SaaS Solution Terms & Conditions
Metallic’s SaaS Solution is the “easy button” for cost-effective, secure and scalable data management, backup and security, with a single command center, enabling organizations to deliver on data protection strategies. Built with layered, air-gapped cloud security, secure and restrictive account access and data isolation, Metallic’s SaaS Solution provides ease you can trust.
1. Getting Started. As a Customer you will register a Commvault account and provide Commvault with accurate and complete information (the “Customer Account”). Customers may authorize one or more of its employees, consultants, vendors or agents (collectively, “Authorized Users”) to access and use the SaaS Solution on Customer’s behalf. Each Authorized User will establish or be provided a username and password, and may also establish or be provided other access credentials, such as an encryption key (the “Access Credentials”). Customer acknowledges that its Authorized Users have full access to and management privileges of its Customer Account(s) and Customer Data. The term “Customer” is intended to include its Authorized Users for the purposes of the Terms.
3. Global Availability and Support.
- 3.1 Global Service and Support. Commvault is proud to administer the SaaS Solution from global geographic locations that best suit our Customers’ needs. Where applicable and subject to data center availability, Customer Data will be backed up to a data center located in Customer’s country of origin, or in a geographic location selected by Customer. For additional information, refer to the SaaS Solution configuration portal. Commvault is pleased to provide Customers with the support program for the SaaS Solution as set forth at Metallic Support. The support terms are incorporated by reference and may be modified from time to time in Commvault’s sole discretion. Communications related to support of the SaaS Solution may be sent to email@example.com.
- 3.2 Global Availability. The SaaS Solution is available at least 99.9% of the time measured on a monthly basis (“Uptime”). The Uptime does not apply to any downtime due to: (i) any emergency or planned maintenance, repair, or upgrade; (ii) issues or failures with Customer’s or its service providers’ services, applications, software, hardware or other components not supplied by Commvault; (iii) third-party attacks, intrusions, distributed denial of service attacks or force majeure events, including those at Customer’s site or between Customer’s site and data centers made available through the SaaS Solution; or (iv) Customer’s acts or omissions in violation of these Terms. In the event of Commvault’s Uptime failure, Commvault shall: (i) use commercially reasonable efforts to provide Customer with an error correction or work-around that corrects the Uptime failure; and (ii) provide Customer with a credit as set forth in the table below (a “Service Credit”), provided such Service Credit is approved by Commvault, such approval not to be unreasonably withheld. For the avoidance of doubt, service providers are not eligible for Service Credits. Within thirty (30) days of the downtime incident, Customer must submit a Service Credit claim to Commvault with all information necessary for Commvault to validate such claim, including: (i) a detailed description of the incident; (ii) information regarding the time and duration of the downtime; and (iii) a description of the attempts to resolve the incident. Service Credits will be applied to Customer’s next invoice. Customer is not eligible for any Service Credits if Customer’s use of the SaaS Solution is free of charge. This is Customer’s sole and exclusive remedy for any Uptime failure.
|SaaS Solution Availability||Service Credit|
|Less than 99.9%||10%|
|Less than 99%||25%|
- 3.3 Hosted Services. To the extent Customer uses Commvault’s hosted storage, Customer acknowledges that such hosted storage is provided by Microsoft Azure Cloud Computing Services or, for U.S. federal government customers, Microsoft Azure for US Government. Customer’s use of hosted storage services is subject to the then-current Microsoft Online Subscription Agreement(s) available at the following links: Azure and Azure for US Government. To the extent Customer uses its own hosted storage provider, the terms of such hosted storage provider shall govern. Customer is solely responsible for retention policies and any other policy settings, schedules, and configurable parameters applied to Customer Data, including implementing its own specific retention policies.
4. Data Privacy & Security.
- 4.2 Access. Customer data privacy and security is Commvault’s priority. At times, Commvault may be required to access or disclose Customer Data: (i) to provision the SaaS Solution to Customer pursuant to these Terms; (ii) to respond to a validly issued subpoena, an investigative demand or warrant; (iii) to investigate or prevent security threats, fraud, or other illegal, malicious, or inappropriate activity; (iv) to enforce or protect Commvault’s rights and properties or those of its affiliates or subsidiaries; or (v) with the informed consent of the data subject. In the event Commvault is required to access Customer Data, Commvault shall not disclose Customer Data to third parties without Customer’s consent or instruction, unless prohibited by law.
- 5. Term. Commvault initiates activation of the SaaS Solution upon receipt of a valid purchase order, by providing Customer with access to an account (the “Activation Date”). The term of Customer’s subscription to the SaaS Solution shall begin on the Activation Date and continue as set forth on the applicable purchase order (the “SaaS Solution Term”). The SaaS Solution Term shall renew for an equal term unless either party provides written notice of non-renewal sixty (60) days prior to the renewal date.
- 6. Customer Acknowledgments. Customer agrees: (i) Customer and its Authorized Users will keep Access Credentials confidential, and Customer remains responsible for the acts and omissions of its Authorized Users and any activity that occurs under its Customer Account(s) using the Access Credentials; (ii) Customer will use the most current version of the SaaS Solution at all times, unless otherwise agreed in writing; (iii) Customer is responsible for the security of its Customer Data if Customer disables any encryption or other security feature within the SaaS Solution; and (iv) Customer is responsible for maintaining its own internet and data connections, and components of the SaaS Solution that are accessed or used through internet connections and may be subject to Customers’ internet service providers fees and downtime. Customer acknowledges Customer Data may not be available if: (i) Customer’s initial backup and replication is not properly completed by Customer; (ii) Customer deletes Customer Data and does not restore it after deletion pursuant to Customer’s data retention policies; (iii) Customer selects incorrect or inappropriate retention policies within the SaaS Solution; (iv) Customer’s IT environment is unable to secure a connection with Commvault’s servers or network; or (v) Customer fails to follow Commvault’s technical requirements and the Documentation for utilizing the SaaS Solution, including installing updates, or failing to periodically test Customer’s backups and restores, or ensure that Customer Data is protected and not otherwise corrupted.
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