SITECORE® EXM DELIVERY CLOUD SERVICES SLA

v.1.0 (June 2023)

SITECORE® EXM DELIVERY CLOUD SERVICES

SERVICE LEVEL AGREEMENT (SLA)

 

This SLA applies to the ability to send Messages using EXM Delivery Cloud Services ("EXM Services"), but does not apply to (i) Spam Check and Email Preview feature functionality, (ii) any separately branded services made available with or connected to the EXM Services, or (iii) to any on-premise software that is part of the EXM Services, including any software in the Sitecore Technology.

Updates to Terms: Sitecore may update this SLA from time to time by providing Customer’s technical contact with at least 30 days’ notice, provided that Sitecore does not materially degrade the services or service levels available to Customer under this SLA.

Monitoring
Sitecore will monitor the EXM Services 24x7, 365 days per year.

Maintenance
Sitecore will perform software and platform updates as part of Customer’s Subscription (“Maintenance”).

Maintenance includes all regularly scheduled error corrections, software and platform updates, and improvements to features, where Sitecore may, at its discretion, upgrade versions, install error corrections and apply patches to the hosted systems. Sitecore shall use all reasonable endeavours to avoid downtime due to Maintenance.

In case Maintenance will require downtime, Sitecore will plan this outside of Business Hours and communicate this to Customer in advance and in any case no later than 48 hours before the Maintenance commences.

Business Days are calculated as any day other than a Saturday or Sunday.
Business Hours are calculated as follows:

  • For Americas, 8am-6pm CST (2pm-12am UTC)
  • For Europe, 8am-6pm CET (7am-5pm UTC)
  • For Greater Asia, 6am-6pm MYT (10pm-10am UTC)

Emergency Maintenance
Should emergency Maintenance be required (e.g. in the case of a necessary security patch), Sitecore will make every effort to keep the inconvenience to a minimum, including by providing as much notice as is practicable under the circumstances, and to the extent practicable, minimizing downtime or degradation of services during Business Hours.

Breaking Changes
Sitecore shall provide at least 30 days’ advance notice prior to Sitecore making changes to integration interfaces between the EXM Services and Customer’s systems. Such notice will also include the time window for when these changes will be applied to their environments, the new interface specifications, as well as contact details for a Sitecore technical contact to help answer questions about these changes. By providing such notice Sitecore aims to minimize any interference with the continued operation of any integration interfaces affected by such changes. Sitecore shall also use commercially reasonable endeavors to perform these changes outside of Business Hours.

Uptime
If Sitecore does not achieve and maintain the Service Levels (defined below) for the EXM Services as described in this SLA, Customer will be entitled to a credit towards a portion of the applicable fees as set forth below.

Service Level Definitions
“Accrual Period” means any of the 12-month periods that make up Customer’s subscription.*

“Applicable Monthly Period” means the month in an Accrual Period in which a Service Credit may be earned.

“Applicable Monthly Fees” means the pro-rated amount of the fees paid by Customer for the EXM Services in the relevant Accrual Period in which the Service Credit was earned, which amount is then divided by twelve.*

“Downtime” is the total accumulated minutes in the applicable calendar month during which Messages are unable to be sent using the EXM Services. Downtime does not include unavailability of the EXM Services due to the Exclusions described below.

“Maximum Available Minutes” is the total accumulated minutes during an Applicable Monthly Period in which the EXM Services are able to send Messages.

“Monthly Uptime Commitment” means the ability to send Messages using the EXM Services with a Monthly Uptime Percentage of at least 99.90%.

“Monthly Uptime Percentage” is calculated using the following formula (for each production environment):

 

 Maximum Available Minutes – Downtime   X 100
 Maximum Available Minutes  

 

“Service Credit” is the percentage of the Applicable Monthly Fees credited to Customer following Sitecore’s approval of the claim as set forth below:

 

Monthly Uptime Percentage

Service Credit

Above or equal to 99.90%

None

<99.90% but above or equal to 99%

10%

<99.00% but above or equal to 98%

20%

<98.00%

30%

 

where in no instance can a Service Credit for a single calendar month exceed 30%.

“Service Level” means the performance metric(s) set forth in this SLA that Sitecore agrees to meet with respect to the ability to send Messages using the EXM Services.

* Where the subscription is for less than 12 months, then the Accrual Period will be equal to the subscription period, and the Applicable Monthly Fees will be calculated by dividing by the number of months in the applicable subscription period.

Service Credit

In the event Sitecore does not meet a Monthly Uptime Commitment, Customer has the right to claim a Service Credit. In order for Sitecore to consider a claim, Customer must submit the claim by emailing Sitecore at the relevant email address below and citing the applicable invoice number the Service Credit is claimed against. The Service Credit shall be deemed waived unless Sitecore receives the foregoing email request claiming a Service Credit within ten (10) days of the end of the Applicable Monthly Period.

Europe, Middle East, Africa: [email protected]
Asia Pacific and Australia: [email protected]
United States and Canada: [email protected]

Sitecore will evaluate all information reasonably available to it and make a good faith determination of whether any Service Credit is owed. Customer must be in compliance with the Agreement and current on all payments at the time the reported Service Credit occurred in order to be eligible for a Service Credit. If Sitecore determines that a Service Credit is owed to Customer, Sitecore will apply such Service Credit to any future payment of Fees occurring after the Accrual Period in which the Service Credit was earned.

Service Credits are Customer’s sole and exclusive remedy for any availability issues with the EXM Services and will not entitle Customer to any refund or other payment from Sitecore. Customer may not unilaterally offset its fees for any availability issues. Exclusions to Uptime Guarantee:

Exclusions to Uptime Guarantee:

  1. Downtime affecting only non-production environments;
  2. Downtime caused by planned Maintenance, to the extent that planned Maintenance occurs outside Business Hours, and is communicated at least 48 hours in advance;
  3. Downtime caused by emergency Maintenance slots, as long as Downtime for emergency Maintenance does not exceed 4 hours per month;
  4. Downtime caused by Customer’s negligence;
  5. Force Majeure, in which case Sitecore will make commercially reasonable efforts to limit any inconvenience for Customer but will be temporarily relieved from providing Service Credits as long as Sitecore (a) notifies Customer within 2 hours of the occurrence of a Force Majeure event (or if impracticable under the circumstances, as soon as reasonably practicable), and (b) updates Customer every 24 hours during the course of the Force Majeure event of the anticipated duration of the outage (or if impracticable under the circumstances, as often as reasonably practicable);
  6. Downtime due to a fault in Customer’s input or actions to, or customization(s) of, the software;
  7. Downtime due to Customer’s overburdening or impairing of the EXM Services;
  8. Downtime due to the provision of Support, including any actions arising out of Support as requested or performed by Customer;
  9. Downtime due to failures attributable to Customer’s (or any third parties contracted by Customer) services, hardware, or software, including but not limited to issues resulting from inadequate bandwidth;
  10. Downtime that results from Customer’s failure to properly configure system components, modify its use as advised by Sitecore, comply with the Documentation, or follow the Sitecore Usage Policy;
  11. Downtime that results from Customer’s unauthorized access, action or inaction;
  12. Any downtime that does not materially impact Customer’s actual use of the EXM Services (non-critical issues), including but not limited to a software bug that causes problems, but does not cause the EXM Services to fail to perform its essential functions;
  13. Downtime due to the refusal of any recipient to accept Messages or any failure or downtime of any recipient’s system or Internet connection to any recipient’s Inbox; and
  14. Downtime due to use of the EXM Services for testing purposes.