Last Modified: August 2021

This Colocation Services Addendum (this “Addendum”) is the current version of the Addendum by and between the Company (as defined in the “Master Services Agreement Schedule 1 — Definitions” found here), and the individual or entity who is designated as the “Client” when clicking through to accept these terms online or when signing on the signature page attached hereto (“Client”). Company and Client may be referred to individually as a “Party” and collectively as the “Parties” in this Addendum. Capitalized terms used, but not otherwise defined in this Addendum, shall have the meanings set forth in the MSA. All of the SLAs set forth in this Addendum are subject to the provisions of Section 5 of this Addendum.

1. Facility and Space

1.1. License
Subject to the terms of this Addendum, Company hereby grants a limited license for Client to occupy or use certain space within an Company data center (the “Facility”), as more particularly described in one or more SOFs between the Parties (the “Space”), to colocate hardware, software, and other equipment owned, licensed, or leased by Client or its designees and utilized by Client to receive the Services (the “Client-Provided Equipment”). Nothing in this Addendum or otherwise shall be deemed to be a grant of any property rights except for the limited license set forth in this Addendum.

1.2. Maintenance and Other Obligations
Company shall perform such environmental systems and power plant maintenance and janitorial and other services as are reasonably required to maintain the Facility and the Space in good condition suitable for the placement of Client-Provided Equipment. EXCEPT AS EXPRESSLY STATED IN THIS ADDENDUM, THE SPACE IS DELIVERED AND ACCEPTED “AS-IS.” The Facility will be monitored twenty-four (24) hours per day, seven (7) days per week with card key access and will have conditioned power (using UPS systems with back-up power generator capability).

1.3. Occupancy and Access
Client may occupy the Space and place (at its own expense) Client-Provided Equipment in the Space. Except in connection with permitted assignments of the MSA, Client may not sublicense, sublet, rent, sell, or otherwise assign or transfer any of its use, occupancy, or other rights under this Addendum to any third party without Company’s prior written consent, which consent may be withheld in Company’s sole discretion. Prior to accessing the Space for any purpose, Client shall provide Company (and shall keep up to date) a list of Client’s employees, agents, and contractors who will be entering the Facility on behalf of Client (“Invitees”). Invitees may access the Space at any time upon reasonable advance notice to Company, subject to Company’s security and access policies. In its sole discretion, Company may require the removal of any Invitees from the Facility or restrict Invitees’ access to the Facility. Client shall, and shall cause its Invitees to, comply with the Policies and abide by all posted rules (online or otherwise) relating to the use of and access to the Facility and the security measures related to the Facility. Client shall be fully responsible for the acts and omissions of its Invitees, including any breach by Invitees of any of Client’s obligations under this Addendum or the MSA. Client shall be responsible for the cost of replacing all lost or stolen access cards, keys, and other access or security devices and for all related damages to the Facility or otherwise.

1.4. Equipment Installation and Removal
Prior to installation of Client-Provided Equipment in the Space, Client shall provide to Company a list and description of all Client-Provided Equipment. Client-Provided Equipment shall be installed, operated, inspected, maintained, repaired, replaced, and removed (i) only by qualified agents of Client who are properly insured and licensed and (ii) in a safe and workmanlike manner. If Client requires use of the Facility’s loading dock and/or routine assistance of Company personnel, Client shall provide a minimum of two (2) business days (or such other period as Company determines is reasonable under the circumstances) prior written notice to Company to accommodate scheduling of such resources. Client shall not permit any liens to be placed against all or any portion of the Facility or any equipment or property of Company. Notwithstanding anything to the contrary herein, Client shall not remove Client-Provided Equipment from the Space (including upon expiration or termination of this Addendum) without prior notice to Company and, except when Client is substituting Client-Provided Equipment, receipt of confirmation from Company that no amounts are due and payable to Company.

1.5. Alterations
Client shall not alter the Facility or Space, including cabling and power supplies, without Company’s prior written consent, which consent may be conditioned on Company’s receipt and approval of Client’s plans and specifications for any such alterations. All fixtures, additions, repairs, buildouts, or other alterations in or to the Space shall be part of the Facility and Client shall not remove such fixtures unless required by Company, which removal shall be at Client’s expense. Within fifteen (15) days following termination or expiration of this Addendum or the MSA, Client shall remove all Client-Provided Equipment from the Facility and shall, at Company’s request, restore (at Client’s expense) the Space to its condition as of the Commencement Date, reasonable wear and tear excepted (or, if Company prefers, compensate Company for the cost of any such restoration). Client shall return to Company all access devices upon completion of such removal and/or restoration. If Client fails to complete any removal and/or restoration, Company may do so at Client’s expense. Any Client-Provided Equipment remaining in the Facility after such fifteen (15) day period may, at Company’s sole discretion, be removed, stored, or disposed of at Client’s expense in any manner Company determines, with any proceeds applied to any unpaid amounts owed to Company. Exercise of any of the foregoing rights by Company shall not relieve Client of any of its payment obligations under the MSA.

1.6. Certain Responsibilities
Client is responsible for any necessary cabling from the junction panel provided by Company to Client-Provided Equipment. Client is solely responsible for all Client-Provided Equipment, including, without limitation, any incompatibility of Client-Provided Equipment with the Facility or Company’s equipment or network. Company and its designees may observe the activities of Client and Invitees in the Facility and the Space and may visually inspect Client-Provided Equipment at any time. Client shall protect and maintain in good order Client-Provided Equipment and shall ensure that neither Client nor any Invitees uses any Client-Provided Equipment, products, tools, materials, or methodologies or acts in any way that, in Company’s sole judgment, might harm, endanger, or interfere with the Services, Facility, or Space or the personnel or property of Company, its vendors, or other Clients. Company may take any action Company determines is appropriate to prevent any actual or potential harm, endangerment, or interference.

1.7. Right to Disconnect and Remove
If Client fails to pay Company any amounts due and such failure continues for more than ten (10) days, Company may disconnect and remove any or all Client-Provided Equipment from the Space (including any data and/or software thereon) and store any Client-Provided Equipment for a period not to exceed three (3) months and assess Client reasonable charges for such storage. Upon conclusion of the applicable storage period, Company may, at Client’s expense, dispose of Client-Provided Equipment in any manner Company determines and may apply any proceeds to any unpaid amounts owed to Company. Company’s rights shall not be limited to the foregoing, and Company’s exercise of any of the foregoing shall not relieve Client of any of its payment obligations under the MSA.

1.8. Security
Unless otherwise set forth in detail in an SOF, the physical protection measures provided by Company shall consist solely of certain physical locks, security checks, and monitoring at the Space. Client’s use of the Services shall constitute acknowledgment of the sufficiency of such protection measures. CLIENT ACKNOWLEDGES AND AGREES THAT THE SECURITY SOLUTIONS PROVIDED AS PART OF THE SERVICES DO NOT GUARANTEE NETWORK SECURITY OR PREVENT SECURITY INCIDENTS, ARE NOT INTENDED TO BE A COMPREHENSIVE SECURITY SOLUTION, AND ARE CONSIDERED TO BE SERVICES FOR WHICH COMPANY LIMITS ITS LIAIBLITY AND DISCLAIMS WARRANTY AS PROVIDED IN THE MSA.

1.9. Compliance with Underlying Agreements; Relocation
Upon Company’s notice to Client, Client shall take all actions reasonably necessary to comply with the requirements of any lease, mortgage, or other similar underlying agreement or instrument related to or encumbering the Facility. Company may relocate Client-Provided Equipment within the Facility with at least ninety (90) days’ (or less in case of an event of Force Majeure) prior written notice to Client. Company will bear the reasonable costs of packing, unpacking, and transporting Client-Provided Equipment for any relocation required by Company. Company will use commercially reasonable efforts to minimize interruption of the Services during a relocation. Notwithstanding the foregoing, if Company is required to relocate Client-Provided Equipment because of Client’s breach of its obligations hereunder or the negligence, gross negligence, or willful misconduct of Client or Invitees, all relocation costs (including, but not limited to, standard fees charged by Company for such relocation) shall be paid by Client. Upon Client’s written request, Company, in its sole discretion, may agree to relocate Client-Provided Equipment to another Company location of Client’s choice, at Client’s sole expense.

1.10. Power and Temperature
Company shall provide Client with the power configuration within the Space as specified in the SOF. Company may monitor Client’s power consumption. If Company determines that Client is (i) using redundant power in a non-redundant fashion or (ii) drawing more power than specified in the SOF, then Company shall notify Client in writing and Client shall have three (3) business days following receipt of such notice either to balance or reduce its power loads or request an upgrade from Company to provide additional capacity. Company shall determine, in its sole discretion, its ability to allow Client to contract for additional power based upon the then-available power in the Facility. Client shall pay all one-time installation costs and all additional monthly fees related to additional power. Company may suspend the Services or terminate this Addendum or the MSA if Client does not cease excess power consumption as directed. Company will keep the ambient temperature of the Facility at 74°F, plus or minus 4°F (i.e., between 70°F and 78°F).

1.11. Bandwidth
Company’s internet access service provides Client with a dedicated IP connection of committed bandwidth level (as set forth in the SOF). Subject to Company’s consent and subject to available bandwidth on Company’s network, Client may contract to burst above the selected committed bandwidth level up to the burstable limit set forth in the SOF. Client’s monthly billing is based on Client’s committed bandwidth level and the actual level of sustained burstable usage. Incremental burstable usage fees will be charged for each Mbp(s) exceeding Client’s committed bandwidth level. Client’s burstable usage level is measured and maintained by Company and is determined by traffic samples taken every five (5) minutes over the course of a month. The traffic samples are ranked from highest to lowest with the top five percent (5%) discarded to account for temporary traffic bursts. The level at which ninety-five percent (95%) of the samples fall will be Client’s burstable usage for that month and will determine Client’s total incremental burstable usage fees. Client shall pay for all such fees.

1.12. IP Numbers and Addresses
Company shall maintain and control ownership of all IP numbers and addresses that may be assigned to Client by Company and Company may in its sole discretion change or remove any and all such IP numbers and addresses; provided, however, that Company will provide Client with at least thirty (30) days’ prior written notice of any such change or removal. Client shall provide Company with all reasonably requested assistance to effect any such change or removal. Company may be required by ARIN (American Registry for Internet Numbers) to document on a whois server the entity using an IP space. Client consents to Company’s disclosure of Client’s name, company name (if a business), postal address, e-mail address, IP address, and telephone number, including on a whois server.

1.13. Insurance
During the Term, Client shall maintain insurance coverage with reputable insurance companies with a Best rating of no less than “A” and which are licensed to do business in the state in which the Space is located, as follows: (a) commercial general liability insurance of at least $1 million per occurrence for bodily injury and property damage or loss, covering Client’s activities related to the Facility and the Space, and naming Company as an additional insured; (b) “all risk” property insurance or adequate self-insurance covering all Client-Provided Equipment; (c) worker’s compensation insurance in amounts required by law; and (d) employer’s liability insurance in an amount not less than $1 million each accident. Company does not insure Client-Provided Equipment. Client’s insurance policies shall be primary and noncontributing with respect to any policies carried by Company and shall deny the insurer/underwriter any rights of subrogation against Company. Client waives any rights of subrogation or recovery against Company for damage or loss to its property. Prior to placing any Client-Provided Equipment in the Space, Client shall furnish Company with certificates of insurance that evidence the required coverages set forth above and that state that the insurer shall notify Company at least thirty (30) days prior to termination or modification of the coverage provided. Client shall provide to Company certificates of renewal for each such insurance policy within thirty (30) days following renewal. In the event of a breach of any of the insurance obligations by Client, Company may upon notice to Client immediately suspend Client’s physical access to the Facility until such breach is cured. If Client does not cure such breach within ten (10) days following suspension, Company may terminate this Addendum or the MSA.

1.14. Reservation
If Client has purchased a reservation right on racks and cages which are contiguous with Client’s existing racks and cages, Company will not sell the right to any such reserved racks or cages to another Client until it has given Client at least five (5) business days’ prior written notice. Unless Client places an order for such reserved racks or cages (at Company’s then-current prices, determined by Company in its sole discretion) within such five (5) business day notice period, Company may sell the right to such reserved racks or cages to the other Client. All reservation rights are purchased on a month-to-month basis unless otherwise specifically set forth in the SOF.

1.15. Remote Hands Support Services
If Client purchases Company’s remote hands support services, Company will provide Client with such services on a 24x7x365 basis, subject to the provisions of this paragraph. Company’s remote hands support services include: (i) reporting indicator light status on Client-Provided Equipment to Client, (ii) visual verification of physical cable connectivity to Client-Provided Equipment, (iii) visual inspection of the functionality of Client-Provided Equipment and power up, restart, or soft reboot (via keyboard) of such equipment when possible and as directed by Client, (iv) reporting to Client the physical condition in the Facility in which Client-Provided Equipment is located, and (v) insertion and ejection of Client-provided media as directed by Client. In the event Client requires remote hands assistance for a problem not covered by the preceding sentence, Client may request to have Company attempt to resolve such problem on a time and materials basis at Company’s hourly rates for its technical support services, determined by Company in its sole discretion, subject to the availability of Company personnel.

1.16. Cross Connect Services
Without Company’s prior written consent, which consent may be withheld in Company’s sole discretion, Client may not use the Facility or Space to interconnect with telecommunications services provided by any third party other than as provisioned by Company. If Company consents to any such third-party interconnection, it may condition such consent on the payment by Client of additional cross connect fees to Company.

2. Installation SLA

2.2. Credit
Subject to Section 5, if Company fails to meet the SLA in Section 2(a), then, upon Client’s request, Company will issue a credit to Client in an amount equal to the installation charge paid by Client for the affected cage or cabinet, as applicable.

2.1. Guarantee
Company will install Client’s cage or cabinet, as applicable, within thirty (30) days following the SOF Start Date or a later date that the Parties agree to. Cage or cabinet, as applicable, will be deemed “installed” if space and power are available in accordance with the SOF. Company will measure the time to install cage or cabinet, as applicable, from the SOF Start Date (or a later date that the Parties agree to) until the applicable ticket is time-stamped indicating the cage or cabinet, as applicable, has been installed.

3. Power SLA

3.1. Guarantee
During any calendar month, Company’s power services will be available to Client in the Facility 100% of the time. Company’s power services will be “available” if, based on the capacity and detail set forth on the SOF, there is uninterrupted power to the infrastructure set forth on the SOF and to the portion of the Facility used to provide the Services to Client. This guarantee does not apply (i) to Clients that contract for only A-side power circuit(s) (without one or more B-side circuit(s)) or (ii) if Client ’s total utilization of an A & B side pair exceeds eighty percent (80%) of the capacity of one of the circuits in the pair. The unavailability will be measured from the point in time that a trouble ticket is opened by Client or Company for such unavailability until the point in time that power is restored either to the A-side or B-side power circuit(s) contracted for by Client.

3.2. Credit
Subject to Section 5, if Company fails to meet the SLA in Section 3(a), then, upon Client’s request, Company will issue a credit to Client in an amount equal to (i) 1/30th of the recurring base monthly fee paid by Client for the affected power services for the related month, multiplied by (ii) each half hour (or portion thereof rounded to the nearest half hour) of the cumulative duration of such unavailability during such month. In no event will the aggregate amount credited to Client under this SLA and any other SLAs covering the affected power services in any calendar month exceed the recurring base monthly fee paid by Client for such affected power services for such month.

4. General Support SLA

4.1. Guarantee
During any calendar month, Company will respond to Client’s requests for support with respect to Company’s colocation services in accordance with the following severity levels of support situations:

4.2. Emergency Support
Situations when Client’s Services are not accessible from the public Internet. Company will respond to all requests for emergency support within fifteen (15) minutes.

4.3. Urgent Support
Situations when Client’s server(s) or Web site is accessible from the public Internet, but is functioning improperly or at a less than optimal level (e.g., time outs or slow response). Company will respond to all requests for urgent support within one (1) hour.

4.4. Standard Support

Situations when Client’s server(s) or Web site is accessible from the public internet and is functioning properly and within acceptable parameters, but Client requires information or assistance of some kind, desires to schedule maintenance, or requests Company to perform a non-immediate task (e.g., Client has a help desk question or requires assistance loading software). Company will respond to all requests for standard support within twenty-four (24) hours.

With regard to Section 4(a)(i), (ii), and (iii) above, Company’s response time will be measured from the point in time that an internal alarm or Client phone call or chat opens a Client trouble ticket for the applicable support request until the point in time that such trouble ticket is time-stamped indicating that a person has been assigned to the ticket for support and such person first attempts to contact Client pursuant to Client’s defined escalation procedures.

If Client abuses the support ticket system by marking tickets “emergency” or “urgent” without sufficient corroborating detail, Company will modify, in its sole discretion, the severity level of such mis-marked ticket and respond accordingly.

4.5. Credit
Subject to Section 5, if during any calendar month, Company fails to respond in accordance with the applicable guarantee in Section 4(a) for the support level (whether as indicated by Client or as adjusted by Company), then, upon Client’s request, Company will issue a credit to Client in the amount of $250 for each such failure during such month. In no event will the aggregate amount credited to Client pursuant to this SLA exceed $500 in any month, and any credits will not carry over.

5. General Terms and Conditions.

In no event will the aggregate amount credited to Client under any and all SLAs exceed the total recurring base monthly fee paid by Client to Company for the affected Services for the related one (1) month. The credits calculated and issued in accordance with this Addendum shall be Company’s sole liability for, and Client’s sole remedy for any malfunctions of or defects in, or any other performance or outage issues associated with, the Services. Client shall be eligible to receive a credit only for the primary or root cause of the associated failure and only for the affected Services specifically identified in the SLA. Client shall not be eligible to receive a credit for any another failures or issues that flow from, are caused by, relate to, or are associated with the primary or root cause failure. In order to receive a credit in accordance with this Addendum, Client must submit a request for the credit to within seven (7) days of the related unavailability or failure. Each request must include Client’s account number and the dates and times of the asserted unavailability or failure. Company will evaluate the metrics and statistical information provided by Client, but Company shall determine whether or not an unavailability or failure occurred and whether or not a credit will be issued. Such determination by Company shall be final and not appealable. If Company determines that an unavailability or failure occurred and that a credit is due, then Company will apply the credit to Client’s account within two (2) billing cycles after Company’s determination; provided, however, that no credit will be applied if Client is in breach of the MSA (including, but not limited to, any of Client’s payment obligations). Credits are not refundable and will only be applied to future billing charges.

Company shall not be responsible for any unavailability, failure, or SLA violation if such unavailability, failure, or SLA violation is caused by or results from: (i) Client’s breach of the MSA or this Addendum or any other agreement between the Parties; (ii) Client data content or application programming; (iii) acts or omissions of Client or its employees or agents (including Client’s Invitees); (iv) failures of equipment, software, or facilities provided by Client; (v) software or hardware failures resulting from the absence of an update, patch configuration change, maintenance change, or repair recommended by Company but rejected or delayed by Client; (vi) any Scheduled Maintenance (as defined below) or Emergency Maintenance (as defined below), including, but not limited to, upgrades, repairs, or component replacements, or other mutually agreed-to downtime; (vii) any network outage, downtime, or other unavailability outside the Company IP Network (as defined below) or any distributed denial-of-service attack; or (vii) any event of Force Majeure. “Scheduled Maintenance” means inspection activity, upgrades, repairs, replacements, or other modifications made for any purpose (including, but not limited to, activity to accommodate evolving technology or increased network demand or to provide enhanced but equivalent (or alternative) services); provided, that Company schedules such maintenance activities with notice to Client (via email, call, chat and/or posting to the Company portal) at least seventy-two (72) hours in advance and such maintenance activities related to the Company facility occur between 11:00 p.m. and 6:00 a.m. in the time zone where such facility is located and all other such maintenance activities occur between 2:00 a.m. to 6:00 a.m. in the time zone where such facility is located. “Emergency Maintenance” means critical unforeseen maintenance needed for the security or performance of the Company facility and/or Client’s configuration and/or the Company IP Network. “Company IP Network” means the Internet protocol network infrastructure between Client’s environment within the Company facility to the egress point to the public Internet.

This Addendum shall not be amended except by a written amendment signed by both Parties. This Addendum and accompanying MSA (including all documents attached thereto or incorporated therein by reference) states the entire agreement between the Parties, and supersedes all previous proposals, negotiations, and other written and oral communications between the Parties, with respect to the subject matter of this Addendum. No person or entity other than Client and Company and their respective successors and permitted assigns is or shall be entitled to bring any action to enforce any provision of this Addendum against either or both of Client and Company or any related party. This Addendum may be executed in any number of separate counterparts, and in each case, shall collectively and separately constitute one agreement. Signatures may be exchanged by facsimile or .PDF or other electronic means, and any signature exchanged by any such means shall be deemed an original.