Seven steps to Service Level Agreements (SLAs)

Please note the Law may have changed since publication of article.

The author has created a model service level agreement for its webdesigner clients. Working from that template, he sets out some of the most important points for designers to bear in mind when constructing a SLA.

1. Classification of Problems

You do not want your client on the phone the whole time citing the SLA and demanding immediate attention. It is vital that in drawing up the SLA, a sensible categorisation of problems has been set out. A typical categorisation would be threefold, demarcating at one extreme those problems which are crippling the client’s website, passing through a median category which covers problems which substantially degrade the performance or functionality of the website to the other end of the spectrum, which covers problems which are minor such as cosmetic problems relating to the “look and feel” of the site.

For each category, the SLA needs to set out the proposed response and fix times.

2. Level of Commitment

In setting out proposed response and fix times, there are certain very important factors to bear in mind and which the SLA should reflect. These include:

  1. you should only commit yourself to using your “reasonable endeavours” to meet those times – “best endeavours” is, in legal terms, far more onerous;
  2. you should ensure that you distinguish between working and non-working hours in setting out the response and repair times;
  3. the SLA must make allowance for delays caused by matters outside of your control, including lack of assistance from your client, problems with internet connectivity and matters usually referred to as “force majeure” including strikes, terrorist acts etc

3. Service Credits

The SLA should provide for a system of service credits where if you fall below the agreed service levels, your only “punishment” should be that you give a credit to your client against the next period’s service fees. This clause must be very carefully drafted so that it limits your client’s remedy to a credit and does not become a “penalty” which is legally unenforceable.

The formula for calculation of service credits must be clearly and unambiguously set out and must cover the different types of failure, including single extended outages and cumulative periods of downtime within a fixed period.

The SLA must clearly exclude a range of outages from the ambit of service credits where the outages occur, for example, as a result of necessary scheduled maintenance to the servers or upgrades to the software.

The SLA must also set out the maximum credit available in respect of any period and that the service credits cannot give rise to a refund or credit against fees due under any other agreement in place between the parties.

4. Problem Notification

The SLA must clearly set out the obligation on the client to provide you with accurate and prompt notification of any problem and oblige the client to assist you as required to diagnose the problem and implement any solution.

5. Emergency Maintenance

The SLA should make it clear that, without triggering any service credits or breach of the SLA, you reserve the right to carry out emergency repair or maintenance work at any time. In fairness, the SLA should affirm that you will give the client as much notice as is reasonably possible.

6. Client Obligations

The SLA should clearly set out what is expected of the Client. This may include the obligation to make regular back-ups (although this may be your obligation) and may cover the requirement that the client has a disaster recovery plan in place if there is a problem with the website which you cannot solve quickly. These sorts of obligations may substantially reduce your exposure should such problems arise and lead to the client losing business and making a claim against you for its losses.

7. Payment

You also need the right to charge extra sums where you spend time going beyond the call of duty. Such work would include:

  1. dealing with client personnel who have insufficient understanding of the workings of the website.
  2. attempting to rectify problems which turn out not to be due to inherent problems in the website;
  3. failure by the client adequately to consult documentation which you supplied;
  4. providing the services outside your working hours;
  5. website data restoration and / or re-establishment necissitated by reasons beyond your control.