Note: This Service Level Agreement (“SLA”) applies exclusively to Members who have paid for a subscription offered by TEG, whereby such offer was only made to eligible Members based on a high volume of activity, as determined by TEG’s sole absolute discretion, on the Platforms.
For those eligible Members aforementioned, this SLA supplements the general terms and conditions for use of the Transport Exchange Group (‘TEG’) Platforms. All terms defined in those Terms and Conditions shall have the same meanings when used in these Terms and Conditions. This SLA defines the performance metrics, responsibilities, and remedies in the event of service level breaches.
Service Commitment: 99.8% Uptime
Transport Exchange Group (TEG) will use commercially reasonable efforts to make key features of the Platforms available with a Monthly Uptime Percentage of at least 99.8%. Subject to the SLA Exclusions, if we do not meet the Service Commitment, you will be eligible to receive a Service Credit.
A Monthly Uptime Percentage of 99.8% means we guarantee you will experience no more than 1 hour 26 minutes 56s per month of Unavailability.
The Service Commitment does not apply to Unavailability caused by force majeure, third-party failures, scheduled maintenance, or user-side issue
Definitions
“Key Features” include the ability to:
- Post loads
- Receive loads
- Submit quotes
- Receive and select quotes
- Generate and approve invoices
- Make and receive payments
“Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the calendar month in which the Transport Exchange Group Services are Unavailable beyond the SLA Response Times. Monthly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any of the SLA Exclusions set out in clause 7.
“Office Hours” are 09:00 – 17:30 Monday to Friday.
“Report” means a report of Unavailability in accordance with clause 3.1 of this Service Level Agreement.
“Report Co-ordinator” means the person(s) responsible for reporting Unavailability to Transport Exchange Group and receiving information on the status and resolution of Errors from Transport Exchange Group, as agreed in writing between the parties from time to time.
“Scheduled Maintenance” means Unavailability of the Transport Exchange Group Services, as announced by us prior to the Unavailability. TEG will use reasonable efforts to keep Scheduled Maintenance outside of core hours, endeavouring to perform maintenance between 22:00 and 06:00.
“Service Credit” means a credit denominated in GBP, calculated as set forth below, that we may credit back to an eligible account.
“Unavailable” or “Unavailability” means any period during which the application or service is not operational or accessible due to a fault attributable to TEG.
Reporting Unavailability and Transport Exchange Group’s Response
A Report Co-ordinator may report Unavailability to Transport Exchange Group during Office Hours. Such reports shall be made either by email via support@transportexchangegroup.com or via TEG’s platform support service as soon as the Unavailability is detected and shall include sufficient material and information to enable Transport Exchange Group to duplicate the problem, including, but not limited to:
- a clear and accurate description of the Unavailability, and;
- the area of the Application and business to which it relates, and;
- what function was being performed when the Unavailability occurred, and;
- the Unavailability message displayed, if any, and;
- the sequence of events leading up to the occurrence of the Unavailability, and;
- sufficient details of the Unavailability's effect on your business operation to enable Transport Exchange Group to classify the Unavailability, and;
- any other information relating to the Application or the Unavailability which Transport Exchange Group requires to perform its obligations hereunder, such as screenshots and recordings
- Transport Exchange Group shall respond to the Report in accordance with the SLA Response Times.
Transport Exchange Group may provide a temporary, practical circumvention (as opposed to a permanent fix) for an Unavailability but shall continue to use reasonable endeavours to provide a permanent fix.
Service Credits
Service Credits are calculated as a percentage of the charges due on your invoice in respect to the service or Key Feature(s) for the calendar month in which the Unavailability occurred, applied proportionally to the service or Key Feature(s) that were Unavailable, in accordance with the schedule below:
- For Monthly Uptime Percentage less than 99.8% but equal to or greater than 99.0%, you will be eligible for a Service Credit of 5% of the charges attributable to the affected service or Key Feature(s).
- For Monthly Uptime Percentage less than 99.0%, you will be eligible for a Service Credit of 10% of the charges attributable to the affected service or Key Feature(s).
We will deduct any due Service Credits from your future payments for the service or Key Feature(s). Service Credits will only entitle you a payment from Transport Exchange Group where there are no further payments due from you to Transport Exchange Group. Service Credits may not be transferred or applied to any other account.
Sole Remedy
Unless otherwise provided in the Terms, your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide the Services is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.
Service Credit Request and Payment Procedures
To receive a Service Credit, you must submit a claim by emailing integra@transportexchangegroup.com by the end of the second month after which the incident occurred and must include:
- the words “SLA Credit Request” in the subject line
- the dates and times of each Unavailability incident that you are claiming
- the Service(s) affected
- details of the claimed outage
If the Monthly Uptime Percentage of such request is confirmed by us and is less than the Service Commitment, then we will issue you a Service Credit within one calendar month. Your failure to submit a Service Credit claim as outlined above will disqualify you from receiving a Service Credit.
SLA Exclusions
The Service Commitment does not apply to:
- Any unavailability that results from a suspension of the Application in accordance with the Terms
- Any unavailability caused by factors outside of our reasonable control, including any force majeure event, internet access issue, or problems beyond the demarcation point of the Transport Exchange Group network
- Any unavailability that results from any of your actions or inactions, or those of any third party
- Any unavailability that results from your equipment, software, or other technology, or the equipment, software, or other technology of any third party (other than third party equipment within our direct control)
- Any unavailability that results from failures of Transport Exchange Group Services not attributable to Unavailability
- Any unavailability that results from any Maintenance.