1.1 Ometria must provide the Helpdesk Services during the Helpdesk Hours in accordance with the service level response and response times described in paragraph 3.2.
1.2 As part of the Helpdesk Services, Ometria shall provide Helpdesk Support by means of the following:
1.2.1 during Helpdesk Hours via ticket raised via the Help Centre (https://support.ometria.com), live chat, ticket forms, or by telephone (with the Client calling UK Freephone: 0800 8021868 US Toll-Free: 8332518038;
1.2.2 during Out of Hours by telephone (with the Client calling UK Freephone: 0800 8021868 US Toll-Free: 8332518038);
1.2.3 use Commercially Reasonable Efforts to address all Incidents notified to Ometria; and
1.2.4 provide technical support for Ometria in accordance with the service level response and response times described in paragraph 3.2.
1.3 An Incident which has been communicated to Ometria other than via the channels set out in paragraph 1.2 shall not be regarded an Incident in determining Availability for the purposes of paragraph 4.1.
1.4 Ometria may, acting reasonably, determine that any services are outside the scope of the Helpdesk Services. If Ometria makes any such determination, it shall notify the Client of that determination, as soon as practicable.
1.5 The Client acknowledges that Ometria is not obliged to provide services that are outside the scope of the Helpdesk Services.
2.1 The Client may request Helpdesk Services by way of a Support Request.
2.2 Each Support Request shall include a description of the problem and the start time of the incident.
2.3 The Client shall provide Ometria with:
2.3.1 prompt notice of any Incidents; and
2.3.2 such output and other data, documents, information, assistance and (subject to compliance with all Client’s security and encryption requirements notified to Ometria in writing) remote access to the Client’s System, as are reasonably necessary to assist Ometria to reproduce operating conditions similar to those present when the Client detected the relevant Incident and to respond to the relevant Support Request.
2.4 The Client acknowledges that, to properly assess and resolve Support Requests, it may be necessary to grant Ometria direct access to the Client’s IT systems and the Client’s files, equipment and personnel.
2.5 The Client shall provide such access promptly, provided that Ometria complies with all the Client’s security requirements and other policies and procedures.
3.1 The service levels described in this paragraph 3 shall apply to Ometria Helpdesk Service.
3.2 Ometria shall:
3.2.1 prioritise all Support Requests based on its reasonable assessment of the severity level of the problem reported; and
3.2.2 respond to all Support Requests in accordance with the responses and response times specified in the table set out below, at the levels described in paragraph 5.3.
|Severity level of incident||Definition||Service level response and response time|
|1||Business Critical Failures:
An error in, or failure of,
Ometria Service that:
a) materially impacts the operations of the Client’s business or marketability of its service or product;
b) prevents necessary work from being done; or
c) disables major functions
of Ometria Service from being performed.
|Level 1 Response:
Acknowledgment of receipt of a Support Request
within 30 minutes.
Level 2 Response:
a) use reasonable endeavours to restore Ometria Service to a state that allows the Client to continue to use all functions of Ometria Service in all material respects within 6 hours after the Level 1 Response time has elapsed; and
b) use reasonable endeavours to remedy any issues arising from the Incident until full restoration of function is provided.
Level 3 Response:
Ometria shall work on the problem continuously and implement a Service within 48 hours of receipt of the Support Request. If Ometria delivers a Service by way of a workaround, the severity level assessment shall reduce to a severity level 2 or lower.
|2||System Defect with Workaround:
a) a critical error in the Ometria Service for which a work-around exists;
b) a non-critical error in Ometria Service that affects the operations of the Client’s
business or marketability of its service or product.
|Level 1 Response:
Acknowledgment of receipt of a Support Request within 2 hours.
Level 2 Response:
Ometria shall, within 2 Business Days after the Level 1 Response time has elapsed, use reasonable endeavours to provide an emergency fix or workaround, which allows the Client to continue to use all functions of Ometria Service in all material respects.
Level 3 Response:
Ometria shall use reasonable endeavours to provide a permanent remedy to any Incident correction as soon as reasonably practicable.
An isolated or minor error
in Ometria Service that:
a) does not significantly affect Ometria Service functionality;
b) may disable only certain non-essential functions; or
c) does not materially impact the Client’s business performance.
|Level 1 Response:
Acknowledgment of receipt of the Support Request within 12 hours.
Level 2 Response:
Ometria shall use reasonable endeavours to provide a permanent remedy to any Incident within 20 Business Days after the Level 1 Response time has elapsed.
|4||Requests for Information:
Requests for support not
designed, provisioned or
implemented by Ometria,
but by the Client and/or
|Level 1 Response:
Acknowledgment of receipt of the Support
Request within 24 hours.
3.3 Ometria shall respond to an Incident having a Severity Level 1 to 4 during Help Desk Hours, but during Out of Hours Severity Level 1 only.
3.4 The parties may, on a case-by-case basis, agree in writing to a reasonable extension of the service level response and response times.
3.5 Ometria shall give the Client regular updates of the nature and status of its efforts to correct any issues arising from an Incident.
3.6 The service level response and response times apply only to the Helpdesk Services
3.7 Service level response and response times detailed in the table at paragraph 3.2 do not apply to reported problems which: (i) are already known to Ometria, (ii) do not materially impact the Ometria Service; (iii) do no significantly affect Ometria Service functionality; and (iv) in Ometria’s reasonable opinion have determined that no fix, workaround or other response is necessary.
4.1 Ometria will use all reasonable efforts to ensure that the Ometria Service maintains the Availability Target.
4.2 Ometria will notify the Client by email no less than 24 hours before a standard Scheduled Maintenance event. Ometria will notify the Client via email immediately prior to and after the Scheduled Maintenance is performed, or if Scheduled Maintenance is postponed or cancelled.
4.3 Ometria will notify the Client of Scheduled Down Time and it will occur during the Scheduled Maintenance window.
4.4 Scheduled Down Time will not count against Availability until the Scheduled Down Time exceeds 240 minutes in a month.
4.5 Ometria will use all reasonable endeavours to perform Scheduled Maintenance and arrange Scheduled Down Time from Monday to Sunday between the hours of 9:00 pm and 9:00 am London time. Ometria will inform the Client by email no less than 5 Business Days before the work is carried out if Scheduled Maintenance must be performed outside of this target window and shall use all reasonable endeavours to limit the impact of any maintenance on the Ometria Service.
4.6 Should Ometria be required to conduct any Emergency Maintenance, Ometria will use reasonable endeavours to contact the Client immediately. Any Down Time resulting from Emergency Maintenance shall be included as Down Time in the Availability calculation and reports.
Ometria must provide a Service Level report to the Client within 5 days after the end of each calendar month during which the Availability Target has not been met which will, in relation to that month.
In this schedule the following terms will have the meanings set out below:
|Availability||The percentage resulting from the following calculation: 1-(Down Time/Total Time) x 100. Availability percentages shall be expressed to two decimal points with the second decimal place rounded up or down to the nearest one-hundredth of a percentage point.|
|Availability Target||Availability of 99.9% in a calendar month.|
|Business Day||A day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.|
|Commercially Reasonable Efforts||The same degree of priority and diligence with which Ometria meets the
support needs of its other similar customers.
|Customer Cause||Any of the following causes:
(a) any improper use, misuse or unauthorised alteration of the Ometria Service by the Client;
(b) any use of the Ometria Service by the Client in a manner inconsistent with the then-current functionality documents, issued from time to time by Ometria;
(c) the use by the Client of any hardware or software not provided by the Ometria; or
(d) the use of a non-current version or release of the Ometria Service.
|Down Time||The number of minutes Ometria Service is not Operational during a calendar month and excludes Scheduled Down Time.|
|Emergency Maintenance||Maintenance required outside the agreed-upon Scheduled Maintenance or necessary within Scheduled Maintenance but not scheduled in advance pursuant to paragraph 4.|
|Helpdesk Hours||9:00 am to 6:00 pm on a Business Day.|
|Helpdesk Services||Support services provided to the Client by help desk technicians sufficiently qualified and experienced to identify and resolve support issues relating to Ometria Service.|
|Helpdesk Support||Support provided by help desk technicians sufficiently qualified and experienced to identify and resolve most support issues relating to Ometria Service.|
|Incident||Any event affecting the Ometria Service which may result in a failure to provide any element of the Ometria Service (including any defect in, or failure of, the Ometria Service) which is not Out of Scope.|
|Incident Management Process||This facilitates incident management through the notification and escalation processes. This process alerts the Client to service affecting incidents and provides a method by which succeeding levels of technical expertise and related management are engaged in restoration activities.|
|Operational||The Ometria Service is not experiencing a severity level 1 incident as set out in the table to paragraph 3.2.|
|Out of Hours||6.00 pm – 9.00 am on a Business Day; Saturday, Sunday or public holiday in England (except Christmas Day).|
|Out of Scope||Any services provided by Ometria in connection with any apparent problem regarding the Ometria Service reasonably determined by Ometria not to have been caused by a failure of the Ometria Service, but rather by a Customer Cause or a cause outside Ometria’s control (including any investigational work resulting in such a determination).|
|Service Level Termination Events||During a period of three calendar months, Ometria has failed to:
(a) meet the Availability Target; and/or
(b) has failed to respond to a severity level 1 incident within the agreed response times.
|Scheduled Down Time||The number of minutes of Down Time incurred during Scheduled Maintenance. Any Down Time in excess of allowed minutes as outlined in paragraph 4.4 will be counted against the Availability calculations.|
|Scheduled Maintenance||The number of minutes of maintenance that is scheduled and notified to the Client. Scheduled Down Time shall occur within the Scheduled Maintenance window. Any downtime outside of the maintenance window will be counted against the Availability calculations (including the Availability Target).|
|Support Request||A request made by the Client in accordance with this schedule for support in relation to an Incident.|
|Total Time||The total number of minutes in a given calendar month.|