Excused Performance Problems Sample Clauses
Excused Performance Problems a) In addition to any other Excused Performance Problem that may be established for a particular Service, EVERTEC will not be liable to COMPANY (and no SLCs will apply) for any failure to meet a Service Level to the extent that such failure is attributable to: (i) an Event of Force Majeure, (ii) acts or omissions of COMPANY or COMPANY’s Third Party providers; (iii) breaches of this SLA, the Service Addendum and/or the Master Agreement by COMPANY or COMPANY’s Third Party providers; (iv) problems in COMPANY’s Third Party providers of local area networks and telecommunication lines; and (v) downtime for Scheduled Maintenance (defined below) or emergency maintenance previously coordinated with and/or notified to COMPANY that is undertaken outside of Hours of Operations.
b) Scheduled hours of Availability will exclude agreed upon scheduled outages for which EVERTEC needs to perform regular technical maintenance (“Scheduled Maintenance”), which may result in downtime during this window. In addition, in cases where corrective or priority outages are necessary, EVERTEC shall provide forty-eight (48) hours’ prior notice of any such corrective or priority outage specifying the duration of same. EVERTEC will use commercially reasonable efforts to effect Scheduled Maintenance and any other planned outages during hours other than Peak Hours; provided, however, that Scheduled Maintenance during Hours of Operations will be considered “down time” for purposes of determining EVERTEC’s compliance with its obligations for a particular Service Level. Each Service will list any applicable Scheduled Maintenance that will operate as an Excused Performance Problem.
c) Furthermore, the Service Levels do not contemplate rapid increases in volume which are not previously notified to EVERTEC by COMPANY. As such, COMPANY agrees to notify EVERTEC within a reasonable commercial time period if it can reasonably foresee an increase in its production volume, so as EVERTEC may take reasonable measures to ensure its continued compliance with the Service Levels. To the extent such notice is provided within a reasonable commercial time period, such instance of increased production volume will not be considered an Excused Performance Problem. Should a particular Service cycle represent an increase in production volume of Services of 20% or more of the normal production volume, EVERTEC agrees to exercise Best Efforts to provide the Services in accordance with the Service Levels; provided, howeve...
Excused Performance Problems. FIS shall not be liable to Client or its End Users for any failure to meet a Service Level (“Problem”) to the extent that such failure is attributable to: (i) a Force Majeure event as defined in the Agreement; or (ii) acts or omissions of Client or its End Users; or (iii) breaches of the Agreement by Client or its End Users. The foregoing are referred to herein collectively as “Excused Performance Problems.”
Excused Performance Problems. Fidelity shall not be liable for any failure to meet a service level to the extent that such failure is attributable to: (i) a force majeure event; or (ii) acts or omissions of Customer; or (iii) Customer’s breach of its obligations under this Schedule.
Excused Performance Problems. (a) The following are excused performance problems to the extent that each has caused degradations or failures of Service Provider’s performance and shall not constitute a Service Level Default (each an “Excused Performance Problem”):
(i) Service or resource reductions requested or approved by Client and agreed by the Parties through Change Control;
(ii) Client’s or any member of the Client Group or any Client Representative’s failure to fulfill its material obligations under this Agreement or to take corrective action with respect to tasks allocated to Client in Schedule A of the applicable Service Agreement or other Retained Services;
(iii) performance failures under Managed Agreements;
(iv) Force Majeure Events as described in and subject to Section 26.08;
(v) Failures by [***]* to follow and comply with their responsibilities set out in the Procedures Manual and any other rules, policies or procedures of which they have been notified in writing relating to Service Provider’s provision of Services;
(vi) The introduction of a hardware and/or software virus provided that Service Provider has performed its obligations to prevent the introduction of such a virus;
(vii) Infringement of third party Intellectual Property rights by Client Group or Client Representatives;
(viii) Failures to meet Service Levels while operating [***]*;
(ix) Deficiencies in Assets acquired from Client Group, or in resources, systems, or processes provided by Client Group or Client Representatives in connection with the Services; or
(x) Failure by Client Group or Client Representatives to provide access, and other rights and services, to hardware and software set out in Schedule A as Client Group responsibilities to the applicable Service Agreement.
(b) Service Provider and Client shall use Commercially Reasonable Efforts to continue to provide the Services and Client shall use Commercially Reasonable Efforts to mitigate the effects of the foregoing circumstances. Each Party will notify the other Party of any of the problems or conditions described in Section 7.06(a) above promptly after discovery of what that Party considers to be an Excused Performance Problem and take reasonable actions to avoid any continued or recurring problems impacting the Services.
Excused Performance Problems. The Company will not be liable to the Institution for any failure to meet a service level to the extent that such failure is attributable to the following: (i) acts, omissions, or errors of the Institution or an End User, (ii) breaches of the Agreement by the Institution, (iii) any software, hardware, systems or connections not provided or controlled by the Company, (iv) failure of the internet or an internet service provider, (v) failure of the Institution’s or an End User’s software, hardware, systems or