2024年6月11日发(作者：)

Prepared By:

Document Version:

Date:

This template is made to help complete the cycle of contract preparation and

management in the PPP projects to be carried out by the e-Government of Saudi

Arabia.

Service Level Agreements (SLA) is considered an important attachment or a

separate document to PPP projects. All clauses in the contract that encourages a

performance and service level management schemes will have a reference in

this Agreement.

Service Level Agreement 2

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2.1

P

URPOSE

AND

O

BJECTIVES

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4

2.2

P

ARTIES TO THE

A

GREEMENT

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4

2.3

C

OMMENCEMENT

D

ATE

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4

2.4

D

URATION OF THE

A

GREEMENT

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5

2.5

D

EFINITIONS

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5

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7.1

SERVICE AVAILABILITY

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10

7.2

SERVICE MAINTENANCE

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10

7.3

SERVICE MEASUREMENT

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1 1

7.4

SERVICE REPORTING

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12

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Table 1: Service Descriptions 7

Table 2: Agency Responsibilities 8

Table 3: Private Partner Reponsibilities 9

Table 4: Service Availability 10

Table 5: Service Maintenance 11

Table 6: Service Measurement 12

Table 7: Service Reporting 13

Table 8: Supporting Documentation 15

Service Level Agreement 3

< The SLA should contain a brief statement on the purpose and objectives of the

Agreement being drawn up between the two parties.

The drawing up of a detailed SLA achieves a number of objectives:

• It defines the terms and basis under which the Services will be delivered.

• It states how the Service performance levels will be measured.

• It specifies the Services to be delivered.

>

their addresses.>

the effective date of the legal Agreement between both parties. This date is

usually the same as the commencement date specified in the PPP Contract.>

1

The SLA commencement date is usually the same as the commencement date of the PPP Contract.

Refer to the PPP Contract for further details.

Service Level Agreement 4

is usually the same as in the PPP Contract.>

misunderstandings. The terms and their definitions shall be negotiated and

agreed upon between both parties.>

Service Level Agreement 5

< This section of the Agreement shall specify the periodic reviews and

amendments to this Agreement, who updates the document and where is the

document stored/located.>

2

Refer to the PPP Contract for the definitions and clauses related to the Contract Duration and

Signature Date.

3

Refer to the PPP Contract for the Contract Duration Clause.

Service Level Agreement 6

< This section of the Agreement shall provide a full description of the Services

provided by the Private Partner to the Agency. This should include all specific

activities that will be required to properly implement the Agreement including

how specific services are to be provided, resource requirements, adhering to the

defined schedule of activities and all service delivery processes used/supported

by the Private Partner.>

•

•

Service Level Agreement 7

support of this Agreement.>

•

•

•

•

Service Level Agreement 8

Partner in support of this Agreement.>

•

•

•

•

Service Level Agreement 9

< This section of the Agreement shall specify the Service Availability,

Maintenance, Measurement, and Reporting>

< This section shall specify and agree the availability of required services.

Availability can be specified as percentage of time or as a period which is free

from operational failures. This section shall specify clearly the availability

specification for all Services as mentioned in Clause 5: Services Descriptions,

and may be broken down by application, environment or categories specific to

Agency requirements or Private Partner constraints >

A good example is to specify this section in a table format where each service is

assigned an operational period as agreed between the Parties or each service is

assigned a percentage.

< This section of the Agreement shall document specific times the Private Party

requires service restrictions. These restrictions include provisions for normal

system maintenance and details of unscheduled system downtime.>

Availability restrictions specific to the Services covered under this Agreement

are as follows:

[Holiday and Weekend Schedule]

[Scheduled Maintenance Windows]

[Unscheduled Maintenance Windows]

[Back up Window]

Service Level Agreement 10

< This section of the Agreement shall specify the Maintenance Windows for all

services if applicable.

To meet the Service Level expectations, maintenance is a must procedure.

Maintenance will sometimes render the service unavailable to the public. It is a

good practice to agree on these Maintenance Windows in the SLA as not to

count them as unavailability.>

It is a good practice to specify for each service a table that sets out the

maintenance periods. The periods can be specified as days, weeks, or months.

This depends actually on the service itself and the need for maintenance.

< This section shall establish the measurements to be used to make sure the

optimal provision of services. Measurements can be defined in terms of service

availability (i.e. uptime), service performance (i.e. throughput, response time)

and service quality (i.e. number of unscheduled outages, customer surveys).>

Service Level Agreement 11

< This section of the Agreement shall establish the response by the Private

Partner to the Agency based on an request submitted by the Agency. Reference

to the service support policies, processes and related procedures may be

included. Specific incident and/or request parameters, thresholds and/or

samples may be inserted here for additional clarification. >

In support of services outlined in this Agreement, the Private Partner will

respond to service related incidents and/or requests submitted by the Agency

within the following time frames:

• One (1) hour (during business hours) for issues classified as

Critical.

• Two (2) hours (during business hours) for issues classified as High

priority.

• Four (4) hours (during business hours) for issues classified as

Medium priority.

• Eight (8) hours (during business hours) for issues classified as Low

priority.

Service Level Agreement 12

Twenty Four (24) hours (during business hours) for a general

service Request.

< This section of the Agreement shall specify the reporting needed by the

Private Partner to the Agency. Reporting is necessary to make sure that agreed

service levels are maintained. These reports must align with the service

measurements set forth described section 7.4 above and support these

measurements. All recipients and responsible parties should be outlined with

contact information.>

The following are responsible for the deployment and ongoing support of this

agreement: (contact information may include E-mail address, phone number,

support line, pager, etc.)

[Name]

[Name]

[Name]

[Name]

[Title / Role]

[Title / Role]

[Title / Role]

[Title / Role]

[Contact Information]

[Contact Information]

[Contact Information]

[Contact Information]

Service Level Agreement 13

partner to meet service levels which have been monitored and measured under

the SLA, providing the customer a credit or rebate (“Service Credits”) if the

supplier fails to meet certain defined thresholds. The Service Credits which are

calculated by reference to the supplier's charges for providing the Service.

However, Service Credits play a significant role in encouraging the right

behavior between parties. If the service credits are set too low, the customer is

likely to become frustrated by the basic partner/the supplier's failure to perform

and to look for opportunities to terminate. If they are too high then the supplier

might become overly focused on performing to the “letter of the contract”,

rather than providing an overall service. The most rational approach is for

service credits to be negotiated by reference to the risk and responsibility

apportioned between the parties, rather than by reference to the basic

partner/the supplier's profit. >

details if required. This section should identify the requirements of Service

Continuity Management including the time frame for restoring key business

functions and the timeframe for restoring all business function.>

Service Level Agreement 14

< This section of the Agreement shall specify the documentation that is

associated with this Agreement.>

Service Level Agreement 15

< This section of the Agreement addresses provisions to define the events that

will trigger termination, other than termination of the PPP Contract in

accordance with Section 2.4. For example, a persistent failure to meet the

service levels over a period of time will give rise to a right of termination. It is

common for services contracts to include a right of termination for “material”

breach, however, this term is not always easy to define and may not introduce

the level of certainty required. A “material breach” is subjective and will depend

upon the terms and duration of the agreement, the nature and consequences of

the breach and the factual background. It is likely that a “material” breach is

something less than a repudiatory breach (giving rise to a right of termination

under the general law) but, in the absence of a contractual definition, the

materiality of a breach is difficult to measure. This will need to be negotiated on

a case by case basis based on the relevant PPP Contract. >

Service Level Agreement 16

which shall be included in each Agreement and are not subject to change.

(a) Severability. If any provision of this Agreement is declared by a court of

competent jurisdiction to be invalid or unenforceable, such determination shall

not affect the validity or enforceability of any other provision hereof.

(b) Entire Agreement. This Agreement, together with the PPP Contract,

represents the entire agreement of the parties with respect to the subject

matter hereof and any other previous understanding, commitments, or

agreement, oral or written, between the Agency and the Private Partner with

respect to the subject matter hereof.

(c) Notices. Any notices given hereunder shall be given pursuant to and as

provided in the PPP Contract.

(d) Waiver. No failure by either party to insist upon the strict performance of

any covenant, term or condition of this Agreement, or to exercise any right or

remedy, shall constitute a waiver of such right or remedy on any subsequent

occasion.

(e) Governing Law. The validity, construction, scope and performance of this

Agreement shall be governed by the laws of the Kingdom of Saudi Arabia,

exclusive of its choice of law provisions.

(f) Amendments. This Agreement may not be amended except in writing

executed by duly authorized representatives of both the Agency and the Private

Partner.

(g) Assignment. This Agreement may not be assigned by either party except in

connection with and under the circumstances permitted under the PPP Contract.

Subject to the foregoing, this Agreement will be binding on the parties and their

respective successors and permitted assigns.

(h) Counterparts. This Agreement may be signed in one or more counterpart

copies, all of which together shall constitute one Agreement and each of which

shall constitute an original.>

Service Level Agreement 17

and date for each signatory.>

__________________________

Agency deputy

Date

_____________________

__________________________

Private Partner deputy

Date

_____________________

Service Level Agreement 18