Legal

Service Level Agreement for Services (“SLA”)

Updated: January 1, 2020


The Service Level Agreement (“SLA”) of Message Owl represent the utilization of the Message Owl Services under the terms of the Message Owl Terms and Conditions (the “T&C”) between Message Owl, (“Message Owl”, “us” or “we”) and users of the Message Owl Services (“you” or “Customer”). This SLA applies independently to each account using the Message Owl Services. Unless generally provided herein, this SLA is liable to the terms of the T&C and indicated terms will have the meaning specified in the T&C. Message Owl reserves the authority to change the terms of this SLA in accordance with the T&C.

1. Definitions

The following defined terms apply to this SLA. Capitalized terms not defined below have the meanings ascribed to them in the Terms & Conditions, or other similar written agreement between the parties, as applicable (“Agreement”).

  1. “Message Owl Services” is the combination of all single products and services (as defined in 2.2) Message Owl possibly offers to the Customer.
  2. “Message Owl Single Service” means:
    • Message Owl API (Application Programming Interface)
    • Message Owl Console
    • Message Owl Mail to SMS service
    • Message Owl SMPP Platform (Short Message Peer-to-Peer)
  3. “Unavailable Time” means one or more of the Message Owl Services are not available for use according to third party performance and monitoring services contracted by Message Owl at its sole discretion (the “Monitoring Service”). The Monitoring Service reports of availability is currently available at status.MsgOwl.com; provided that service issues or outages relating to any Exclusions (defined below) shall not be deemed as Unavailable Time. Unavailable Time is calculated per Single Service as defined in 2.2 and not a combined total or average.
  4. “Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of continuous 5 minute periods during the Service Month in which a Message Owl Single Service was in a state of “Unavailable Time” as identified by Monitoring Service.
  5. “Service Credit” is a credit that Message Owl, at its sole discretion and after confirming the nature and accuracy of the Unavailable Time, may credit back to an eligible Customer account, calculated as set forth below:
    • For a calendar month where the Monthly Uptime Percentage of an Message Owl Single Service does not meet the Monthly Uptime Percentage, Message Owl will credit Customer’s account a percentage of that month’s billings specific to Service not meeting the Monthly Uptime Percentage, as defined by this table:
      Monthly uptime percentage Service Credit
      < 99.95% 10%
    • Service Credit shall be issued to Customer’s Message Owl balance for future use of the Single Service only. No refunds or cash value will be provided. Service Credits may not be transferred or applied to any other account or Single Service.

2. Service Commitment

Message Owl will utilize commercially reasonable endeavors to ensure Message Owl’s Services are available 99.95% of the time. In the event Customer experiences that Message Owl will not meet the 99.95% Services accessibility in a given calendar month (“Monthly Uptime Percentage”), you will be eligible to receive a Service Credit as described above.

3. Credit request and payment procedures

To apply for a Service Credit, the Customer must submit a ticket via the form found here within 30 days of the month in which the Unavailable Time occurred. The ticket must include (i) “SLA Claim” as the subject of the ticket; (ii) the dates and times of the Unavailable Time for which you are requesting credit; and (iii) any applicable information that documents the claimed outage. Failure to comply with this requirement will forfeit Customer’s right to receive a Service Credit. Service Credits will be applied within 60 days after the Service Credit was requested.

4. Exclusions

Notwithstanding anything to the contrary, no Unavailable Time shall be deemed to have occurred with respect to any unavailability, suspension or termination of the Message Owl Services, or any other Message Owl Services performance issues, that:

  1. are caused by factors outside of Message Owl’s sensible control, including, without limitation, any natural or unavoidable catastrophes, carrier related problems or issues, or problems related to Internet access or problems beyond the demarcation point of Message Owl or its direct hosting subcontractors (i.e beyond the point in the network where Message Owl maintains access and control over the Message Owl Services);
  2. result from any activities or inactions of Customer or any third party (other than Message Owl’s immediate facilitating subcontractor);
  3. result from Applications, equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within Message Owl’s immediate control); or
  4. Emerge from Message Owl’s suspension and termination of Customer’s entitlement to use the Message Owl’s Services as per the T&C, (v) scheduled maintenance; or (vi) problems or issues related to alpha, beta or not otherwise generally available Message Owl’s features or products (collectively, the “Exclusions”).

5. Exclusive solution

Service Credits might be your exclusive and selective solution for any unavailability or non-performance of our Services or other failure to provide the adequate services promised by Message Owl.