Service Level Agreement, LiveWhale Platform

It is our intent to provide the highest level of customer service available for a higher education software product. By setting down policies in a concrete SLA and channeling requests for help through approved contact methods, we hope to provide better and more responsive service; maintain an accurate profile of user training needs; and ensure a staffing level appropriate to the volume of support requests. This document shall supersede and replace all prior contract language pertaining to the Service Level Agreement.

A new version of this SLA becomes effective on September 1, 2024.

This Service Level Agreement (this “SLA”) describes the support services provided by White Whale Web Services, Inc. (“we”, “us”, “White Whale”, and “Licensor”) to licensees (“you” or “Licensee”) of its LiveWhale Content Management System, LiveWhale Calendar Software and related software (collectively, the “Software” or “LiveWhale”). This SLA is incorporated into and made part of every subscription, order, and agreement between you and White Whale relating to the Software (each an “Order”), which together with this SLA and the LiveWhale Subscription Agreement (the “Subscription Agreement”) are collectively referred to hereinafter as the “Agreement.” Capitalized terms not defined in this SLA have the meaning given in the Subscription Agreement.

1. Certain Definitions

The following terms have the meanings given:

“Business Hours” means 9:00am to 6:00pm Eastern Monday through Friday, excluding federal holidays and the week between the Christmas and New Year’s holidays.
“Client-Specific Code” means code or assets that are specific to your institution’s website or calendar, whether created by us, you, or another party, and includes files on your web server other than LiveWhale Core, such as:
- Templates and theme files inside /_ingredients/ on your server’s public root
- Templates and theme files in /livewhale/theme/ (except /livewhale/theme/core/)
- Public or private pages on your website
- Configuration files inside the non-public /livewhale/ directory
- Client modules inside the non-public /livewhale/client/ directory
“LiveWhale Core” means the base source code of the Software, as installed in each instance.

2. Support Requests

Support and maintenance issues and requests must be made through the support channel provided by us (the “Support Channel”), currently available here, and include each of the following:

a clear explanation of the issue(s);
the particular application(s) in which the issue(s) is/are occurring;
the particular webpage/URL where the issue(s) is/are occurring;
the steps needed to reproduce an occurrence of the issue(s); and
the hardware/device(s) on which the issue(s) have occurred.

We may ask for additional information if we reasonably deem it necessary.

3. Priority Levels

On receipt of a support request, we will evaluate such request pursuant to the criteria set forth below to determine whether your priority designation is correct. If the priority designation is incorrect, we will promptly notify you of the correct priority level:

Emergency: Issues that cause your Software installation to be completely or materially nonfunctional.
Non-Emergency: All other issues.

4. Free Support

During the term over which Licensee has a license to use the Software, without any additional charge, Licensee shall be entitled to access and use (a) the Documentation for the Software product(s) it has licensed, (b) the Support Forum (the “Forum”), currently available here, and (c) where we identify a reported bug as an issue in the current version of LiveWhale Core. You may also submit support requests via our Support Channel (defined below), though there is no guaranteed response for free support.

5. Paid Support

In addition to those items described in Section 4 above, paid support is available to investigate and attempt to resolve issues that occur with your installation of the Software. Current paid support fees are as follows, unless otherwise agreed in your Order.

Type	Hourly rate	Expected Initial Response	Expected Resolution
Emergency issues	$400	<1 hour	Same day
Non-emergency issue remediation	$300	1–5 business days	Within 2–4 weeks
Fixes to bugs in LiveWhale Core	Free	At White Whale’s discretion	Future release at White Whale’s discretion

Currently, you can also purchase blocks of support hours in advance at discounted rates. Personalized Email Support Order Form

Our current discount rates for advance purchase of blocks of support hours are as follows:

Block size	Hours	Hourly rate	Total cost
Small block	12	$250	$3,000
Medium block	40	$225	$9,000
Large block	80	$200	$16,000

* Where an immediate response is requested, the applicable hourly fee will be multiplied by 1.5. These can be submitted via the Support Channel or by emailing your personalized support address with “URGENT” in the subject line.

Regardless of block size, it is our expectation that support activities will not require more than ten hours per month of staff time per client institution. If you require work that is in excess of this amount, you can reach out to schedule a conversation about that work, and we can help determine whether regular support will be sufficient. Clients with prepaid support blocks (“Personalized Support”) currently receive:

a support email address;
two annual check-ins; and
a status update each quarter with information about remaining hours.

Support hours expire 12 months from date of purchase if not used.

We reserve the right to determine final accounting of accrued support hours for any individual project, conversation, or incident.

6. Point-of-Contact Availability

In order for us to effectively perform paid support services, you must have a designated representative with knowledge of the applicable support issue reasonably available to us, who shall have the authority to act on your behalf (the “Point-of-Contact”). Any delay by the Point-of-Contact (or otherwise on your behalf) is likely to negatively impact our ability to provide the support in a timely fashion.

7. Use of the Forum

The Forum is available for LiveWhale users and developers to post and discuss issues, questions, bug reports, new features, and best practices. Issues posted may be answered by White Whale staff or LiveWhale developers at other institutions. We may diagnose bugs and suggest fixes on the Forum, but we won’t log in to your instance of the Software or server directly. For targeted hands-on support, use the Support Channel. While we do review information and suggestions posted on the Forum and try to correct inaccuracies, we can’t guarantee accuracy or completeness. You may not use the Forum to do any of the following:

post, transmit or store, material, data or information: (a) in violation of any applicable law or regulation; or (b) that is threatening, obscene, solicitous, abusive, harassing, disparaging or defamatory;
actions that restrict or inhibit anyone in the use or enjoyment of the Forum or our products or services;
introduction of malicious programs into networks or servers;
causing or attempting to cause security breaches or disruptions of communications;
executing any form of network monitoring that will intercept data;
circumventing user authentication or security of any host, network or account;
interfering with our services to others;
furnishing false or incorrect data to us; and
exporting, re-exporting, or permitting downloads of any content in violation of the export or import laws of the United States or without all required approvals, licenses and exemptions.

8. Software Upgrades

White Whale updates LiveWhale Core from time to time, at no charge to individual clients.
Upgrades to LiveWhale Core may cause conflicts with Client-Specific Code. We do our best to minimize the possibility of such conflicts when executing minor upgrades; in significant version upgrades, conflicts are likely.
It is the responsibility of each client to test new versions on their development servers to ensure no conflicts with their theming or customizations.
White Whale will periodically announce end-of-life deadlines for older versions of LiveWhale, and it is your responsibility to upgrade any affected installations by that date. Six months after the end-of-life announcement for any LiveWhale version, we will not be able to provide normal support services.
We typically release new versions of LiveWhale (2.14, 2.15.5, etc.) every month. It is not necessary to upgrade every time a new version is released. However, we suggest upgrading at least once a year. For most LiveWhale Calendar instances and certain LiveWhale CMS sites, we may suggest enabling automatic upgrades.
When testing a new version, requests to investigate unexpected behavior or address incompatibilities can be made via the Support Channel or, for those with Personalized Support, via their unique email.

9. Feature Requests

Feature requests may be submitted via the Forum, the Support Channel, or for those with Personalized Support, via their unique email.
If we select the requested feature for the LiveWhale Core feature set, we will add it to our roadmap of new feature plans, to be implemented at a timeline of our choosing, at no additional cost to you.
If we determine that a feature request is not appropriate for LiveWhale Core, you may request that we build the desired functionality as a custom project for your LiveWhale installation only. Custom work is typically billed on an hourly basis with an advance estimate of likely project cost, and we require a signed contract before undertaking any custom code projects.
If your feature request is deemed appropriate for our roadmap but you require the desired functionality on a more immediate timeline, you may contract with us to provide the feature sooner. In this case, we’ll work with you to determine the soonest feasible delivery date for your feature given our work supporting other customers. We will bill these projects on the same hourly basis as custom projects, but offer a 50% discount for the development of features that will be incorporated as is into the LiveWhale Core.

10. Disclaimer

OUR SUPPORT SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM, TO THE FULLEST EXTENT OF APPLICABLE LAW, ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ERROR-FREE OPERATION, AND CONTINUOUS OPERATION.

11. Limitation of Liability

IN RELATION TO THIS SLA: (A) WE SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES, NOR FOR ANY LOSS OF SAVINGS, DATA OR PROFIT; AND (B) OUR MAXIMUM LIABILITY IN ALL CIRCUMSTANCES FOR DAMAGES FOR ANY AND ALL CAUSES WHATSOEVER, AND YOUR MAXIMUM REMEDY, REGARDLESS OF THE FORM OF ACTION, SHALL BE LIMITED TO THE AMOUNT RECEIVED BY US FROM YOU FOR THE SUPPORT SERVICES PROVIDED UNDER THIS SLA WITHIN THE 12 MONTHS PRECEDING THE CLAIM(S). YOU UNDERSTAND THAT THIS LIMITATION OF LIABILITY IS A MATERIAL AND REASONABLE TERM HEREOF, WITHOUT WHICH WE WOULD NOT HAVE OFFERED OR BE ABLE TO PROVIDE THE SERVICES TO YOU.

12. Changes to this SLA

White Whale may change this SLA from time to time in its sole discretion. White Whale will provide you with notice of such changes by email or regular mail. Material changes to this SLA shall be provided to you no less than 30 days prior to their effective date. Should you not agree to changes in the SLA, you may terminate any contracts associated with this SLA without penalty by providing written notice to White Whale prior to the changes’ effective date. Upon termination for this reason, you will receive a refund of any prepaid fees, prorated over the then-current term.

Effective date: July 1, 2024
The previous version of our SLA, which was in effect until July 1, 2024, may be accessed here.