This Appliance Maintenance Addendum (“Addendum”) forms part of the Master Services Agreement between you and Code42 (“Agreement”) whenever you purchase appliance maintenance from Code42 under the Agreement. Capitalized terms used but not defined in this Addendum have the meanings given to them in the Agreement.
1.1 “Appliance Maintenance” means the Monitoring Services, Maintenance Services and, if applicable, warranty support for your On-premises Appliance that Code42 provides to you.
1.2 “Managed Appliance” means an On-premises Appliance or a Code42-managed single tenant authority instance in a Code42-managed virtual environment for which you have purchased Appliance Maintenance.
1.3 “Management Services” means Code42’s updates to the Software and Managed Appliance operating system and tools as described in this Addendum.
1.4 “Monitoring Services” means Code42’s 24x7 remote monitoring of your Managed Appliance as described in this Addendum.
1.5 “On-premises Appliance” means an authority, storage server or storage expansion purchased from Code42, operating in your data center or a Code42-managed data center, and running the Software.
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. Code42 does not provide any on-site services as part of Monitoring Services or Management Services.
3.1 Management Services. During the Subscription Term, Code42 will provide Management Services to you for the Managed Appliance. Unless reduced in scope because you provide Code42 with reduced access to the Managed Appliance, Management Services include:
- Resolve errors and update your Managed Appliance;
- Apply updates to the Software and Managed Appliance operating system and tools;
- Assist you with ordering and shipping replacement hardware or components; and
- Respond to issues relating to your Managed Appliance that you report to Code42 support.
3.2 Monitoring Services. During the Subscription Term, Code42 will provide Monitoring Services to you for the Managed Appliance. Unless limited because you provide Code42 with reduced access to the Managed Appliance, the Monitoring Services include:
- Monitor the Managed Appliance and Software for errors, such as disk errors, power supply failures, operating system errors, and various Software errors;
- Proactively diagnose Software and hardware errors and develop potential resolutions without your involvement;
- Conduct disk capacity and network connectivity checks; and
- Notify you of potential errors through Code42’s web-based support ticketing system.
3.3 Service Limitations. If you limit Code42’s access to the Managed Appliance or attach non-Code42 hardware to the Managed Appliance, Code42 can only provide a limited scope of Management Services and Monitoring Services.
- Limited Access. Limited Access means that you allow Code42 to provide Monitoring Services, but only allow Code42 to provide Management Services with your involvement. Limited access may lead to significant delays, longer Managed Appliance outages, unresolved security issues, and increased risk of data corruption or loss. Code42 will not:
- Proactively diagnose Software and hardware errors and develop potential resolutions without your involvement; or
- Conduct network connectivity troubleshooting.
- No Access. No access means that Code42 cannot perform Monitoring Services or Management Services without your involvement. No access leads to significant delays, longer Managed Appliance outages, unresolved security issues, and further increased risk of data corruption or loss. You are solely responsible for monitoring the Managed Appliance for any errors and hardware issues. You may contact Code42 by submitting a support ticket to receive assistance resolving errors with your Managed Appliance.
- Non-Code42 Hardware. Code42 will not perform Monitoring Services or Management Services at any time in which your own hardware (or a file system mounted from your hardware) is attached to the On-premises Appliance.
3.4 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 Managed Appliance. The update may also require Code42 to restart your Managed Appliance or the Software.
4. On-premises appliance warranty support
Code42 warrants that the On-Premises 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 On-premises Appliance, or (2) the date on which you no longer receive Appliance Maintenance (“Hardware Warranty Period”). This warranty only applies if: (A) the On-premises Appliance was properly installed and used in accordance with the Documentation; (B) the On-premises Appliance was not modified by anyone other than Code42 or Code42’s authorized representative; and (C) you have purchased Appliance Maintenance for the On-premises 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 On-premises Appliance. Except for this limited hardware warranty, the disclaimer of warranties in the Agreement applies to your purchase of an On-premises Appliance.