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TERMS AND CONDITIONS
RAPID DEPLOYMENT PROGRAM FOR OPENSTACK™
The Rapid Deployment Program for OpenStack (“Rapid OpenStack”) is designed to facilitate your testing and evaluation of OpenStack technology on a Rackspace Hosted System. Rapid OpenStack includes a Rackspace standard platform or “Hosted System,” on which Rackspace has deployed its standard OpenStack Build. The Hosted System and OpenStack Build are referred to below as the “Rapid OpenStack Configuration.” Please note:
Except where otherwise set forth hereunder, Rapid OpenStack is provided subject to the Rackspace General Terms and Conditions athttp://www.rackspace.com/information/legal/hk/generalterms.php (the “General Terms”) and the terms and conditions stated below:
1. ADDITIONAL DEFINED TERMS
In addition to the defined terms in the General Terms, these words when used in these Terms and Conditions have particular meanings as stated below:
“Hosted System” for purposes of Rapid OpenStack, your Hosted System includes hardware, the operating system at the host level, and the hypervisor. It does not include the OpenStack Build or any other software.
“Hosted System Support” means availability of live support 24 (twenty four) hours per day, (7) seven days per week, year round for your Hosted System.
“OpenStack Build” means a Rackspace standard build of the compute and image service components of the OpenStack Project, combined with Rackspace’s management console and other software services elements.
“Support” means Rapid OpenStack Support and Hosted System Support.
“Service Commencement Date” means the date on which we provide the access codes that enable you to send and receive information from your Hosted System.
2. DEPLOYMENT
We will begin deployment of your Rapid OpenStack Configuration on completion of our pre-deployment consultation process. If we have made a deployment time guarantee in your Service Description or other part of our Agreement, then the deployment guarantee period begins on the day that we notify you that our pre-deployment consultation process is complete. Your sole and exclusive remedy for our failure to deploy the Rapid OpenStack Configuration by the guaranteed time shall be a credit equal to one-fifth of the set up fee stated in the Service Description for each 24 hour period (full or partial) by which we fail to meet the guarantee, up to a maximum of the total set up fee. You are not entitled to a credit if you request or cause the deployment delay.
3. SUPPORT.
You may request Hosted System Support by opening a ticket via your MyRackspace Portal or by calling your account team. You may request OpenStack Build support by calling your Rapid OpenStack Support team during Business Hours. If you ask us to provide assistance that is not covered by the standard Support offering, we may, but are not required to provide the assistance. If we provide additional assistance, we may charge you our standard hourly fee for the assistance, provided that we have notified you in advance that the assistance will be billable. Rackspace warrants that Support will be provided in a good and professional manner.
4. SERVICE LEVEL GUARANTEES
4.1 Network. We guarantee that our data centre network will be available 100% of the time in a given month, excluding Maintenance as defined below. The data centre network means the portion of the Rackspace network extending from the outbound port on your edge device to the outbound port of the data centre border router and includes Rackspace managed switches, routers, cabling. We will credit your account 5% of the monthly fee for Hosting System for each 30 minutes of network downtime, up to 100% of your monthly fee for the affected server(s).
4.2 Infrastructure. We guarantee that data centre HVAC and power will be functioning 100% of the time in a given month, excluding Maintenance. Power includes UPSs, PDUs and cabling, but does not include the power supplies on your servers. Infrastructure downtime exists when a particular server is shut down due to power or heat problems. Rackspace will credit your account 5% of the monthly fee for Hosting System for each 30 minutes of infrastructure downtime, up to 100% of your monthly fee for the affected server(s).
4.3 Hardware. We guarantee the functioning of the following dedicated, Rackspace-provided hardware: (i) servers, firewalls, and load balancers; and (ii) storage area networks (”SAN”). Hardware repair or replacement is guaranteed to be complete within one (1) hour of problem identification for servers, firewalls, load balancers. For SAN hardware failures, we guarantee that we will have a technical specialist and necessary parts onsite to begin repairs within six (6) hours of problem identification. We will credit your account 5% of the monthly fee for the affected hardware per additional hour of downtime, up to 100% of the monthly fee for the affected hardware. This guarantee excludes the time required to rebuild your system, such as the time required to configure a replacement device, reconfigure devices from their default settings, and reload operating systems.
4.4 Downtime Measurement. Downtime is measured from the time a trouble ticket is opened until network availability is restored, or the affected device is powered back on, as applicable.
4.5 Maintenance. You are not entitled to a credit for downtime or outages resulting from Maintenance. “Maintenance” means:
a. Rackspace maintenance windows - modification or repairs to shared infrastructure, such as core routing or switching infrastructure that we provide notice of at least 72 hours in advance and that occurs during off peak hours in the time zone where the data centre is located;
b. Scheduled customer maintenance – maintenance of your configuration that you request and that we schedule with you in advance (either on a case by case basis, or based on standing instructions), such as hardware or software upgrades;
c. Emergency maintenance – critical unforeseen maintenance needed for the security or performance of your configuration or Rackspace’s network.
4.6 Limitations. Rackspace may need logical access to your Hosted System to meet certain of the Service Level Guarantees; no credit will be due if the credit would not have accrued but for your delay in providing, or refusal to provide, logical access to your Hosted System. You are not entitled to a credit if the event giving rise to the credit would not have occurred but for your breach of the Agreement or misuse or improper administration of your Hosted System. You are not entitled to a credit if you are in breach of the Agreement (including your payment obligations to us) at the time of the occurrence of the event giving rise to the credit until you have cured the breach. To receive a credit, you must contact your account manager within ten (10) days of the occurrence of the event giving rise to the credit.
4.7 Data Centre Upgrades. We are constantly upgrading our data centre facilities and in order for you to benefit from these upgrades, you agree that we may relocate your servers within our data centres, make changes to the provision of the Services, URLs and your IP addresses and may establish new procedures for the use of the Services. We may also make changes to DNS records and zones on Rackspace operated or managed DNS servers as we deem necessary for the operation of the shared network infrastructure. In each case we will give you reasonable advance notice and use all reasonable endeavors to minimise the effect that such change will have on your use of the Services.
4.8 Cumulative Credit Amount. Notwithstanding anything in this Agreement to the contrary, the maximum total credit for any calendar month for failure to meet Service Level Guarantees under this Agreement shall not exceed 100% of your monthly recurring fee for the affected Hosted System. Credits that would be available but for this limitation will not be carried forward to future months.
5. YOUR OBLIGATIONS
You must appoint a technical contact within your organisation to work with Rackspace’s Support personnel. Your technical contact must have sufficient skill and knowledge in the technical aspects of the Services to interact with our technical personnel. You are responsible for backing up your data stored on the OpenStack Configuration.
6. TERM
The initial term of the Agreement begins on the Service Commencement Date and continues for the period stated in the Service Description. Upon expiration of the initial term, the Agreement will automatically renew for successive extended terms of one month each unless and until one of us provides the other with notice of non-renewal at least ten (10) days in advance of the expiration of the initial term or then current extended term, as applicable.
7. FEES
7.1 Your first invoice will include the initial one-time set-up fee and a prorated monthly recurring fee for the Hosting Services and Support from the Service Commencement Date to the last day of the calendar month. We may require you to pay this first invoice before we deploy the Rapid OpenStack Configuration. Following the Service Commencement Date, monthly recurring fees for the Hosting Services and Support will be billed monthly in advance on or around the first day of each calendar month. Non-recurring fees, such as bandwidth overages, will be billed monthly in arrears.
7.2 Fees are due within five (5) days of invoice date. If you have arranged for payment by credit card or ACH/direct debit, Rackspace may charge your card or account on or after the invoice date. Rackspace may suspend all Services and other services provided pursuant to any unrelated Service Description or other agreement we may have with you if payment of any invoiced amount is overdue, and you do not pay the overdue amount within four Business Days of our written notice to your billing contact. You agree that if your Service is reinstated after a suspension for non-payment, you will pay a reasonable reinstatement fee. Rackspace may charge interest on overdue amounts at 1.5% per month (or the maximum legal rate if it is less than 1.5%). If any amount is overdue by more than (30) thirty days and Rackspace brings a legal action to collect, you must also pay Rackspace’s costs of collection, including reasonable attorney fees and court costs. If your check is returned for insufficient funds, we may charge you a fee up to the maximum amount permitted by law. Fees must be paid in U.S. Dollars. Invoices that are not disputed within 180 days of invoice date are conclusively deemed accurate.
8. TERMINATION FOR CONVENIENCE
You may terminate this Agreement for convenience at any time on thirty (30) days advance written notice.
9. EARLY TERMINATION FEE
If you terminate this Agreement for convenience or we terminate this Agreement for your breach, in addition to other amounts you may owe, you must pay an early termination fee equal to the monthly recurring fees for the remaining portion of the then-current term.
10. RESALE
You may not resell Rapid OpenStack without Rackspace’s prior written consent.
11. ENCRYPTION OF PERSONALLY IDENTIFIABLE INFORMATION
The General Terms and Conditions require you to use reasonable security precautions in light of your use of the Services. For Rapid OpenStack, this includes encrypting any PII transmitted to or from, or stored on, the Rackspace servers or storage devices you use. “Personally Identifiable Information” or “PII” means: a combination of any information that identifies an individual with that individual’s sensitive and non-public financial, health or other data or attribute, such as a combination of the individual’s name, address, or phone number with the individual’s national insurance number or other government issued number, financial account number, date of birth, address, biometric data, mother’s maiden name, or other “Personal Data” or “Special Categories of Data” as defined in the Personal Data (Privacy) Ordinance (Cap. 486 of laws of Hong Kong) or in the Directive 95/46/EC and the Data Protection Act 1998.
