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GreyMatter Uptime – Service Level Agreement

ReliaQuest commits to making GreyMatter Available for at least 99.9% of the time during each quarter of the Order Term, and if ReliaQuest fails to achieve this percentage for GreyMatter in any particular quarter during the Order Term, Customer may claim the applicable performance credit as shown below (a “GM SLA Credit”).

Percentage Availability Per Calendar Quarter Credit Credit
99.9-100 NO CREDIT
99.0-99.8 1% of the Quarterly Fee
99.0-98.9 2% of the Quarterly Fee
0-94.9 5% of the Quarterly Fee

Exclusions: A Customer will not be entitled to a GM SLA Credit if it is in breach of the Order (or any ancillary agreement), including its payment obligations. In addition, ReliaQuest’s Availability commitment and any associated GM SLA Credit do not apply to any downtime, suspension, or termination of GreyMatter that results from:

  • Account suspension or termination due to Customer’s breach of the terms of an Order.
  • Routine scheduled maintenance performed by ReliaQuest or any unscheduled, emergency maintenance for an emergency caused by factors outside ReliaQuest’s reasonable control.
  • Force majeure events such as acts of God, acts of government, pandemic response, flood, fire, earthquake, civil unrest, and acts of terror.
  • Other customer related issues, including but not limited to, any Customer alterations or changes to Customer’s environment (including changes to customer IP addresses), Customer content or third-party content, or internet service provider failures or delays.
  • Customer’s equipment, software, any other technology used or relied upon by Customer, or any other third-party equipment, software or technology used by Customer or ReliaQuest that is required for access or use of GreyMatter.
  • Any free, proof-of-concept, beta, or unpaid trial services of GreyMatter.

ReliaQuest Incident Response – Service Level Agreement

ReliaQuest analyzes alerts generated by Customer’s internal data sources in scope on a continuous basis for signs of malicious activity. On a monthly basis, ReliaQuest shall ensure that the Measured SLA for each level of severity is equal to or less than the committed Acknowledgment or Analysis response time shown below:

Severity Description Acknowledgement Analysis
Critical labeled RQ-SC-* 45 minutes 60 minutes
High labeled RQ-SH-* 60 minutes 90 minutes
Medium labeled RQ-SM-* 120 minutes 240 minutes
Low labeled RQ-SL-* 240 minutes 480 minutes
* includes GreyMatter equivalent RQ labelled content description

Exclusions: ReliaQuest will not be responsible for the failure to meet any of the above Measured SLAs for failure to perform within the designated time frames or otherwise because of an occurrence on an issue outside of the control of ReliaQuest, including, but not limited to: VPN connectivity downtime; account issues; system downtime issues; SMTP or alert forwarding issues; failure to respond to tuning requests by ReliaQuest. ReliaQuest shall not be responsible for any Measured SLAs related to alerts occurring during the first three months following the implementation phase.

Service Credits

GM SLA Credits: To receive a GM SLA Credit, Customer must provide written notice to ReliaQuest seeking reimbursement for such GM SLA Credit within five (5) days following the end of the calendar quarter in which the Availability commitment was not met for GreyMatter, by notifying ReliaQuest in writing providing a reasonable amount of detail regarding the claim and associated downtime supporting such claim. ReliaQuest reserves the right to deny the SLA Credit if the Customer does not qualify for such GM SLA Credit. The GM SLA Credit set forth in the GM SLA Credit table above is the Customer’s sole and exclusive remedy for the unavailability of GreyMatter. Any amounts owed by ReliaQuest shall be credited to Customer on the next invoice.

Definitions: Any capitalized term included in this service level agreement and not defined herein shall have the meaning ascribed to it in the Order.

“Acknowledgement” means, after an alert is generated by Customer’s internal data sources in scope and is received by the RQ Portal, the alert is escalated or assigned to a ReliaQuest resource and the RQ Portal status for the alert is modified to ‘In Progress.’

“Analysis” means, after Acknowledgement, ReliaQuest delivers the results of its investigation to Customer or the investigation is escalated to a new status (depending on the specifics of the investigation).

“Available” or “Availability” means that Customer can login to its GreyMatter account during the applicable calendar quarter, as determined by ReliaQuest.

“Customer” means the customer or end user identified in the Order as receiving or purchasing the ReliaQuest Platform.

“Measured SLA” means the average amount of time satisfy the Acknowledgment criteria or Analysis criteria, as the case may be), as measured on an monthly aggregate basis, excluding any excused response failure.

“Order Term” means the period of time set forth in the applicable Order during which Customer is authorized by ReliaQuest to access and use GreyMatter and any related services, including Ongoing Enablement.

“Quarterly Fee” means one-fourth (1/4th) of the annual fee charged for the ReliaQuest Platform as shown in the Order.

“ReliaQuest” means ReliaQuest, LLC.