1. Overview

This document establishes the Service Level Agreement ("SLA") between Zynchronise (Pty) Ltd ("Service Provider") and its customers ("The Customer") for the provision of technical support and other technical services ("Services"). This agreement applies only where The Customer has entered into a valid billing agreement that includes these Services.

The objectives of this SLA are to:

• Clearly define service ownership, accountability, roles, and responsibilities.
• Provide a measurable description of the Services offered to The Customer.
• Align expected service levels with actual service delivery.

This SLA must be read with the End User Level Agreement and Terms and Conditions.

2. Service Levels

The Service Provider offers two levels of support:

Standard Support: This level is included with all software licenses. If the system fails, The Customer must notify the Service Provider, who will address the issue. Any resolution work undertaken that is not caused by a fault in the software will be chargeable.

Priority Support: This enhanced support package requires an additional monthly fee and ensures a more responsive service. Issues reported under Priority Support will be addressed in shorter timeframes (Section 6 – Service Requests).

3. Service Scope

The following Services are covered under this SLA:

• Manned telephone support
• Monitored email support
• Remote assistance via Remote Desktop, where available
• System performance monitoring and diagnostics
• Security updates and patches for software provided by the Service Provider.

4. Customer Responsibilities

The Customer agrees to:

• Log all support requests via email or phone to the support desk.
• Ensure payments for software licenses and support services are made as per the agreed terms.
• Provide reasonable availability of representative(s) for incident resolution.
• Maintain screen recordings of relevant incidents.
• Ensure that all third-party software and hardware required for integration with the Service Provider’s software is properly maintained.
• Ensure that all network and system configurations comply with the Service Provider’s compatibility requirements

5. Service Provider Responsibilities

The Service Provider agrees to:

• Provide support exclusively for its software products.
• Meet ticket response times as outlined in Section 6.
• Keep The Customer informed on high-priority issues.
• Provide advance notice of any scheduled maintenance.

6. Service Requests

Service requests will be responded to within the following timeframes:

• Standard Support: 1 Working Days
• Priority Support: 4 Working Hours

Remote assistance may be provided at the discretion of the technical support team. Due to the complexity of integrations with third-party systems, no guaranteed resolution time can be offered.

7. Classification of Service Requests

Service requests are classified as follows:

High Priority: Issues that severely impact business operations, such as:

• Order processing failures
• System downtime
• Data corruption requiring manual intervention
• Critical business operations being halted
• Support for cyberattacks and security breaches.

Medium Priority: Issues that do not immediately affect business operations but require attention, such as:

• Non-critical data transfer issues
• Integration disruptions due to third-party system changes

Low Priority: Requests for changes, minor modifications, or scheduled installations.

8. Billable Service Requests

The following services will be billed at a rate of R1,500 ex vat per hour:

• Installation or reinstallation of software
• Resolution of issues caused by third-party system changes
• Recovery from power outages or catastrophic failures
• Changes, modifications, or feature additions to existing workflows

9. Service Availability

Service coverage is as follows:

• Standard Support: 09:00 – 17:00 SAST, Monday – Friday (Excluding public holidays)
• Priority Support: 09:00 – 22:00 SAST, Monday – Friday (Excluding public holidays)

10. Service Exclusions

The Service Provider shall not be responsible for:

• Failures caused by third-party software, hardware, or network infrastructure.
• Incidents caused by improper use, tampering, or unauthorized modifications.
• Losses or disruptions resulting from force majeure events?
• Data loss or corruption due to The Customer’s incorrect configuration of underlying software systems.

10. Out-of-Hours Support

No guaranteed out-of-hours support is provided. Requests outside normal business hours will be logged and addressed on the next working day. If required, out-of-hours support can be arranged under a Priority Support package.

11. Troubleshooting

To ensure rapid issue resolution, The Customer must provide as much relevant information as possible when submitting a ticket, including:

• Recent changes to integrated software or systems
• Updates, patches, or modifications to on-premise or cloud servers
• File permission adjustments
• Security certificate expiry
• Data validation and corruption checks
• Memory-related issues due to large data sets

12. Compliance with South African Law

This agreement is governed by and shall be interpreted in accordance with the laws of South Africa. All services shall comply with applicable South African consumer protection and data privacy laws.

13. Governing Law and Dispute Resolution

Any disputes arising from this SLA shall be resolved under the jurisdiction of the courts of the Republic of South Africa.

14. General Provisions

14.1. This Agreement constitutes the entire agreement between the Parties and supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the Software or any other subject matter covered by this Agreement.

14.2. If any provision of this Agreement is found to be illegal, invalid, or unenforceable, that provision shall still be enforced to the fullest extent permitted by applicable law, reflecting the original intent of the parties. Where it cannot be enforced, the provision must be severed from this Agreement. The legality and validity of the remaining provisions shall remain unaffected. 

14.3. Failure to enforce any provision of this Agreement does not constitute a waiver of rights.

14.4. No amendments shall be valid unless agreed to in writing by both Parties.

14.5. The Service Provider shall not be liable for any failure or delay due to causes beyond its reasonable control, including but not limited to Acts of God, natural disasters, pandemics, extreme weather conditions, government actions, regulations, restrictions, cyberattacks, hacking, unauthorized third-party access, power failures, internet outages, or technical malfunctions. In the event of such an occurrence, the Service Provider shall make reasonable efforts to resume performance as soon as possible.

14.6. To the maximum extent permitted by applicable law, the Service Provider and its suppliers shall in no event be liable for any special, incidental, indirect, or consequential damages whatsoever. This includes, but is not limited to, damages for loss of profits, confidential information, or other data; business interruption; personal injury; loss of privacy; failure to meet any duty, including good faith or reasonable care; negligence; or any other pecuniary or non-pecuniary loss. These exclusions apply to any claims arising out of or related to the use of or inability to use the software, the provision or failure to provide support or other services, information, software, and related content through the software, or any other matter under or in connection with this SLA. This limitation applies even in cases of fault, delict (including negligence), misrepresentation, strict liability, breach of contract, or breach of warranty by the Service Provider or its suppliers, and even if they have been advised of the possibility of such damages.