Private & Confidential

HotelMap Pro Service Level Agreement

This HotelMap Pro Service Level Agreement sets out HotelMap’s commitment to a high level of continual 24/7 service provision, requires a minimum 99% uptime for HotelMap-controlled systems, and provides compensation to the Partner in the event that service levels fall below the agreed targets. This SLA expressly excludes liability for third-party systems, hotel property management systems, intermediary platforms, and any external services outside HotelMap's direct control.

1. Definitions

In this Service Level Agreement, the following terms shall have the meanings set out below:

  1. "Achieved Service Level" means the actual uptime percentage achieved by the HotelMap Pro Platform during a Service Period, calculated in accordance with Section 4.

  2. "Business Hours" means 09:00 to 18:00 GMT/BST, Monday to Friday, excluding UK public holidays.

  3. "Downtime" means any period during which the HotelMap Pro Platform is unavailable or materially degraded, excluding Excluded Downtime and Scheduled Maintenance.

  4. "Excluded Downtime" means any unavailability resulting from the exclusions set out in Section 2.3.

  5. "HotelMap Pro Platform" means the software, systems, and infrastructure owned, operated, and directly controlled by HotelMap Limited.

  6. "Incident" means any unplanned interruption to, or reduction in quality of, the HotelMap Pro Platform services.

  7. "Partner" means the party entering into a Pro Partner Agreement with HotelMap.

  8. "Scheduled Maintenance" means planned maintenance of which HotelMap provides at least 48 hours' prior notice, typically conducted during low-usage periods.

  9. "Service Credit" means the credit calculated in accordance with Section 5, payable as a discount against future Transaction Fees.

  10. "Service Level Performance Measure" means the target uptime of 99% as set out in Section 4.

  11. "Service Period" means each calendar month during the term of the Agreement.

  12. "System" means, for the purposes of this Agreement, any component in the event hotel booking ecosystem, including but not limited to: individual event registration platforms; hotel reservation systems; intermediary hotel rate management systems; channel managers; third-party payment gateways; business intelligence and reporting systems; property management systems; central reservation systems; global distribution systems; and any other software, platform, or service that processes, transmits, or stores data related to hotel bookings or event accommodation.

  13. "Third-Party Systems" means any System (as defined above) not owned or directly controlled by HotelMap, including but not limited to hotel property management systems, central reservation systems, channel managers, global distribution systems, intermediary booking platforms, payment processors, and any other external software, platforms, APIs, or infrastructure.

  14. "Transaction Fees" means the fees payable by the Partner to HotelMap in respect of the Services during a Service Period.

2. Service Scope and Exclusions

2.1 Scope of Agreement

This Service Level Agreement applies exclusively to the HotelMap Pro Platform software and infrastructure that is within the direct control and ownership of HotelMap Limited. The Partner acknowledges that HotelMap's ability to deliver services depends in part on Third-Party Systems over which HotelMap has no control.

2.2 Included Services

This SLA covers:

  1. The HotelMap Pro booking platform user interface and core functionality

  2. HotelMap's proprietary APIs and integration endpoints

  3. HotelMap-hosted databases and data storage systems

  4. HotelMap-controlled authentication and security infrastructure

  5. Reporting and analytics functionality within the HotelMap platform

2.3 Exclusions

This SLA does not apply to, and HotelMap shall have no liability for, any unavailability, performance issues, or service degradation arising from or attributable to:

  1. Third-Party Systems as defined in Section 1, including hotel property management systems, central reservation systems, channel managers, global distribution systems, and intermediary platforms

  2. Any products, features, or services identified as pilot, alpha, beta, preview, or similar designations

  3. Scheduled Maintenance conducted in accordance with Section 2.4

  4. Force Majeure events as defined in Section 9

  5. Partner equipment, software, network connectivity, or infrastructure

  6. Misuse, misconfiguration, or unauthorised modification of the Services by the Partner

  7. Internet service provider failures or general internet connectivity issues beyond HotelMap's network boundary

  8. DNS propagation delays or domain registration issues

  9. Suspension of services due to Partner's breach of the Pro Partner Agreement or non-payment

  10. Any degradation in service quality, performance, or availability arising from customisations, configurations, integrations, or modifications requested or specified by the Partner

  11. Service issues arising from the Partner's failure to follow HotelMap's reasonable technical recommendations, best practice guidance, or documented operational procedures

  12. Problems caused by data, content, or instructions provided by the Partner that are inaccurate, incomplete, or not in the required format

2.4 Scheduled Maintenance

HotelMap will use commercially reasonable efforts to conduct Scheduled Maintenance during low-usage periods (typically weekends between 02:00-06:00 GMT) and to limit such maintenance to a maximum of four (4) hours per calendar month. HotelMap will provide at least 48 hours' advance notice of Scheduled Maintenance via email to designated Partner contacts and/or through the HotelMap status page.

3. Third-Party Systems Disclaimer

3.1 Nature of Third-Party Dependencies

The Partner expressly acknowledges and agrees that the HotelMap Pro Platform necessarily interfaces with, connects to, and depends upon numerous Third-Party Systems to deliver its intended functionality. These Third-Party Systems include, without limitation:

  1. Hotel property management systems (PMS) operated by individual hotels and hotel groups

  2. Central reservation systems (CRS) and booking engines

  3. Channel management platforms and rate distribution systems

  4. Global distribution systems (GDS) including Amadeus, Sabre, and Travelport

  5. Online travel agencies and intermediary booking platforms

  6. Payment processing services and payment gateways

  7. Cloud infrastructure providers

  8. Any other external APIs, services, or systems not owned or operated by HotelMap

3.2 No Guarantee of Third-Party Performance

HotelMap makes no representations, warranties, or guarantees whatsoever regarding the availability, performance, accuracy, reliability, or continuity of any Third-Party Systems. The Partner acknowledges that:

  1. Third-Party Systems may become unavailable, degraded, or discontinued at any time without notice to HotelMap

  2. Third-party providers may modify, restrict, or terminate their APIs or services

  3. Data provided by Third-Party Systems may be inaccurate, incomplete, or delayed

  4. Connection protocols, authentication requirements, or data formats may change

  5. Individual hotels or hotel systems may experience outages, maintenance, or technical difficulties

3.3 No Guarantee of Connectivity

HotelMap does not guarantee that connections to any Third-Party System will be continuously available or that such connections can always be established. While HotelMap uses commercially reasonable efforts to maintain integrations with Third-Party Systems, the Partner acknowledges that connectivity may be interrupted, limited, or unavailable due to factors entirely outside HotelMap's control.

3.4 Best Efforts Approach

HotelMap is known for its commitment to finding creative solutions and workarounds when Third-Party System issues arise. HotelMap will use commercially reasonable efforts to:

  1. Maintain and update integrations with Third-Party Systems

  2. Develop alternative connection methods where feasible

  3. Notify Partners of known Third-Party System issues when practicable

  4. Work with third-party providers to resolve connectivity issues

However, such efforts are provided on a best-endeavours basis only and do not constitute any guarantee, warranty, or binding commitment. HotelMap accepts no liability whatsoever for any failure, interruption, or degradation of Third-Party Systems or connectivity thereto.

3.5 Partner Responsibilities

The Partner is responsible for:

  1. Maintaining appropriate agreements with hotels and third-party providers

  2. Providing HotelMap with accurate and current credentials for Third-Party Systems where required

  3. Notifying HotelMap promptly of any changes to Third-Party System access or configurations

  4. Understanding that Third-Party System limitations may affect the functionality available through HotelMap

  5. Ensuring that HotelMap is not exposed to any transaction fees, setup costs, or other charges levied by Third-Party Systems

  6. Accepting full responsibility for any adverse impact on service quality, performance, or availability resulting from Partner-requested changes, custom integrations, or deviations from HotelMap's standard configuration

  7. Following HotelMap's reasonable technical recommendations, best practice guidance, and documented operational procedures; where the Partner elects not to follow such guidance, HotelMap shall not be liable for any resulting service degradation, data loss, or other adverse consequences

  8. Providing accurate, complete, and properly formatted data; HotelMap accepts no liability for issues arising from Partner-supplied data that is inaccurate, incomplete, corrupted, or not in the required format

3.6 New Integrations and Emerging Technologies

HotelMap continually develops new integrations and connections to expand the range of Third-Party Systems accessible through the Platform. The Partner acknowledges that:

  1. Each new integration presents unique technical challenges that cannot be fully assessed until development is underway

  2. HotelMap makes no guarantees regarding the feasibility, functionality, timeline, or outcome of any new integration

  3. Some Third-Party Systems may prove technically incompatible, commercially unviable, or otherwise unsuitable for integration despite HotelMap's reasonable efforts

  4. Features and capabilities available through new integrations may differ from those available through established connections

  5. HotelMap accepts no liability for any failure to achieve a particular outcome when working with systems, services, or technologies not previously integrated with the Platform

HotelMap will use reasonable efforts to assess feasibility and communicate known limitations, but such assessments are indicative only and do not constitute any warranty or commitment.

4. Service Level Commitments

4.1 Uptime Commitment

HotelMap is dedicated to maintaining the three core tenets of cyber security: Confidentiality, Integrity, and Availability (CIA). With these principles in mind, HotelMap commits to a target uptime of 99% (ninety-nine percent) for the HotelMap Pro Platform, measured on a 24/7 basis throughout each Service Period.

4.2 Uptime Calculation

The Achieved Service Level for each Service Period shall be calculated as follows:

Achieved Service Level (%) = ((Total Minutes - Downtime Minutes) / Total Minutes) × 100

Where:

  • "Total Minutes" means the total number of minutes in the applicable Service Period

  • "Downtime Minutes" means the total minutes of Downtime during the Service Period, excluding Excluded Downtime and Scheduled Maintenance

4.3 Uptime Examples

For a 30-day month (43,200 total minutes):

  • 99% uptime permits up to 432 minutes (7.2 hours) of Downtime

  • 98% uptime would mean 864 minutes (14.4 hours) of Downtime

  • 97% uptime would mean 1,296 minutes (21.6 hours) of Downtime

5. Service Credits

5.1 Eligibility

Service Credits shall only become payable if the Achieved Service Level falls below 98% (ninety-eight percent) in any Service Period. For the avoidance of doubt, no Service Credit shall be payable where the Achieved Service Level is 98% or above, even if it falls below the 99% target.

5.2 Service Credit Calculation

Where the Achieved Service Level falls below 98%, the Service Credit shall be calculated as follows:

Service Credit = (a - x) × c × d

Where:

  • "a" is the Service Credit Threshold (98%)

  • "x" is the Achieved Service Level (%) for the Service Period

  • "c" is the Service Credit rate of 3% per percentage point below the threshold

  • "d" is the Transaction Fees payable for the affected Service Period

5.3 Service Credit Example

If the Achieved Service Level is 97% and the Transaction Fees for the month are £10,000:

Service Credit = (98% - 97%) × 3% × £10,000 = 1 × 0.03 × £10,000 = £300

5.4 Service Credit Cap

The maximum Service Credit payable in any Service Period shall not exceed 30% (thirty percent) of the Transaction Fees for that Service Period. Service Credits are cumulative but subject to this cap.

5.5 Service Credit Claims

To claim a Service Credit, the Partner must:

  1. Submit a written request to HotelMap within 30 days after the end of the Service Period in which the failure occurred

  2. Include details of the dates, times, and duration of claimed Downtime

  3. Provide any supporting evidence of service unavailability

5.6 Nature of Service Credits

HotelMap acknowledges that any Service Credit is a price adjustment reflecting the value of any lost service. Both Parties agree that the Service Credits are a reasonable method of price adjustment. Service Credits:

  1. Shall be applied as a discount against subsequent Transaction Fees

  2. Are not refundable and cannot be exchanged for cash

  3. May not be transferred to any other account or party

  4. Constitute the Partner's sole and exclusive financial remedy for failure to meet the Service Level Performance Measure

6. Incident Response and Support

6.1 Priority Classifications

Incidents are classified according to business impact:

  1. High Priority: Complete service unavailability or critical functionality failure affecting multiple users or bookings

  2. Medium Priority: Significant degradation of service or functionality failure affecting individual users or limited operations

  3. Low Priority: Minor issues, cosmetic defects, or feature requests that do not materially impact operations

6.2 Response Time Commitments

HotelMap commits to the following initial response times during Business Hours:

  1. High Priority: Initial response within 0-8 hours (during Business Hours); continuous effort until resolution or effective workaround

  2. Medium Priority: Initial response within 48 hours; resolution target within 5 business days

  3. Low Priority: Initial response within 5 working days; resolution scheduled in accordance with development roadmap

6.3 Third-Party System Issues

Response time commitments in Section 6.2 do not apply to issues arising from Third-Party Systems. Where an Incident is determined to be caused by or related to a Third-Party System, HotelMap will use reasonable efforts to liaise with the relevant third party and keep the Partner informed, but cannot commit to specific response or resolution times.

7. Performance Monitoring and Reporting

7.1 Monitoring

HotelMap implements comprehensive measurement, monitoring tools, and procedures to measure, monitor, and report on service performance against the Service Levels. This includes resilience measures designed to maintain uptime in accordance with this SLA.

7.2 Status Page

HotelMap maintains a public status page providing real-time information on service availability and any ongoing Incidents. Partners may subscribe to status notifications.

7.3 Reporting

Upon reasonable request, HotelMap will provide the Partner with uptime statistics for the preceding Service Period. Where there is a dispute regarding service availability, HotelMap will provide documented evidence of service levels.

8. Limitation of Liability

8.1 Exclusive Remedy

Subject to the Partner's termination rights as set forth in the Pro Partner Agreement, Service Credits shall be the Partner's sole and exclusive financial remedy for any failure by HotelMap to meet the Service Level Performance Measure.

8.2 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL HOTELMAP BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF BUSINESS, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO THIS SLA OR THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF HOTELMAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8.3 Liability Cap

HotelMap's total aggregate liability under this SLA, whether in contract, tort, or otherwise, shall not exceed the total Transaction Fees paid by the Partner in the twelve (12) months immediately preceding the event giving rise to the claim.

8.4 Third-Party System Liability Exclusion

NOTWITHSTANDING ANY OTHER PROVISION OF THIS SLA OR THE PRO PARTNER AGREEMENT, HOTELMAP SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY LOSS, DAMAGE, COST, OR EXPENSE ARISING FROM OR RELATED TO:

  1. The unavailability, performance, accuracy, or reliability of any Third-Party System

  2. Failures, delays, or errors in data transmission to or from Third-Party Systems

  3. Changes, discontinuation, or termination of Third-Party System services or APIs

  4. Actions or omissions of hotels, hotel operators, or third-party service providers

  5. Any booking, reservation, or transaction failures caused by Third-Party System issues

8.5 Preserved Liabilities

Nothing in this SLA shall limit or exclude liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability which cannot be limited or excluded by applicable law.

9. Force Majeure

9.1 Definition

A "Force Majeure Event" means any event beyond HotelMap's reasonable control, including but not limited to: acts of God; natural disasters; epidemics or pandemics; war, terrorism, or civil unrest; government actions, orders, or regulations; utility failures; telecommunications failures; cyberattacks affecting internet infrastructure; and industrial action.

9.2 Effect

HotelMap shall not be liable for any failure or delay in performing its obligations under this SLA to the extent such failure or delay results from a Force Majeure Event. During a Force Majeure Event, the Service Level commitments and Service Credit obligations shall be suspended.

10. General Provisions

10.1 Amendments

As HotelMap evolves, this Service Level Agreement may be updated. Partners will be notified of material changes at least 30 days in advance. The current version of this SLA is available at https://partners.hotelmap.com/sla.

10.2 Incorporation

This SLA is incorporated into and forms part of the Pro Partner Agreement. In the event of any conflict between this SLA and the Pro Partner Agreement, the terms of the Pro Partner Agreement shall prevail unless this SLA expressly states otherwise.

10.3 Severability

If any provision of this SLA is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

10.4 Governing Law

This SLA shall be governed by and construed in accordance with the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales.

10.5 Entire Agreement

Together with the Pro Partner Agreement and any schedules thereto, this SLA constitutes the entire agreement between the parties regarding the service levels for the HotelMap Pro Platform and supersedes all prior agreements, representations, and understandings relating to such subject matter.