At the Effective Date of this Plan, Think will invoice and collect payment for any known set-up fees and the first month of Services associated with this Plan. This payment must be received before any Service under this Plan can be planned or delivered.
(a) Under this Plan, Think Technologies agrees to provide a managed service intended to backup Target Partitions as listed above. A Target Partition is defined as the area of a server’s hard disk subsystem to be backed-up by Think-Backup pursuant to this Addendum, and listed on the Think-Backup Plan by server and partition name. Additional details regarding the Think-Backup Service are in the attached Appendix B.
(b) Think-Backup’s monthly fees include the managed backup of the Target Partitions, the configuration of the backup solution, and any/all related licensing costs of the implemented backup solution.
(c) One (1) hour per month of the Restoration of files, file systems, and operating systems is covered by the Think-Backup services Plan. Any additional hours for restorations are billed at the Think Technologies Support rate unless the Client has also chosen a Managed Services Plan which covers the component requiring the restoration.
(d) Client will provide to Think Technologies a list detailing the specific software, data, directories and/or folders which are to be backed up by Client’s data backup systems. Client agrees and understands that without such details on file, Think Technologies cannot be held responsible for failure to back up a specific partition, drive, directory or file.
(e) Think’s Backup Verification is strictly a methodology used in an attempt to minimize the possibility of having a failing backup subsystem that goes un-noticed. Client will not hold Think responsible for any losses due to the failure of any backup subsystem, including the backup hardware and/or software, whether the problem was detected by Backup Verification or not, including any problems such as data loss which could have been corrected and possibly avoided had Think responded in a more timely manner or taken other actions.
(f) Any Client backup data stored on the Think-Backup appliance and/or at any off-site datacenter(s) remains the sole property of Client. If Client terminates services in accordance with this Addendum, Think will assist Client in the orderly termination of services. All services to transfer Client’s data per Client’s instructions will be billable and Client agrees to pay Think for these services in accordance with the Agreement.
(a) Off-site Data Mirroring (ODM) is an optional service. Client understands and agrees that, if it has selected ODM, the amount of storage used each month may vary as the size of the Target Partition(s) change. Therefore, Client will be billed and agrees to pay for ODM storage based on usage or for any amount exceeding any bundled or included amount. Client also understands and agrees that Think procures the ODM-related storage from a third party supplier and therefore pricing and how it is priced is subject to change from time to time. Client agrees to pay the then-current prices for ODM storage.
(b) If Client has acquired ODM, it has the ability to request recovery from a Catastrophe (defined in Appendix A). This typically occurs in the event that both a Think-Backup appliance and the Target Partitions become unavailable for any reason. If Client requests this recovery service, Client agrees to pay all applicable freight, shipping charges and a $500 activation fee which will includes 14 days of usage on the new appliance.
(c) If Client has acquired ODM, Think may make available a plan which includes unlimited ODM storage. The term “unlimited”, in this case, means that Client may utilize as much ODM storage as the storage capacity of their Think-Backup appliance. Client agrees and understands that using the maximum amount of storage on their Think-Backup appliance will reduce the number of local copies of the Target Partition(s) retained by the Think -Backup appliance and therefore limit its ability to retain and/or restore previous versions of Client’s data.
(d) Client understands that ODM is limited by the Clients available internet bandwidth and the Client’s requested business day throttling of said bandwidth. Think Technologies will make efforts to notify a client if ODM services are unable to stay current with the required levels of data transfer. The Client is responsible for allowing reduction of throttling limitations or provisioning additional internet bandwidth at their cost.
(e) ODM services are designed around the storage requirements of active backup chains only. Activate backup chains are defined as a backup chain to which the new images/snapshots are being added. Any inactive chains can be removed from ODM at the discretion of Think Technologies after 30 days of inactivity.
Think will use diligent efforts to meet the response times and service level targets, as detailed in Appendix A of this Plan. Response Time is defined as the period of time between a malfunction being reported to the Help Desk or Help Desk becoming aware of a malfunction and Think beginning the resolution process. Resolution means removal of the issue by updating or configuring system software, arranging for the delivery of a replacement component, or providing other workaround. All Response times are based on regular working hours.
A formal disaster recovery or business continuation plan is NOT covered under this Plan. Although the services to be provided under this Plan are designed to provide managed IT continuity and will, under certain conditions, provide the ability to recover from certain disasters, it should in no way be considered a formal disaster recovery or business continuity plan. If Client requires a true disaster recovery or business continuity plan, including testing of the plan, Think can assist Client with the development of such a plan. All time spent in the development and testing of this plan would be billable as Professional Services.
The following items, fees, and/or services are excluded from the Service:
(a) Target Partitions which are not supported by the software in use by Think Technologies.
(b) The cost of any parts, equipment, or shipping charges of any kind
(c) Third-party software license fees, renewal fees, or upgrade fees of any kind (except in connection with software provided by Think in support of the Service)
(d) The cost of any third-party vendor or manufacturer support or incident fees of any kind
(e) The cost to bring Client’s environment up to minimum standards required for Service
(f) Service and repair made necessary by the alteration of modification of equipment other than that authorized by Think, including alterations, software installations or modifications of equipment made by Client’s employees or anyone other than Think.
(g) Programming (modification of software code) and program (software) maintenance unless as specified
(h) Training Services of any kind
(i) Moving hardware from one physical location to another physical location, interoffice or intra-office.
(a) Think-Backup Service is limited to restoring a Target Partition to its last state or Client-selected prior state if available. Client understands that it is possible for the Target Partition(s) to contain corrupted data and that corruption will be backed up to the Think-Backup appliance, in which case one or more and possibly all datasets backed up by the Think-Backup appliance could be corrupted and unusable.
(b) Think may provide monitoring as part of the Think-Backup Services in an attempt to minimize down-time and increase awareness to potential troubles with the Think-Backup appliance or its functionality. Think will not be responsible for any losses due to Think-Backup Services failing to report a problem, failure of the automated notification system, any other failure of a hardware or software process, or the failure of a technician to resolve an issue prior to the damage or loss of data.
(c) Think has certain methodologies in place which are strictly used in an attempt to minimize the possibility of having a failing Think-Backup subsystem that goes un-noticed. Client will not hold Think responsible for any losses due to the failure of any Think-Backup subsystem, including the backup hardware and/or software, including any problems which could have been corrected and possibly avoided the loss of data had Think taken actions other than those taken to resolve the problem.