Solution Pack. Managed Services for Virtual Private Cloud Selections and Prerequisites

Transcription

1 Solution Pack Managed Services for Virtual Private Cloud Selections and Prerequisites Subject Governing Agreement DC Services Requirements Agreement between DC and Customer including DC Cloud Service Terms governing the Customer s purchase of services identified in this Solution Pack. Managed Services for Virtual Private Cloud ( Managed VPC ), Release 9.4 Prerequisite Services Customer must purchase these Services prior to selecting the Services set out in this Solution Pack: DC Managed VPC Security Features Mandatory Addenda Managed Services Acceptable Use Policy DC Cloud Terms Glossary Optional Services Customer can purchase as add-on s to Managed VPC under separately executed Solution Packs: Managed VPC Continuity Service Managed VPC Backup and Recovery Service Managed VPC Storage Service Managed VPC SAP and SAP HANA Service Managed VPC Managed Database Service Managed VPC Networking Service DC Technology Page 1

2 Table of Contents 1. Statement of Work Introduction Scope of Service Commencement of Services Managed Services Portal Access Network Access Managed Services for Virtual Private Cloud Additional Optional Services Maintenance Windows Customer Audits Support Services Service Levels Overview Measurement and Reporting Service Levels and Credits Charges Charges Generally Service Volume Discount Minimum Order Term Commitments Termination Charges 19 DC Technology Page 2

3 1. Statement of Work 1.1 Introduction This Managed VPC Solution Pack shall apply to each Order placed under this Managed VPC Solution Pack and will remain in effect unless it is terminated or expires in accordance with the terms of the Governing Agreement ( Agreement ). In the event of any conflict or inconsistency between this Managed VPC Solution Pack and the Agreement, this Managed VPC Solution Pack will prevail with respect to the subject matter of this Managed VPC Solution Pack. General descriptions or references to particular services in this Managed VPC Solution Pack or elsewhere in the Agreement are subject to the more detailed descriptions below. DC will be obligated to provide Managed VPC Services only if Customer has also executed the Managed VPC Security Features Solution Pack, which describes the Base Security Services that are included in the Managed VPC Service. 1.2 Scope of Service DC will provide to Customer the Services described by this Statement of Work following submission of Orders. The Services consist of the provision of Physical or Virtual Servers, related storage and other resources, and support services, all as described below. Optional items and services are provided to the extent specified in an Order. Customer will use the Managed Services Portal to order Services offered under the Cloud Service Terms. A complete list of orderable items available in the requested data center can be viewed in the Managed Services Portal. Any Services ordered by the Customer in the Managed Services Portal that are not within scope of the Solution Pack(s) signed by the Customer will result in need for the Customer to sign an additional Solution Pack. The additional Solution Pack must be signed by the Customer before the Customer Order can be fulfilled. 1.3 Commencement of Services DC Responsibilities As part of Customer onboarding, DC will provide: a. At least one (1) representative authorised to act for DC and to serve as Customer s principal point of contact concerning the Services ( DC Authorised Representative ); b. Notice to the Customer when DC s Authorised Representative changes; c. Access to a virtual private compartment dedicated to Customer, isolated with Virtual Local Area Network (VLAN) technologies and protected by a dedicated virtual firewall according to the Managed VPC Security Features Solution Pack; and d. Notice to Customer when Customer s Services are available for use Customer Responsibilities Customer responsibilities include: DC Technology Page 3

4 a. Designating two (2) representatives (and backups to be used when designated representatives are unavailable) authorised to act for Customer and its Affiliates and to serve as DC s principal point of contact ( Customer Authorised Representative ); b. Providing notice to DC whenever Customer s Authorised Representatives change; c. Checking the Managed Services Portal regularly, and at least monthly to review notices provided by DC in accordance with the Agreement. d. Installation of software, tools, and utilities (other than software that DC is required to provide); e. Delivery to DC of license keys and/or other information as DC may reasonably request if required for DC to install Customer s software on a Virtual Server; f. Loading of Customer Data; g. Testing the Services; and h. Providing technical and other information as DC may reasonably request as necessary to perform Services. 1.4 Managed Services Portal Access Customer assumes responsibility for granting access to Portal Users through their identity management system or can request that DC grant access to Portal Users on their behalf. In all cases, the Customer is responsible for designating the individuals to be granted access to the Managed Services Portal or to revoke a Portal User s access for any reason. The Customer is responsible for all actions taken by a Portal User. 1.5 Network Access Customer is responsible for acquiring access to the Managed VPC network. This can be accomplished through a virtual private network (IPSec), dedicated circuits, the public Internet, or a combination of these means. All such network access shall comply with technical requirements communicated by DC, and are at Customer s expense. Once this connection is established, Services will commence and Customer will receive access to a virtual private compartment dedicated to the Customer that is initially provisioned with a single VLAN. Additional VLANs may be ordered via the Managed Services Portal. Networking service options for Managed VPC are further described in the Managed VPC Networking Solution Pack. 1.6 Managed Services for Virtual Private Cloud DC will provide Customer the following Services, subject to availability and in accordance with the terms of the Agreement and the applicable Order DC Responsibilities (Physical and/or Virtual Servers) DC responsibilities shall be as follows in accordance with the applicable Order: DC Technology Page 4

5 DC Responsibilities (a) (b) (c) (d) (e) (f) (g) (h) (i) (j) (k) (l) (m) Provide (i) Customer with access to the Physical and Virtual Servers, storage and other resources, (ii) through the standard connectivity option chosen by Customer, (iii) at the time(s) specified. Provide (i) Customer with temporary administrative access to the Physical and Virtual Servers, (ii) through the standard connectivity option chosen by Customer, (iii) at the time(s) specified. This temporary administrative access is limited to thirty (30) calendar days. Install operating system(s) under: (i) a DC provided Operating System License, or (ii) a Customer provided Operating System License (for Physical Servers or Virtual Servers on Customer Dedicated Virtual Host Clusters only.) Pre-configure Physical and Virtual Servers to provide application interconnects necessary to support Customer Middleware requirements. Provide and manage the Virtual Host (for Virtual Servers only). Maintain hardware in good working condition. This includes periodic upgrade and/or replacement of hardware as DC deems appropriate. Provide operating system support and maintenance. This includes periodic update of operating system(s) as DC deems appropriate. Monitor of the servers, DC supplied operating system, and DC s network (up to the Customer s entry connection point with DC). Provide a bandwidth capacity of 200 Mbps per Customer virtual firewall. Provide a virtual firewall instance with a capacity limit of 15,000 concurrent connections. Investigate outages, perform appropriate corrective action to restore the hardware, DC-supplied operating system, and related DC tools. Investigate outages reported by Customer, and perform appropriate corrective action to restore the server hardware, connectivity and operating system provided by DC. Deploy and update commercial antimalware tools, investigate Incidents, and Managed Servers Unmanaged Servers DC Technology Page 5

6 undertake remedial action necessary to restore servers and operating systems to operation. (n) Change the current DC defined Virtual Server configuration to a larger or smaller DC defined Virtual Server configuration if requested by the Customer. (For Virtual Servers using VMware only) Customer Responsibilities (Physical and/or Virtual Servers) Customer responsibilities shall be as follows in accordance with the applicable Order: Customer Responsibilities (a) (b) (c) (d) (e) (f) (g) (h) (i) Obtain and maintain the DC supported network access option chosen by the Customer. If it has elected to use its own Operating System License for a Physical Server or a Virtual Server on a Customer Dedicated Virtual Host Cluster, obtain (at its expense) such extensions, modifications, or additional licenses and support contracts as required by DC to provide the Services. Maintain operating system(s), using patches supplied by appropriate vendor(s). Install its non DC managed applications and Customer Data on data disks, rather than the system disk, and, if necessary, re-install its applications and Customer Data as needed following any outage. Perform all installations in accordance with requirements as communicated by DC. Correct any security concerns regarding Customer installed applications that are identified by DC vulnerability scans. If it has elected to install an Oracle or Microsoft SQL Server database managed by DC under a separately executed DC contract or statement of work, use such databases only on Unmanaged Servers. Deploy and update commercial antimalware tools, investigate Incidents, and undertake remedial action necessary to restore servers and operating systems to operation. Comply with the terms of all of its software licenses and support contracts including any open source license terms Managed Servers Unmanaged Servers DC Technology Page 6

7 1.6.3 Middleware Managed Services that apply to Middleware in its Order. See Section (Middleware License Terms). DC offers optional managed services for middleware platforms listed below to supplement your existing Managed VPC infrastructure. Middleware service options can change at any time and are subject to availability and may be limited to available releases. Middleware is subject to current license terms from the middleware provider as specified below License Terms The following license terms shall apply to any Customer ordered Middleware applications and tools listed below: Middleware Options Apache HTTP server, Apache Tomcat server, Apache ANT software JBOSS Wildfly software Visual Studio Community 2015 Software Java Software PHP OpenSSL Mozilla NSS Nginx Microsoft IIS Service Eclipse Service Jenkins Service Nexus Repository Manager Service License Terms Operating System License Terms Red Hat Enterprise Linux GNU Lesser General Public License available at: Microsoft Visual Studio 2015 License available at: Oracle license available at: icense/index.html Microsoft ISS Terms of Use at: Eclipse Public License available at: MIT Public License available at: Sonatype Master EULA available at: DC Technology Page 7

8 If Customer has elected to use Red Hat Enterprise Linux as its operating system, Customer agrees to review Red Hat s Software Subscription Agreement for End Users in the Cloud at: and that DC can supply Customer information to Red Hat if and when requested by Red Hat SUSE Linux Enterprise Server If Customer has elected to use SUSE Linux Enterprise Server as its operating system, Customer agrees to review SUSE Subscription Offering Terms and Conditions at: and that DC can supply Customer information to SUSE if and when requested by SUSE. 1.7 Additional Optional Services DC will provide the optional services specified in this section following Customer s submission of an Order and execution of the relevant Solution Pack. These optional services will be subject to the rates specified in the Managed Services Portal or in an Order and are subject to availability in the data center from which Managed VPC Services are provided to the Customer Customer Dedicated Virtual Host Cluster The Customer may order a Customer Dedicated Virtual Host Cluster in single or dual data centers which consists of: (i) two to eight DC defined and managed Virtual Hosts per data center; and (ii) DC defined Virtual Servers that can be managed by DC or the Customer. Virtual Hosts and Virtual Servers provided in a Customer Dedicated Virtual Host Cluster are not shared with other Customers. Customers can select DC defined Virtual Server sizes as required to run Customer applications. High applies to Customer Dedicated Virtual Host Clusters purchased in dual data centers only Virtual Server Snapshot Service for Customer Dedicated Virtual Host Cluster using VMware - Single Data Center The Customer may order the Virtual Server Snapshot Service for Customer Dedicated Virtual Host Clusters using VMware in single data centers. As requested by Customer, DC will: a. Create a new Snapshot of a Virtual Server, b. Remove the Snapshot and delete any associated storage, and c. Change the state of the Virtual Server to the state of the Snapshot. The Virtual Server Snapshot will be maintained by DC for up to 48 hours. The Virtual Server Snapshot can be removed earlier if the Customer requests removal of the Snapshot. This optional service is only available to Customers who have purchased a Customer Dedicated Virtual Host Cluster as described in Section 1.6.1(Customer Dedicated Virtual Host Cluster - Single Data Center) using VMware Windows OS Cluster - Single Data Center DC Technology Page 8

9 The Customer may order an OS Cluster which consists of: (i) two to sixteen DC defined and managed Physical Servers that are identically configured and (ii) a Windows Server operating system Linux OS Cluster - Single Data Center The Customer may order an OS Cluster which consists of: (i) two to four DC defined and managed Physical Servers that are identically configured and (ii) a Red Hat Enterprise Linux Server or SUSE Linux Enterprise Server operating system Dual Data Center Service In DC data centers designated by DC in the Managed Services Portal, the Customer may order: a. An OS Cluster, that consists of (i) a DC defined Physical Server configuration; (ii) running a Windows Server, Red Hat Enterprise Linux Server or SUSE Linux Enterprise Server operating system managed by DC; (iii) located in paired primary and secondary DC data centers to provide the Customer High ; or b. Managed or Unmanaged Virtual Servers that are configured by DC to provide the Customer High in the event of a data center failure Virtual Server Resizing Virtual Server resizing can be ordered for Unmanaged Virtual Servers using VMware. This service option allows the Customer to change the size of their existing VMware based Unmanaged Virtual Server to one with increased or decreased capacity as required to meet fluctuating workload demands. Any price change resulting from Virtual Server resizing will take effect when the resized Virtual Server becomes available for use. Resizing of an Unmanaged Virtual Server using this service will have no impact on Customer Data which will transition to the resized Virtual Server Managed VPC Virtual Server Suspend and Resume Managed VPC Virtual Server Suspend and Resume is an optional feature within the Managed Services Portal that allows the Customer to temporarily suspend (shut down) or resume (power on) any Unmanaged Virtual Server(s) using VMware. When an Unmanaged Virtual Server has been suspended, the only operations available to the Customer are to resume or terminate the Managed VPC Service for that Virtual Server. When a suspended Unmanaged Virtual Server is resumed, the Customer will be responsible for bringing the Virtual Server up to the current DC requirements for Unmanaged Virtual Servers. Recurring Charges will be reduced when Customer Managed Virtual Servers are suspended for more than one hour beginning at the top of the hour and are fully reinstated for resumed Unmanaged Virtual Servers. Customer s ability to resume a suspended Unmanaged Virtual Server can only be exercised within the term of the Agreement. Any suspended Unmanaged Virtual Server that is not resumed within the term of the Agreement will be subject to DC disengagement terms specified in Section and Customer rights to remove Customer Data and Customer software from the suspended Unmanaged Virtual Server will be revoked. DC Technology Page 9

10 1.7.8 Customer Provided VMware Virtual Server Image This service option allows the Customer to extend the catalog of Operating System Image choices that can be ordered by the Customer in the Managed Services Portal to include Customer provided Virtual Server images that the Customer has uploaded to the Managed Services Portal. Customer provided Virtual Server images are subject to DC formatting requirements and will only be available for ordering by the Customer in the DC data centers where the Customer has been on boarded. This service option is currently available for Unmanaged Virtual Servers using VMware. Customer provided Virtual Server images are limited to certain Operating Systems Images. Variable recurring Charges apply based on the size and number of Customer supplied Virtual Server images being hosted in the Managed Services Portal for Customer use only. 1.8 Maintenance Windows DC performs maintenance during two types of Maintenance Windows and provides notification of Maintenance Windows as set forth below: DC Maintenance Window DC Maintenance Windows are used to maintain Service provisioning and management systems. DC Maintenance Windows may be scheduled between 22:00 hours Saturday and 4:00 hours Sunday, local time at the relevant DC data center, and at other times outside DC local business hours, during nights, on weekends or holidays applicable to the DC data center. DC Maintenance Windows may occasionally be extended in DC s discretion (e.g., to accommodate major infrastructure changes) after notice to affected customers. The primary impact of this Maintenance Window, will be on the Managed Services Portal and provisioning of new services, which may not be available during a DC Maintenance Window Customer Maintenance Window Customer Maintenance Windows are used to maintain the Customer s Managed VPC systems (e. g., VM s, Physical Servers, FW, Load Balancers, etc.). Customer Maintenance Windows may be scheduled for servers and other infrastructure provided to Customer as part of the Services at the same time as DC Maintenance windows or at other times as communicated by DC. DC maintains a twelve month rolling schedule of Customer Maintenance Windows that can be made available to the Customer upon request. The Customer may experience scheduled down time during Customer Maintenance Windows Maintenance Window Notifications DC will notify the Customer of any Maintenance Window that might impact Customer s use of Managed VPC systems. 1.9 Customer Audits Notification and Scope Requirements Upon request, after at least thirty (30) days notice, Customer s auditors and regulatory auditors may have electronic or logical access to Customer Data and Customer s dedicated environments in order to audit Customer s DC Technology Page 10

11 systems, data, controls, and other matters pertinent to Customer s business. Customer is not permitted to audit anything covered by a DC conducted audit for the Managed VPC Service offering as described in the Managed VPC Security Features Solution Pack Audit Frequency Customer may conduct a single annual audit (absent unusual circumstances, such as investigations that may warrant additional audits). If Customer is unable to provide thirty (30) days notice for an audit requested and performed by a regulatory auditor, DC may agree to a shorter notice period. Upon request, Customer may have physical access to DC facilities and will be escorted by DC personnel. DC will, in its reasonable discretion, charge a daily rate for Customer requested audits and audit support Audit Procedure Customer s auditors and regulatory auditors shall enter into confidentiality and other appropriate agreements reasonably requested by DC. Customer shall provide audit software to DC for review and approval at Customer s expense prior to installation. Customer s auditors shall have no access to any shared infrastructure or to data concerning other DC customers or DC operations. Customer s auditors may not be competitors of DC or its Affiliates. Customer s audits are at Customer s sole expense Support Services Liaison between DC and Customer Customers can contact DC to submit support tickets related to Incidents or services requests via the Managed Services Portal or by contacting the DC Operations Center ( Operations Center ). The Operations Center is open three hundred sixty-five (365) days a year, twenty-four (24) hours a day, seven (7) days a week and can be contacted by telephone or through a secure internet website. The secure internet website is the preferred method for contacting the Operations Center. The Customer can designate up to five (5) representatives authorised to contact the Operation Center. Customer may replace any of these designated representatives by giving notice to the Operations Center. The Operations Center conducts business in English Incident Management When Incidents are either detected by DC or reported by Customer, DC will: a. Classify Incidents according to the following priorities: Priority Description Examples Customer Updates Priority 1 Emergency Incident Site down, degraded single point of failure, site security breach, etc. Initial acknowledgement within 15 minutes and hourly updates thereafter DC Technology Page 11

12 Priority Description Examples Customer Updates Priority 2 Priority 3 Priority 4 Business critical Incident Important Incident requiring action within twelve (12) hours Standard Incident requiring action within one (1) Business Day Site degradation not related to single point of failure, suspected security vulnerability, etc. Preventive work, such as restarting servers, troubleshooting errors, etc. Routine preventive work Initial acknowledgment within 30 minutes and updates every two (2) hours thereafter When scheduled and at status change thereafter (e.g., completion) When scheduled and at status change thereafter (e.g., completion) b. Investigate the causes, undertake appropriate remedial action to restore affected Services as quickly as reasonably possible and in compliance with applicable Service Levels, and thereafter take appropriate action to prevent recurrence. Remedial action may include workarounds and later corrective action. c. Inform Customer of the status of Incidents reported by Customer at the intervals specified above and otherwise at reasonable intervals in accordance with DC s standard practice. d. Inform Customer of the resolution of Incidents reported by Customer (subject to reopening if the resolution is unsuccessful). Resolution may include determinations that Incidents were caused by defects in Customer s software or data, user errors, or other matters outside the scope of the Services and DC s responsibility Disengagement Beginning ninety (90) days before the Agreement and/or this Solution Pack is scheduled to expire or promptly following issuance of notice to terminate the Agreement, this Solution Pack, and/or an Order for Services, the Parties shall have the following responsibilities DC Responsibilities DC will: a. Give periodic notice to Customer of pending expiration or termination of the Agreement and/or Solution Pack resulting in cessation of Service. b. Provide any backup and restore or archive services the Customer has purchased under the Managed VPC Backup and Recovery Solution Pack where additional requirements applicable to expiration or termination of these services are provided. Requests for these services must be made prior to termination of the Agreement, this Solution Pack or cancellation of an Order. DC Technology Page 12

13 c. Ensure Customer Data associated with an Order is removed from all storage media (including backups, if any) or rendered unreadable upon cancellation of that Order. The method used to remove Customer Data from storage media varies based on the type of storage being used. d. Following expiration of the Agreement or this Solution Pack, DC will honor open Orders during a grace period for up to ninety (90) days. No new Orders will be accepted during the grace period until/if the Agreement is renewed. If the Agreement is not renewed before completion of the grace period, all open Orders will be cancelled and Customer Data will be removed as noted above. Service Charges will continue to apply until completion of the grace period, cancellation of any open Order(s), or transition to a renewed Agreement; whichever occurs first Customer Responsibilities Customer will in a timely manner: a. Provide notice to DC of Customer s termination of the Agreement and/or this Solution Pack in accordance with the applicable termination and notice provisions of the Agreement; b. Remove all Customer Data and Customer software prior to cancellation of an Order in the Managed Services Portal once all minimum Order term commitments have been met; and c. Disconnect from the DC data center. DC Technology Page 13

14 2. Service Levels 2.1 Overview This Section 2 describes Service Levels for Managed VPC Services, the manner in which they are measured and reported, and the consequences of Faults. 2.2 Measurement and Reporting Effectiveness Service Levels are measured and reported from the time servers are made available for Customer use. Service Credits may be assessed for Faults beginning within the first full calendar month thereafter Service Level Reports DC will provide reports of Service Level performance and applicable Service Credits, if any, including relevant calculations. Service Level performance calculations are based on as defined in the Cloud Terms Glossary. For Managed Servers, monthly Service Level reports are made available to the Customer in the Managed Services Portal. For Unmanaged Servers, reports will be provided to the Customer upon request and Service Level Commitments are provided up to the hypervisor for Virtual Servers and up to the hardware on Physical Servers. 2.3 Service Levels and Credits Service Level Commitments DC will meet or exceed the applicable Service Levels as specified below. Any Service delivery requirements that fall outside criteria specified below will not be subject to any Service Level commitments. Service Level performance is based on, which is calculated as: (Scheduled Infrastructure Uptime minus Unexcused Infrastructure Downtime) divided by Scheduled Infrastructure Uptime. The Service Requirements column in the following table lists the service options that the Customer must elect and obtain in order to qualify for that Service Level Managed Server Service Levels Service Level Name Service Level Description Service Requirements Service Level Service Credit Standard 99.00% Two times the applicable for the affected Physical Server, pro-rated for the duration of the Unexcused Infrastructure Downtime. SL Tier 2 (Option A) Single Data Center Available: (1) Physical Server, (2) storage for the Physical Server, and (3) operating system installed on the Physical Server Managed Physical Servers and associated DC Technology Page 14

15 Service Level Name Service Level Description Service Requirements Service Level Service Credit Standard 99.90% Two times the applicable for the affected Virtual Server, pro-rated for the duration of the Unexcused Infrastructure Downtime 99.95% Two times the applicable for the affected OS Cluster, pro-rated for the duration of the Unexcused Infrastructure Downtime 99.95% Two times the applicable for the affected Virtual Server, pro-rated for the duration of the Unexcused Infrastructure Downtime 99.99% Two times the applicable for the affected OS Cluster, pro-rated for the duration of the Unexcused Infrastructure Downtime % Two times the applicable for the OS Cluster, pro-rated for the duration of the Unexcused Infrastructure Downtime 99.95% Two times the applicable for the affected Virtual Server, pro-rated for the duration of the Unexcused Infrastructure Downtime SL Tier 2 (Option B) Single Data Center SL Tier 3 (Option A) Single Data Center SL Tier 3 (Option B) Single Data Center SL Tier 4 (Option A) Dual Data Center High SL Tier 4 (Option B) Dual Data Center High SL Tier 4 (Option C) Dual Data Center Available: (1) Virtual Server, (2) storage for the Virtual Server and (3) operating system installed on the Virtual Server Available: (1) OS Cluster Available: (1) Virtual Server, (2) storage for the Virtual Server, and (3) operating system installed on the Virtual Server Available: (1) OS Cluster Available: (1) OS Cluster Available: (1) one Virtual Server, (2) storage for the Virtual Server, (3) operating system installed on the Virtual Server Managed Virtual Servers and associated Windows OS Cluster or Linux OS Cluster and associated Managed Virtual Servers and associated OS Cluster including two Physical Servers and associated OS Cluster including four or more Physical Servers and associated Managed and associated Note: DC does not offer an SL Tier 1 option for Managed VPC Service. DC Technology Page 15

16 2.3.3 Unmanaged Servers Service Level Name Service Level Description Service Requirements Service Level Service Credit Standard 99.00% Two times the applicable for the affected Physical Server, pro-rated for the duration of the Unexcused Infrastructure Downtime % Two times the applicable for the affected Virtual Server, pro-rated for the duration of the Unexcused Infrastructure Downtime 99.95% Two times the applicable for the affected Virtual Server, pro-rated for the duration of the Unexcused Infrastructure Downtime 99.90% Two times the applicable for the affected Virtual Server, pro-rated for the duration of the Unexcused Infrastructure Downtime SL Tier 2 (Option A) Single Data Center SL Tier 2 (Option B) Single Data Center SL Tier 3 (Option B) Single Data Center SL Tier 4 (Option C) Dual Data Center Available: (1) Physical Server, and (2) storage for the Physical Server Available: (1) Virtual Server, and (2) storage for the Virtual Server Available: (1) Virtual Server, and (2) storage for the Virtual Server Available: (1) one Virtual Server, and (2) storage for the Virtual Server Unmanaged Physical Servers and associated Unmanaged Virtual Servers and associated Unmanaged Virtual Servers and associated Unmanaged Virtual Server and associated Note: DC does not offer an SL Tier 1 option for Managed VPC Service Service Credits In the event of a Fault, the Customer will receive compensatory credit to its Managed Services Portal account in an amount equal to two times the applicable Charges (in the for the affected Physical or Virtual Server or the OS Cluster, pro-rated for the duration of the Unexcused Infrastructure Downtime. For example, if DC fails to meet the SL Tier 2 (Option A) Service Level due to two hours of Unexcused Infrastructure Downtime of a Physical Server, Customer will receive a credit equal to four (4) hours Charges for that server. Credits are usable for future Orders or can be applied to a future invoice for Services but expire twelve (12) months after issuance. Service Credits are Customer s sole remedy for Faults except in case of material breach. DC Technology Page 16

17 3. Charges In consideration for the Services described by Section 1 (Statement of Work) as DC responsibilities, Customer agrees to pay the Charges specified below. Customer remains responsible for all of its other costs and expenses related to receipt and use of the Services, including (without limitation): (i) telecommunications infrastructure and service charges (except to the extent covered by optional leveraged Internet service); and (ii) license, support and other charges for software of all kinds (excluding only software that DC expressly agrees to provide). 3.1 Charges Generally Customer will be charged for servers, storage, optional services and other resources when those resources become available for Customer use. DC reserves the right to increase Charges to support significantly outdated technology or software One-Time Charges One-time Charges consist of the Unit Charge less any applicable volume discount. One-time Charges will be invoiced in the next monthly invoice following DC delivery of the Service that is subject to a one-time Charge Recurring Charges Recurring Charges consist of (i) Unit Charges specified in the Managed Services Portal for Orders that are accepted by DC for servers, storage, optional services, and other resources (ii) times the relevant volumes of resources then in use (iii) less any applicable volume discount. Recurring Charges continue until the Service is cancelled by the Customer after any minimum order term that applies under Section 3.3 (Minimum Order Term Commitments) has been met. Customer billing may be in daily or hourly increments. Recurring Charges will be pro-rated on a daily or hourly basis for partial months Unit Charge Adjustments Unit Charges for Managed VPC Services are market based and may be adjusted by DC in the Managed Services Portal as DC deems necessary to align with then current market based pricing for equivalent cloud Any market based pricing adjustments made by DC resulting in increases or decreases to Unit Charges will be applied to all future and open Orders, as applicable, beginning with the next monthly invoice issued to the Customer. For Managed VPC Services available for order in the Managed Services Portal, Unit Charges specified in the Managed Services Portal will prevail and the Pricing Schedule provided for such Services attached to this Managed VPC Solution Pack is for information purposes only. For Managed VPC Services not available in the Managed Services Portal, Unit Charges will be specified in a separate Pricing Schedule attached to this Managed VPC Solution Pack. 3.2 Service Volume Discount DC s Unit Charges for Managed VPC Services will, as applicable, be reduced by a volume based discount percentage as provided in this section. DC Technology Page 17

18 a. The initial discount will equal the applicable discount rate percentage listed in the table below based on the corresponding monthly quantity of Operating System Images initially ordered by Customer. The initial discount will be set on the Managed VPC Solution Pack Effective Date. b. Thereafter, the discount rate applicable to DC s Unit Charges will be determined as follows: i. Beginning with the first full three months after the Managed VPC Solution Pack Effective Date and for each three month period thereafter within the term of the governing Agreement, DC will determine the actual quantity of Operating System Images procured by Customer in all data centers under the Managed VPC Solution Pack. ii. After the end of each such three-month period, the discount will equal the applicable discount rate percentage corresponding to the lowest monthly quantity of Operating System Images procured by the Customer during such three-month period. If that lowest monthly quantity of Operating System Images is less than the monthly quantity of Operating System Images initially ordered by Customer, then for six months following the end of such threemonth period, the discount rate percentage will not be increased above the discount rate percentage corresponding to that lowest monthly quantity (regardless of higher actual quantities of Operating System Images). Volume Discount Monthly Quantity of Operating System Discount Rate Images % % % % % % % % 1000 and above 18.0% 3.3 Minimum Order Term Commitments The following minimum term commitments apply when any of the following Services are purchased: Service Minimum Order Term Customer Dedicated Virtual Host Cluster One (1) Year Physical Server Virtual Server (including those used in a Customer Dedicated Virtual Host Cluster) One (1) Month One (1) Day DC Technology Page 18

19 The Order term begins when the Service is first made available to the Customer. 3.4 Termination Charges Customer is responsible for any minimum term commitments specified in Section 3.3 (Minimum Order Term Commitments) applicable to the Service purchased. Customer can terminate Services subject to the following prior notification requirements: Server Type Physical Server(s) Minimum Prior Notice Thirty Days Virtual Server(s) Upon notification [NOTE: Customer is charged for full day or full hour based on the applicable billing increment as noted in Section (Recurring Charges)] If Customer terminates any Managed VPC Service that is subject to a minimum term commitment prior to completion of the minimum Order term, it shall be liable for an amount equal to the full Charges for such Managed VPC Services for the remaining Service period within the minimum Order term. Customer acknowledges that this amount is reasonable, represents a reasonable estimate of actual damages, and constitutes liquidated damages for Customer s failure to complete the initial minimum term (rather than a penalty). DC Technology Page 19

20 Solution Pack Revision History Offering: Managed Services for Virtual Private Cloud (Commercial End User) Solution Pack Version# Offering Release# Revision Date Section Reference(s) V1.0 R Dec Description of Change V1.1 R Dec-2016 All Conversion from Hewlett Packard Enterprise to Enterprise Services, LLC as contracting party. V2.0 R Apr-2017 All Conversion from Enterprise Services LLC to DC Technology All Applied updates from Cloud Terms Glossary 1.4 Added Managed Services Portal Access terms to clarify Customer Responsibilities 1.5 Clarification of responsibilities related to Network Access Clarified use of Managed Services with Middleware options Adjusted to include dual data center and use of Virtual Host versus Physical Server 1.10 Updated process and responsibilities for Support Services V2.1 R Removed incorrect language added in V9.0 release. 1.8 Clarification regarding management of Maintenance Windows. V2.2 R Sep DC Technology Page 20