LCPtracker Maintenance and Support Addendum for applicable clients pursuant to their Master SaaS Agreement if the option is directly granted therein to the client
Maintenance & Support Addendum
- Definitions. For the purposes of this Addendum, in addition to the terms defined in the text of this Addendum or in the Agreement to which it applies to, the following terms shall have the following respective definitions:
- “Client Support” means the business team within LCPtracker that provides services to assist Client, as administrator of the Services, to resolve issues with the Services.
- “Incident” means any set of circumstances resulting in a failure to meet a Service Level for Client usage of the LCPtracker SaaS platforms forming part of the Services except for an Incident caused by an Exclusion.
- “Service Credit” is the percentage of the monthly portion of the Service Fees for the Services (that are attributable to the main SaaS product for access to the applicable areas of the LCPtracker Professional SaaS platform only) that is credited to Client for a Service Level not met pursuant to this Addendum for the month where the Service Level was not met pursuant to this Addendum.
- “Service Level” means standards LCPtracker adheres to and by which it measures the level of service it provides as specifically set forth below.
- “Software Error” means any reproducible failure of the SaaS platform Services to materially conform to its Specifications , which failure is not due to an Exclusion (as defined below).
- “Specifications” means, with respect to the SaaS platform Services, the applicable specifications or requirements set forth in the Agreement, or in any Software Schedule.
- Service Credit Claims.
- It shall be in the sole discretion of LCPtracker to determine whether LCPtracker has met the relevant Service Level. Client and any other parties working with Client and using the Services must at all times cooperate with LCPtracker in testing, determining, and verifying that a qualifying service outage under this Addendum has occurred.
- LCPtracker provides the Service Credits described below subject to the terms of this Addendum. These Addendum terms will be fixed for the duration of the initial twelve (12) month term of the Subscription Term. The version of this Addendum that is current at the time the next twelve (12) months of the Subscription Term commences will apply throughout the next twelve (12) months of the Subscription Term. A copy of the current Addendum is available at https://www.lcptracker.com/SLA-Addendum1 whose terms will automatically supersede this version upon any updates to the online version.
- In order to be eligible to submit a claim with respect to any Incident, the Client must first have notified Client Support in writing of the Incident and its intention to submit a claim, using the procedures set forth by LCPtracker, communicated to the Client through the Agreement and this Addendum, within a maximum of two (2) business days following the Incident.
- Client must provide to Client Support all reasonable details regarding the claim, including but not limited to, detailed descriptions of the Incident(s), the duration of the Incident(s), the portion of the SaaS platform Services affected and any attempts Client or a User made by itself to resolve the Incident.
- In order for LCPtracker to consider a claim, Client must submit the claim, including sufficient evidence in LCPtrackers consideration to support the claim, within thirty (30) days from the Incident.
- LCPtracker will use all information reasonably available to it, namely information received by the Client and information collected by its Client Support Department, to validate claims and make a good faith judgment on whether the Incident is a qualifying claim under this Addendum.
- Exclusions. Service Levels do not apply to any performance or availability issues:
- Due to circumstances or factors outside LCPtracker’s reasonable control;
- That resulted from Client’s or third-party hardware or software, or as a result of a customization or report generation requested by Client;
- Caused by the failure or deficient performance of power, equipment, products, services, or systems not provided by LCPtracker;
- That resulted from actions, inactions, misconduct or accident of Client, Users, or third parties or any other breach of the Agreement;
- Caused by Client’s or User’s use of the Services after LCPtracker advised Client or User to modify its use of the Services, if Client did not modify its use as advised;
- During Scheduled Downtime (maintenance or upgrades);
- Where the subject impact, risk, or non-conformity, as applicable, is of little or no importance or significance;
- During beta, test, and trial services (as determined by LCPtracker); or
- Caused by the failure by Client or a User to take an action required by LCPtracker to resolve an Incident.
Sections 3 (a) – (i) above referred to herein as the “Exclusions”.
- Service Credits.
- The amount and method of calculation of Service Credits is described below in connection with each Service Level description.
- Service Credits are Client’s sole and exclusive financial remedy for any Incidents.
- The Service Credits awarded in any calendar month shall not, under any circumstance, exceed Client’s monthly Service Fees for the basic access subscription to the affected SaaS product forming part of the Services.
- Service Credits do not apply to and do not include work performed for one-time Service Fees associated with the Services, or to any taxes, programming work Service Fees, customization Service Fees, or governmental or organizational fees for bodies such as the GSA, or any fees associated with other vendors providing services to Client or Users.
- Service Credits will not result in any refunds and can only be applied against amounts payable by Client.
- Service Credits are only paid to Client and other Users are not entitled to any compensation.
- Monthly Uptime Service Levels for the LCPtracker SaaS platform in the LCPtracker SaaS platform portion of the Services.
- “Downtime” is defined as any period of time when Client is unable to access the affected SaaS platform Services.
- “Scheduled Downtime” is defined as: (i) Downtime within pre-established maintenance windows; or (ii) Downtime during major version upgrade.
- “Monthly Uptime Percentage” for a specific Client is calculated by taking the total number of minutes in a calendar month minus total number of minutes of Downtime experienced in a given calendar month, divided by the total number of minutes in that calendar month.
- Uptime Service Levels and Monthly Service Credit.
Monthly Uptime Percentage Applicable Monthly Service Fees Credit >=99.5% 0.0% < 99.5% 5% < 99% 10%
- Submission of Error Reports. Client may report Software Errors to LCPtracker by telephone, e-mail, or the internet. Client will use reasonable efforts to provide information requested by LCPtracker regarding a reported Software Error. LCPtracker will maintain a record of all submitted Software Error reports and track LCPtracker actions toward problem resolution.
- Correction of Software Errors. LCPtracker will endeavor to correct all Software Errors reported by Client in accordance with this Addendum and the Table below.
- Support. LCPtracker will make available by telephone, email, and live chat all qualified personnel necessary from 5:00 am PST to 5:30 pm PST, Monday through Friday, excluding all Federal holidays (“LCPtracker Basic Support Hours”) in order to provide problem resolution.
- Unless otherwise mutually agreed in writing, upon receiving a Software Error report from Client, and provided that the Software Error can be recreated, LCPtracker shall respond and use commercially reasonable efforts to correct the Software Error in accordance with this Addendum. “Response” means confirming receipt of a Software Error, verifying details, attempting to duplicate the Software Error, and confirming status to Client. “Resolution” means providing Client requestor with an answer, a patch being made to the Services or a resolution action plan. LCPtracker’s goal is to return all Client calls within the applicable scheduled period, however, LCPtracker does not guarantee this response/resolution time. “Business Hour” and “Business Day” mean those hours and days based on the LCPtracker Basic Support Hours. Furthermore, the Client and, where applicable, the Client’s authorized Users are required to assist LCPtracker in resolving Software Errors, and any Service Level standards referred to in this Addendum will be extended/changed if the Client or these other involved parties fail to cooperate or provide necessary resources or information.
Category Definition Response Goal Resolution Goal Critical (Red) Loss of access for the Client to the SaaS platform Services, or the SaaS platform Services are not functioning preventing the Client from performing mission critical business functions, and there is no workaround One Business Hour Seven (7) Business Days or sooner Medium (Yellow) Client is concerned and operations are impacted or there are performance issues with the SaaS platform Services 30 Business Days or less Within 45 days Minimal (Green) Information, small issues, and suggestions 45 Business Days or less None or as otherwise mutually agreed in writing
Effective Date: 11/22/22