(a) Governing Documents. This Maintenance and Support Schedule (this “Schedule”) is subject to the agreement incorporating this Schedule between Assembly Software, LLC, a Delaware limited liability company (“Assembly”),and the applicable customer (the “Agreement”). Any capitalized term used but not defined herein has the meaning ascribed to it in the Agreement.
(b) Contacts. Assembly and Customer shall each designate an administrative representative to communicate with each other with respect to maintenance and support issues under this Schedule.
(c) Hours. Assembly shall provide Support during its normal business hours, Monday through Friday from 8:30 a.m. to 5:30 p.m. ET (excluding U.S. federal holidays), provided that the foregoing does not apply with respect to Severity Level 1 or 2 Service Requests, which Assembly will address during and outside its normal business hours in accordance with this Schedule.
(a) Submissions and Status Updates. Customer, through Customer’s designated administrative representative, may submit requests for resolution of errors relating to the Platform (each, a “Service Request”) through Assembly’s online helpdesk (the “Helpdesk”) or the phone number provided by Assembly for receipt of Service Requests. Assembly shall provide status updates with respect to each Service Request through the Helpdesk.
(b) Classification. Assembly shall classify each Service Request in good faith in accordance with the classification criteria set forth below.
Critical error that renders all essential functions of the Platform unusable in any material manner. User-implemented workaround is not available to avoid the error.
Significant error that renders an essential function of the Platform unusable or negatively impacts the usability or performance of a major function of the Platform in any material manner. User-implemented workaround is not available to avoid the error.
Minor error that renders a non-essential function of the Platform unusable or negatively impacts the usability or performance of a non-essential function of the Platform but does not significantly degrade the overall usability or performance of the Platform.
Information request or request for clarification on use of a function of the Platform.
(b) Response. After receipt of a Service Request, Assembly shall commence remedial measures as described below within the timeframes set forth below.
4 hours. Assembly shall promptly initiate the following procedures: (i) assign resources to diagnose and correct the error using commercially reasonable efforts; (ii) provide ongoing communication on the status of remedial measures; and (iii) advise of a temporary workaround or fix, if available.
8 hours. Assembly shall promptly initiate the following procedures: (i) assign resources to diagnose and correct the error using commercially reasonable efforts; (ii) provide ongoing communication on the status of remedial measures; and (iii) advise of a temporary workaround or fix, if available.
1 business day. Assembly shall advise of a temporary workaround or fix, if available, or Assembly may advise that it plans to implement a fix in the next general release of the Platform or applicable component of thereof.
3 business days. Assembly shall provide the information or clarification requested.
(c) Exclusions. Assembly shall have no obligation to address any Service Request to the extent the Service Request or applicable error arises from any Exception, misconfiguration of the Platform by Customer, user error or force majeure or other cause beyond Assembly’s reasonable control (collectively, “Service Exclusions”).
“Downtime” means any period during which a Severity Level 1 or Severity Level 2 error exists but excluding Permitted Downtime.
“Permitted Downtime” means any period during which the Platform is inaccessible due to any Service Exclusion or Scheduled Maintenance.
“Schedule Maintenance” means any period during which the Platform is inaccessible due to the performance of any scheduled upgrade, update or other maintenance, provided that Assembly: (i) gives Customer at least five days advance notice (including through alerts within the Platform); and (ii) performs such scheduled upgrade, update or other maintenance in scheduled windows outside normal business hours.
“Uptime Percentage” means the percentage calculated by subtracting from 100% the percentage of minutes during the month that constitute Downtime.
(b) Assurance. Assembly shall use commercially reasonable efforts to maintain a monthly Uptime Percentage of at least 99.5% for the Platform.
(c) Service Credits. If the Platform does not maintain an Uptime Percentage of at least 99.5% for a calendar month, then Assembly shall issue a credit to Customer as set forth below.
Service Credit (as percentage of monthly Subscription Fee for the applicable month)
Below 99.5% but equal to or greater than 98%
Below 98% but equal to or greater than 95%