Effective May 21, 2018
This Appliance Maintenance Addendum ("Addendum") forms part of the Master Services Agreement between you and Code42 ("Agreement") whenever you purchase one of the offerings listed below from Code42 under the Agreement:
|Offering Type||Management Services||Hardware Monitoring||Software Monitoring|
|Virtual Server Monitoring||Included||Not Applicable||Included|
|Private Authority Monitoring||Included||Not Included||Included|
1.1 "Appliance Maintenance Services" means the Hardware Monitoring Services, Software Monitoring Services, Management Services or warranty support that Code42 provides to you.
1.2 "Virtual Server" means a server operating in a virtual environment that (i) Code42 provides to you in a single tenant configuration, or (ii) you operate in your data center or cloud environment and that meets the requirements available at Monitored private authorities.
1.3 "Code42 Appliance" means an authority, storage server or storage expansion purchased from, or provided by, Code42 and operating in your data center or a Code42-managed data center.
1.4 "Hardware Monitoring Services" means Code42’s 24x7 remote monitoring of the hardware and firmware of a Code42 Appliance as described in this Addendum.
1.5 "Management Services" means Code42’s updates to the Software and appliance operating system and tools as described in this Addendum.
1.6 "Software Monitoring Services" means Code42’s 24x7 remote monitoring of the Software and operating system of your appliance as described in this Addendum.
2. Purpose and Scope
This Addendum provides additional terms that apply to your purchase of Appliance Maintenance Services. The terms of this Addendum control in the event of a conflict with the Agreement solely with respect to Appliance Maintenance Services. Code42 does not provide any on-site services as part of Appliance Maintenance Services.
3.1 Management Services. During the Subscription Term, Code42 will provide the Management Services included in your Offering for your Code42 Appliances or Virtual Servers. Unless reduced in scope because you provide Code42 with reduced access to your appliance, Management Services include:
- (A) Apply updates to the Software and operating system and tools for Code42 Appliances and Virtual Servers; and
- (B) Respond to issues relating to Software and operating systems for Code42 Appliances and Virtual Servers that you report to Code42 support.
3.2 Hardware Monitoring Services. During the Subscription Term, Code42 will provide the Hardware Monitoring Services included in your Offering for your Code42 Appliance. You are responsible for monitoring the hardware and firmware of a Virtual Server operating on a server in your data center. Unless limited because you provide Code42 with reduced access to your appliance, the Hardware Monitoring Services include:
- (A) Monitor the Code42 Appliance hardware and firmware errors, such as disk error and, power supply failures;
- (B) Proactively diagnose hardware errors and develop potential resolutions without your involvement;
- (C) Resolve errors and update firmware your Code42 Appliance;
- (D) Assist you with ordering and shipping replacement hardware or components your Code42 Appliance; and
- (E) Respond to issues relating to hardware and firmware for Code42 Appliances that you report to Code42 support.
3.3 Software Monitoring Services. During the Subscription Term, Code42 will provide the Software Monitoring Services included in your Offering for Code42 Appliances and Virtual Servers. Unless limited because you provide Code42 with reduced access to your appliance, the Software Monitoring Services include:
- (A) Monitor the Code42 Appliances and Virtual Servers operating system and Software for errors;
- (B) Proactively diagnose Software and operating system errors and develop potential resolutions without your involvement;
- (C) Conduct disk capacity and network connectivity checks; and
- (D) Notify you of potential errors through Code42’s web-based support ticketing system.
3.4 Service Limitations. If you limit Code42’s access to Code42 Appliances or Virtual Servers, or attach non-Code42 hardware to a Code42 Appliance, Code42 can only provide a limited scope of Management Services, Hardware Monitoring Services and Software Monitoring Services.
- (A) Limited Access. Limited Access means that you allow Code42 to provide Hardware Monitoring Services or Software Monitoring Services, but only allow Code42 to provide Management Services with your involvement. Limited access may lead to significant delays, longer appliance outages, unresolved security issues, and increased risk of data corruption or loss. Code42 will not:
- (1) Proactively diagnose Software and hardware errors and develop potential resolutions without your involvement; or
- (2) Conduct network connectivity troubleshooting.
- (B) No Access. No access means that Code42 cannot perform Hardware Monitoring Services, Software Monitoring Services or Management Services without your involvement. No access leads to significant delays, longer appliance outages, unresolved security issues, and further increased risk of data corruption or loss. You are solely responsible for monitoring your Code42 Appliance or Virtual Server for any errors and hardware issues. You may contact Code42 by submitting a support ticket to receive assistance resolving errors with your Code42 Appliance or Virtual Server.
- (C) Non-Code42 Hardware. Code42 will not perform Hardware Monitoring Services, Software Monitoring Services or Management Services at any time in which your own hardware (or a file system mounted from your hardware) is attached to a Code42 Appliance.
3.5 Critical Updates. If Code42 determines that a bug fix or security update is a critical update, then Code42 will alert you. Code42 will provide this alert through your preferred electronic method (if any) and through Code42’s notification site (http://www.code42.com/supportnotifications). If you do not affirmatively opt out of installing the update within 72 hours, then Code42 may install the update on the Code42 Appliance or Virtual Server. The update may also require Code42 to restart your Code42 Appliance, Virtual Server, or Software.
4. Code42 Appliance Warranty Support
Code42 warrants that a Code42 Appliance will be free from defects in material and workmanship until the earlier of (1) five years from the date that Code42 accepts your Order for the Code42 Appliance, or (2) the date on which you no longer receive Appliance Maintenance Services ("Hardware Warranty Period"). This warranty only applies if: (A) the Code42 Appliance was properly installed and used in accordance with the Documentation; (B) the Code42 Appliance was not modified by anyone other than Code42 or Code42’s authorized representative; and (C) you have purchased Appliance Maintenance Services for the Code42 Appliance continuously from the date of your initial purchase. For any alleged breach of this warranty, you must notify Code42 during the Hardware Warranty Period by contacting Code42’s Enterprise Support team (https://code42.com/r/support/enterprise-support). For any breach of this warranty Code42 will, at its own expense and as its sole obligation and your sole remedy, repair or replace the Code42 Appliance. Except for this limited hardware warranty, the disclaimer of warranties in the Agreement applies to your purchase of a Code42 Appliance.