.

7/01/06 Revision