The purpose of this Service Level Agreement (the "SLA") is to define service levels and operational specifications that InsynQ will provide to eFileShare Service Subscriber (the "Customer"). The InsynQ eFileShare Service(s) (the "Services") to be provided to the Customer are outlined in the eFileShare Order submitted via this website, and are described in further detail in Annex A of this document. InsynQ holds a Master License Agreement (the "MSA") with Symantec for the provisioning of the eFileShare managed services.
B.1 Installation fees, if applicable, shall be due upon submission of an Order. One-time setup fees, and last month service fees, are due upon submission of an Order.
B.2 Charges set forth in the Order shall be charged monthly, and other charges due for services performed under this Agreement shall be invoiced the month immediately following the use of services by the Customer. Charges invoiced are due and payable upon receipt. If charges are not paid within thirty (30) days of the invoice date, a one and one half percent (1.5%) per month interest charge shall be assessed until date of payment. Further, if charges are not paid within thirty (30) days of the invoice date, InsynQ reserves the right to disable the user account to prevent further use until payments for all charges on account have been received. Accounts with outstanding balances over ninety (60) days in arrears are subject to deletion of user profiles and all associated data, and may be referred for legal collection action.
B.3 All charges are exclusive of all taxes. Taxes imposed by Government agencies, whether based upon the service, its use, or the Agreement, shall be paid by the Customer.
B.4 Any new software program or services, other than those contracted for by the Customer on the Effective Date of this Agreement, may be obtained by the Customer at the current price. Charges set forth in the Order may be modified by InsynQ upon posting of changed pricing to the Website at www.cpa-asp.com and becoming effective on the next monthly billing.
B.5 InsynQ reserves the right to suspend or terminate Services to Customer for lack of timely payments for subscriptions or services due.
C.1 Physical Facility
eFileshare data centers are available on a 7 (day) x 24 (hour) basis, except for Scheduled Outages. eFileshare data centers have power and cooling redundancy that provide for un-interruptible power and cooling for all components within such eFileshare data center.
C.1.1 Security
Physical access to eFileShare centers is controlled by the Symantec Operations Group and is restricted to authorized Symantec employees and other individuals specifically approved and authorized by Symantec who are accompanied by Symantec personnel.
C.2 eFileShare Data Center Availability
Symantec will continuously monitor capacity levels for power generation, cooling, and UPS at eFileShare data centers. Symantec will, at Symantec expense, upgrade or improve capacity levels within eFileShare data centers as necessary. Capacity upgrades will follow the established change management practices described in this SLA.
C.3 eFileshare Network
InsynQ eFileShare managed services are connected either directly to customer servers or are connected via an external network that is not managed by either InsynQ or Symantec. Symantec Network is the physical communications infrastructure, provided and managed by Symantec, that connects InsynQ's eFileShare managed services to the customer’s servers or such external network. Management and support for high availability (up to 99.5%), as specified in Annex A, and the percentage of availability that InsynQ and Symantec supports will be based solely on the Network and the level of availability the customer requires within the Symantec managed environment.
The Network is managed and maintained by authorized Symantec personnel, contractors and subcontractors. Access to Symantec Network and equipment within the Customer’s facility is restricted to Symantec personnel, contractors and subcontractors.
C.4 Storage Services Hardware
Symantec shall provide sufficient hardware to deliver the Services to the Customer. Symantec will administer changes, microcode upgrades and/or other hardware/software improvements/upgrades on behalf of Customer in accordance with the Change Management and Change Request procedures set forth herein. Symantec will provide monitoring services to the storage hardware at the eFileShare data centers. These monitoring services include periodic monitoring of disk performance, cache memory usage and related performance metrics available through vendor tools. InsynQ and/or Symantec will advise Customer of any issues with performance of communications or storage hardware required for the delivery of the Services such as signal quality loss, error retransmissions, disk failures, or power or microcode failures. Neither InsynQ nor Symantec shall be responsible for inconsistencies in the storage environment that result from changes in the Customer’s source environment.
D1 Remedies
In the event that, as a direct result of Symantec actions or inactions, the Services provided by Symantec are unavailable for any period of time beyond permitted monthly downtimes, as the sole and exclusive remedy hereunder, Customer shall receive a Service credit based upon the Monthly Fee for the affected month in accordance with Section 3 of Annex A. The Service credit is not cumulative. Such Service credit shall be deemed to be liquidated damages, and in no event will the total Service credit exceed 50% of the Monthly Fee for the affected month. This credit will be in the form of a cash payment if this SLA has expired.
D.2 Exceptions
D.2.1 General Exceptions
Neither InsynQ nor Symantec will have any liability for any failure to provide Services (a) during any Scheduled Outage, (b) resulting from a Force Majeure Event, or (c) caused, directly or indirectly, by the acts or omissions of Customer or its representatives or by Customer’s or its representatives’ equipment.
Without limiting the foregoing, neither InsynQ nor Symantec is responsible for acts or omissions of Customer’s representatives that result in failure of, or disruption to, the Services. Customer agrees that neither Customer nor its representatives shall attempt in any way to circumvent or otherwise interfere with any security precautions or measures of InsynQ or Symantec relating to the eFileSahre data centers, the Network, the storage hardware or any other Symantec equipment. Any such attempts may, among other things, cause disruption to the Services. Any disruption to the Services resulting from a violation of these provisions shall not be an Unscheduled Outage and Customer will have no right to any Service credit or other remedy under this SLA or otherwise with respect to such disruption. Customer will be responsible for, and will indemnify InsynQ and Symantec for, any damage or service interruptions caused by Customer or its representatives in violation of these provisions, including, without limitation, any damage to any InsynQ or Symantec provided equipment. Further, the Customer will pay to Symantec, at Symantec then current rates, for all remedial services resulting from the Customer’s actions.
Customer may request changes to this SLA at any time. Since a change could affect the fees, schedules or other terms related to this SLA or any Master License Agreements in-force, the Customer, InsynQ and Symantec must approve each change, and this SLA and/or the MSA must be appropriately amended before implementation of any change. The change request procedure is as follows:
a) The project manager for the customer will submit a change request ("CR") in writing to InsynQ. It will describe the change and include whatever rationale and/or estimated effect the change will have on the SLA.
b) The project manager for InsynQ will submit a change request ("CR") in writing to Symantec engineering. It will describe the change and include whatever rationale and/or estimated effect the change will have on the SLA and/or the MSA. Symantec’s project manager will review each CR. The project manager will weigh the merits of the proposed change and approve it for investigation or reject it. If rejected, the project manager will return the CR to the InsynQ for return communication to the customer, together with the reason(s) for rejection.
c) Approval of a CR for investigation by both parties constitutes authorization by the Customer of any fee proposed by InsynQ and/or Symantec to investigate the CR. During such investigation, the effect on the Monthly Fee, Service Term or other terms of this SLA will be determined. Following completion of such investigation, the requested change will then be approved or disapproved for implementation.
d) Approved changes will be incorporated into the SLA or the MSA through written modifications, which shall be signed by duly authorized representatives of all parties
The Customer will be provided at fourteeen (14) days prior written notice of any changes to be made by InsynQ or Symantec that affect the Services. However, if shorter notification period is required, changes will be made with the agreement of the Customer. Symantec will strive to minimize outages that may be caused by a change; however, in the event that an outage is required, Symantec will use best reasonable efforts to minimize the impact of the change and schedule the outage based upon the Customer’s and Symantec requirements. If an outage is required, such outage will be considered a Scheduled Outage. Symantec intends to work with InsynQ and the Customer on all change management issues in order to ensure that the Services are not affected beyond the levels set forth in this SLA. Symantec reserves the right, however, to proceed with any change if it is determined, by Symantec, that the change will not cause harm to the Customer’s specific environment and/or is otherwise necessary. Customer is required to provide prior notification to InsynQ of any changes to its configurations that interface with the provided Services. Symantec Operations Manager is responsible for the project management of all changes to Services provided via InsynQ to the Customer.
Symantec shall provide initial notice to designated InsynQ representative by telephone, e-mail, pager or comparable notification service within ½ hour of Symantec becoming aware of an event that has caused or may cause an Unscheduled Outage. In the event Customer first becomes aware of such event, Customer shall promptly provide initial notice to InsynQ via the Customer Support Number 253-284-2000 or 866-796-9925. InsynQ will report the condition to Symantec Suppor. Status reports about the event will continue on the ½ hour until either the event has been resolved or both InsynQ/Symantec and the Customer have determined a course of action that does not require continued notification.
The following are the roles of the InsynQ and Symantec departments and personnel responsible for delivering and managing the Services:
1. InsynQ Customer Service - is a "Business Day" 10 hour per day service (phone number 253-284-2000 or 866-796-9925) that supports Customers on any issues related to the services provided by InsynQ to customers.
2. Symantec Customer Service - is a "Business Day" 10 hour per day service (phone number 202-393-9900) that supports Customers on any issues related to the services provided by Symantec via InsynQ to customers.
3. Symantec Operations Manager - is responsible for the daily activity in Symantec data centers within the area where the eFileShare Services are provided.
4. Level-2 Support - is an internal technical support team responsible for resolving any issues related to services offered by Symantec for InsynQ. This team works closely with the departments within Symantec that provide services to customers and also has direct contact with all Symantec contractors and subcontractors that provide equipment or services to Symantec.
The following procedures define the escalation procedures that Symantec will implement during an Unscheduled Outage:
Symantec Customer Service will be responsible for resolving any issues during the first hour of an outage.
Symantec Customer Service will escalate to the Operations Manager and Level-2 Support at the beginning of the second hour.
Symantec Customer Service will escalate to the Chief Technical Officer at the beginning of the third hour. The Chief Technical Officer will notify appropriate additional Symantec personnel if necessary.
H. Definitions
Force Majeure Event: An event that causes Symantec to be unable to fulfill its obligations under this SLA caused by flood, extreme weather, fire or other natural calamity, acts of government agency, war, riot, terrorism, civil unrest, work stoppages or strikes, or similar causes beyond the control of Symantec.
Symantec Network: A digital data transport managed by Symantec that may incorporate a wide variety of transmission media and protocols.
Scheduled Outages: Periods of time, during the Service Term, that Symantec temporarily interrupts any Services for upgrades, maintenance, or for any other agreed upon reason or purpose, including an established framework for scheduling and managing such outages.
eFileShare and Symantec data center: The Symantec facility from which eFileShare data storage services are provided.
Symantec Operations Group: The Symantec Operations Group, responsible for the daily delivery and management of Services provided to the Customer.
Unscheduled Outages: Interruptions in Services arising from failures associated with Services provided by Symantec or a Force Majeure Event. Such interruptions include only interruptions caused by matters under Symantec direct control and do not include Scheduled Outages.
1. Services/Acceptance of Services
eFileShare - Base
1.1 InsynQ, through Symantec, is to provide to Customer the following data storage Service(s):
1.1.1 eFileShare Base Service with an initial one (1) managed useable gigabytes data storage from month to month over the life of this SLA. The eFileShare Base Service provides:
a. Online data backup and data storage and associated interfaces and capabilities
b. System monitoring and response
c. Maintenance services
d. Access to additional managed useable data storage capacity (increased storage capacity will increase the fees charged hereunder)
e. Access to additional InsynQ services (additional services will increase the fees charged hereunder)
2. Terms of Service
2.1 Term
InsynQ, through Symantec, will provide the Services on a month-to-month basis, with the Contract period commencing on the date of order submission via this website.
2.2 Fees
For each full or partial calendar month during the Service Term, the Customer shall pay InsynQ a fee for the Services described in section 1.1 (the "Fee"). The amount of the Monthly Fee is equal to the sum of (i) the "Monthly Fee" as specified in the Contract, and (ii) the amount of installed managed useable gigabyte(s) provisioned times the applicable price per managed useable gigabytes specified in priclist for services published on this website.
By submission of any eFileShare services Order via this Website, you agree that you are an authorized representative for your organization and wish to execute a services Agreement with InsynQ according to the terms and conditions as stated above.