Are service credits a real guarantee of uptime?

Usually not. Credits are almost always the customer's "sole and exclusive remedy," capped at the affected month's fees, issued as account credit rather than cash, and forfeited if not claimed within the stated window (often 30 days). They are a pre-agreed, capped discount — not damages. If availability is mission-critical, negotiate a termination right for repeated or severe breaches.

Why does the measurement methodology matter so much?

Because the same outage can produce very different uptime numbers depending on where and how it is measured. A clause should state the monitoring locations, the polling interval, and what constitutes "Unavailable" (e.g., all external probes failing for a full minute). Without it, the percentage is unverifiable by the customer.

What are typical exclusions?

Scheduled maintenance within a notified window, emergency maintenance, force majeure, outages caused by the customer's own equipment/network or by third-party services outside the provider's control, suspension for non-payment or AUP breach, and beta/free features. Customers should check that exclusions are narrow enough that the commitment still means something.

Is an SLA legally binding on its own?

It is binding as part of the contract it is incorporated into — typically a Master Subscription Agreement. It is not regulated by a specific statute; it is interpreted under ordinary contract law and the governing-law clause. Have counsel review the interaction between the credit/sole-remedy clause and the master agreement's limitation of liability.

Are service credits a real guarantee of uptime?

Usually not. Credits are almost always the customer's "sole and exclusive remedy," capped at the affected month's fees, issued as account credit rather than cash, and forfeited if not claimed within the stated window (often 30 days). They are a pre-agreed, capped discount — not damages. If availability is mission-critical, negotiate a termination right for repeated or severe breaches.

Why does the measurement methodology matter so much?

Because the same outage can produce very different uptime numbers depending on where and how it is measured. A clause should state the monitoring locations, the polling interval, and what constitutes "Unavailable" (e.g., all external probes failing for a full minute). Without it, the percentage is unverifiable by the customer.

What are typical exclusions?

Scheduled maintenance within a notified window, emergency maintenance, force majeure, outages caused by the customer's own equipment/network or by third-party services outside the provider's control, suspension for non-payment or AUP breach, and beta/free features. Customers should check that exclusions are narrow enough that the commitment still means something.

Is an SLA legally binding on its own?

It is binding as part of the contract it is incorporated into — typically a Master Subscription Agreement. It is not regulated by a specific statute; it is interpreted under ordinary contract law and the governing-law clause. Have counsel review the interaction between the credit/sole-remedy clause and the master agreement's limitation of liability.

Service Level Agreement (SaaS)

SaaS service level agreement — uptime commitment, support response tiers, service credits, exclusions, and measurement methodology.

Customise

Effective date

Provider (your company)

Customer

Service / product name

Monthly uptime target (%)

Common tiers: 99.9% (~43 min/mo), 99.95% (~22 min/mo), 99.99% (~4 min/mo).

P1 (Critical) response

P2 (Major) response

P3 (Minor) response

P4 (Request) response

Support hours

Scheduled maintenance window

Measurement methodology

Exclusions (Excluded Downtime)

Governing law (state)

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SERVICE LEVEL AGREEMENT

This Service Level Agreement ("SLA") is effective May 23, 2026 and is incorporated into and governed by the Master Subscription Agreement (the "Agreement") between Northwind Cloud, Inc. ("Provider") and Customer (as named in the Master Subscription Agreement) ("Customer") for the Northwind Platform (the "Service").

1. DEFINITIONS
"Monthly Uptime Percentage" means the total minutes in a calendar month, minus minutes of Unavailability and Excluded Downtime, divided by the total minutes in that month, expressed as a percentage. "Unavailability" and "Excluded Downtime" are defined in Sections 4 and 5.

2. AVAILABILITY COMMITMENT
Provider will use commercially reasonable efforts to make the Service available with a Monthly Uptime Percentage of at least 99.9% during each calendar month.
At 99.9% availability, the maximum allowed Unavailability is approximately 43.2 minutes per 30-day month.

3. SUPPORT & RESPONSE TIMES
Provider will acknowledge support requests within the following target response times, by severity:
  - P1 — Critical (Service down or unusable for all users): 15 minutes
  - P2 — Major (major feature impaired; no reasonable workaround): 1 hour
  - P3 — Minor (minor issue; workaround available): 1 business day
  - P4 — Request (question, cosmetic issue, or feature request): 3 business days
Support hours: 24x7 for P1; 9:00 a.m.–6:00 p.m. PT, business days, for P2–P4.

4. MEASUREMENT METHODOLOGY
Uptime is monitored from at least three geographically distributed external locations at 60-second intervals. The Service is "Unavailable" for a given minute if all monitoring locations record a failed request to the production endpoints during that minute. An incident begins at the first such minute and ends at the first subsequent successful minute. Excluded Downtime (Section 5) is not counted as Unavailability.

5. EXCLUDED DOWNTIME
The following are NOT counted as Unavailability:
  (a) Scheduled maintenance within the notified window;
  (b) Emergency maintenance for security or stability, with notice as soon as practicable;
  (c) Force majeure events outside the Provider's reasonable control;
  (d) Failures of the Customer's equipment, software, network, or third-party services;
  (e) Customer's misuse of the Service or breach of the Acceptable Use Policy;
  (f) Suspension for non-payment or material breach;
  (g) Beta, trial, or free features expressly designated "no SLA."
Scheduled maintenance window: Sundays 02:00–06:00 UTC, with at least 48 hours' advance notice.

6. SERVICE CREDITS
If the Monthly Uptime Percentage falls below the commitment in Section 2, Customer may request a service credit, calculated as a percentage of the monthly fees for the affected Service:

  Monthly Uptime Percentage           Service Credit
  ----------------------------------  --------------
  Below 99.9% but at least 99.0%        10%
  Below 99.0% but at least 95.0%       25%
  Below 95.0%                          50%

7. CREDIT REQUEST PROCEDURE
To receive a credit, Customer must submit a request in writing within thirty (30) days after the end of the month in which the miss occurred, including the dates/times of Unavailability and supporting logs. Credits are applied to a future invoice, are non-refundable, carry no cash value, and will not exceed the fees for the affected month.

8. SOLE REMEDY
The service credits in Section 6 are Customer's sole and exclusive remedy for any failure by Provider to meet the availability commitment, subject to the limitation-of-liability provisions of the Agreement.

9. TERM & CHANGES
This SLA remains in effect for the term of the Agreement. Provider may update this SLA on no less than thirty (30) days' notice; no update will materially reduce the committed service levels during a paid subscription term then in effect.

10. GOVERNING LAW
This SLA is governed by the laws of the State of Delaware, consistent with the Agreement.

PROVIDER:                                  CUSTOMER:

_____________________________              _____________________________
Northwind Cloud, Inc.                       Customer (as named in the Master Subscription Agreement)

Date: ____________________                 Date: ____________________

About this template

A Service Level Agreement (SLA) is the part of a SaaS contract that puts numbers behind the vendor's promises — and the part customers most often read too late. Four elements do the real work. (1) **The uptime commitment**, expressed as a Monthly Uptime Percentage. The headline number is less important than what it permits: 99.9% allows roughly 43 minutes of downtime per 30-day month, 99.95% about 22 minutes, and 99.99% only about 4 minutes — so each extra "nine" is an order-of-magnitude tighter. (2) **The measurement methodology** — uptime is meaningless unless the contract says exactly how it is measured (from where, how often, what counts as "down"), because a vendor measuring from a single internal probe can report numbers a customer can never reproduce. (3) **Exclusions** — scheduled maintenance, force majeure, and customer-caused outages are normally carved out; watch for overly broad exclusions that swallow the commitment. (4) **Service credits** — almost always drafted as the customer's *sole and exclusive remedy*, capped at the monthly fee, applied as credit (not cash), and forfeited unless claimed within a short window (often 30 days). That means an SLA is rarely a true guarantee of uptime; it is a pre-agreed, capped discount when uptime slips. Negotiate the credit tiers, the claim window, and a termination right for chronic or severe breaches if availability is business-critical.

When to use it

Offering a paid SaaS or hosted service and committing to availability targets.
Responding to an enterprise customer's procurement / vendor-risk requirements.
Defining support severity tiers and response times for a B2B service.
Attaching availability terms to a Master Subscription Agreement or order form.

What to include

A Monthly Uptime Percentage commitment with a clear definition.
Measurement methodology (where, how often, what counts as down).
Support severity tiers (P1–P4) with target response times and support hours.
Excluded downtime (scheduled/emergency maintenance, force majeure, customer-caused).
A service-credit schedule tied to the size of the miss.
Credit-request procedure, claim window, and a sole-remedy clause.

Frequently asked

About 43.2 minutes per 30-day month (43,200 total minutes × 0.1%). 99.95% allows ~21.6 minutes, 99.99% ~4.3 minutes, and 99.999% ("five nines") only ~26 seconds. The tool computes the allowed figure for whatever target you enter.

⚠ Legal disclaimer. This SLA template is provided for informational purposes only and is not legal advice. Service levels, credit schedules, and the sole-remedy and limitation-of-liability provisions should be reviewed by a qualified attorney and reconciled with your Master Subscription Agreement before use.

Jurisdiction: United States — SLAs are contractual commitments governed by general contract law and the parties' choice-of-law clause; not regulated by a specific statute. Service credits are typically drafted as the customer's sole and exclusive remedy for availability misses (a liquidated-remedy approach) and sit alongside the limitation-of-liability clause in the master agreement (UCC Art. 2 may apply where the service is characterised as goods, but most SaaS is treated as a service contract).

Last reviewed: 2026-05

Reviewed by ScoutMyTool — consult a licensed attorney for binding use.