NComputing Support and Subscription Installation Guide

NComputing Support and Subscription (SnS)

Terms and Conditions

NComputing, Inc. (“NComputing”), shall provide technical Support and Subscription (“SnS”)
services (collectively, the “Services”) to the individual or entity purchasing such Services for their
internal use (“Customer”), per the terms of these NComputing SnS Terms and Conditions (the
“Agreement”). The Services apply solely to the Software (as defined below) and not to any
hardware products, which, if applicable, are separately covered under NComputing’s Limited
Hardware Warranty available at www.ncomputing.com/support/documentation.

1. DEFINITIONS.

a. Documentation means any user instructions, manuals or other materials, and on-line files

regarding the use of the Software, as revised by NComputing from time to time, that are

generally provided by NComputing in connection with the Software.
b. Effective Date means the date specified in the Order.
c. Error means a reproducible failure in the Software to materially conform to the

specifications described in the applicable Documentation.
d. License Administrator means the Customer employee designated on the Order as being

responsible for: (a) facilitating the election, purchase, and, if applicable, renewal of the

Services; (b) receiving and administering Software licenses, Major Upgrades, Minor

Upgrades and Updates from NComputing; and (c) Customer’s compliance with the terms

and conditions of this Agreement. Customer may change its License Administrator at any

time upon reasonable advance written notice to NComputing.
e. Modified Code means any modification, addition and/or development of code scripts

(whether created by NComputing, Customer or any third party) that deviates from the

predefined product code tree(s)/module(s) developed by NComputing for production

deployment and/or use, and specifically excludes (i) customizable Software options made

generally available by NComputing and for which Services are available; and (ii) Major

Upgrades, Minor Upgrades, and Updates.
f. Order means the Customer’s ordering document specifying the applicable Service

Provider, the Effective Date, the Software for which the Services are requested (e.g.,

vSpace Server, vSpace Management Center), the Support Plan (e.g., Premium,

Standard), the Services Period (e.g., 1 year), the customer License Administrator, and the

customer Support Administrator.
g. Services Fees means the fees for the provision of Services as set forth in a

corresponding NComputing or an authorized Service Provider.
h. Services Period means the Initial Services Period and any Renewal Services Period as

such terms are defined in Section 6.a.
i. Service Provider means the named entity (e.g., NComputing or its authorized reseller) in

the NComputing entitlement confirmation e-mail that will provide Technical Support to the

customer.
j. Service Level means the level of service associated with the type of Support Plan

ordered by the Customer, as more particularly described in Addendum A.
k. Software refers to NComputing Software for which the Services are requested in an

Order, and which is eligible to receive the Services as set forth in this Agreement.
l. Subscription Advantage means the provision of Major Upgrades, Minor Upgrades, and

Updates, if any, with respect to the Software and/or the corresponding Documentation.

Versioning for Subscription Advantage is provided in the following format:

major.minor.update (x.y.z). More particularly:

NComputing Support and Subscription Terms and Conditions As of Nov-20, 2012

‐ Major Upgrade means a generally available release of the Software that contains new

features, enhancements and bug fixes, identified by change in the .z (major) position of
the version; (e.g., 7.1  8.0).

‐ Minor Upgrade means a generally available release of the Software that introduces a

limited amount of enhancements and bug fixes, identified by change in the .y (minor)
position of the version (e.g., 7.0  7.1).

‐ Update, also known generally as a Maintenance Release, means a generally

available release of the Software that typically provides maintenance corrections or
minor fixes only, Identified by change in the .z (update) position of the version (e.g.,

7.0.1  7.0.2).

m. Support Administrator means the Customer employee designated on the Order as being

responsible for communicating with and engaging the Service Provider for Technical

Support services.
n. Support Plan means the specific Services offering that was specified in the Order (e.g.,

Premium SnS, Standard SnS).
o. Technical Support means the provision of technical assistance by the Service Provider to

the Support Administrator(s) with respect to installation, analysis of problem reports, and

Errors, in accordance with the Support Plan purchased by Customer.
p. Third Party Products means any third party proprietary software or hardware that is not

incorporated into the Software or the Services provided by a Service Provider.

2. SERVICE TERMS

2.1 Provision of Services. Service Provider shall provide the Services during the Services

Period, in accordance with the applicable Support Plan and subject to Section 2.2 below.
Please see Addendum A for information on response times associated with each Service
Plan. Further information on business hours and contact information is provided online at:
www.NComputing.com/support.

2.2 Supported Versions of Software. Our general policy is that the Current Release (as
provided on our website) and the most recent Prior Release (as provided on our website)
are considered “Active” and are supported by NComputing as described herein, while
earlier releases of the Software are considered “Retired". NComputing will attempt to assist
Customers using Retired releases but may require additional fees or a Customer to upgrade
to an Active release to provide effective support or to address a Software issue. When a
Software release is to be retired, NComputing will provide advance notice, generally by
posting a notice online at: www.ncomputing.com/support/lifecycle. You agree that you will
periodically check online throughout the Service Period for information on which Software
releases are currently Active and supported by NComputing as described herein.

2.3 Subscription Advantage. Subscription Advantage is made available to customers who
have an active Support Plan. Subscription Advantage provides customers access to the
Major Upgrades, Minor Upgrades and Updates made generally available by NComputing
during to the Services Period.

2.4 Error Correction. Service Provider will make reasonable commercial efforts to correct
Errors reported to it by the Customer, provided that such Errors are reproducible by Service
Provider. Customer will promptly provide Service Provider with all information requested by
Service Provider to reproduce such Errors. For each such Error, Service Provider will use
reasonable commercial efforts to provide Customer with a workaround or software Update. If
Service Provider is unable to provide customer with either of the foregoing, a specific action
plan for addressing the Error, including a good faith estimate of the time required to correct
and resolve such Error will be communicated to the Customer.

2.5 End of Life. NComputing may, at its discretion, decide to end-of-life or retire the Software
and/or any Services (“End of Life”) in accordance with its Product Lifecycle policies
available at www.ncomputing.com/support/lifecycle. Notice of End of Availability, last date of
general commercial availability and applicable support lifecycle policies and timelines for
discontinuance shall be provided via the NComputing Support website at

www.ncomputing.com/support/lifecycle. Support for “Retired” versions of the Software would

NComputing Support and Subscription (SnS) Terms and Conditions As of June 25, 2013

only be provided in accordance with Section 2.2 above. To the extent that Customer has
pre-paid any Services Fees in connection with a discontinued or retired Software version,
NComputing shall, at its option, either (i) refund to Customer a pro-rata portion (applicable to
the period after the date of such discontinuation or retirement) of such Services Fees, or (ii)
provide credit for a pro-rata portion (applicable to the period after the date of such
discontinuation or retirement) of such Services Fees to Customer’s account.

2.6 Requirements. Unless the Customer has previously ordered and is already receiving
Services in connection with other releases of the Software, Customer may order new
Services only for the most current, generally available release of the Software. Limited
exceptions may apply for specific Software releases as further described at
www.NComputing.com/support.

a. To obtain Technical Support, Customer must notify Service Provider immediately of any

suspected Error and submit a support case which shall include: (i) reasonable detail of
the nature of the circumstances surrounding the Error; (ii) complete software, hardware
and network configuration information for systems using the Software; (iii) all information
needed to reproduce such Error; and (iv) all other information as may reasonably be
requested by Service Provider. Service Provider shall determine the severity level of the
Error based on the severity definitions set forth in Addendum A. Customer agrees that
Service Provider may perform remote diagnostics on Customer’s hardware and software
to determine the existence and nature of an Error.

b. If the Customer is renewing this Agreement for a Renewal Services Period, Customer

must purchase and/or renew Services during such Renewal Services Period at the
same Service Level as that ordered during the Initial Services Period. For most
Software, a minimum of one (1) year of Services must be purchased, as further set forth
at www.NComputing.com/support.

c. Service Provider, during the provision of Technical Support, may analyze whether or not

a reported Error is related to Modified Code. Where Service Provider suspects that a
problem may be related to Modified Code, Service Provider, in its sole discretion, may
require that all Modified Code be removed from the Software before any Services are
provided. Customer must comply with any such request. If Service Provider cannot
correct the Error despite commercially reasonable efforts, or reasonably suspects that
the problem is related to Modified Code, Customer shall be informed that additional
assistance may be obtained by Customer directly from various product discussion
forums or via engagement for an additional fee with NComputing’s services group.

d. NComputing shall have no obligation to provide Services for any software that is not

properly licensed from NComputing.

2.7 Eligibility. Problems caused by the following situations are not included in Services but may
be addressed separately upon request at NComputing’s then-current hourly rates for
consulting services, subject to personnel availability and the then-current standard
consulting services terms and conditions:

a. accident; unusual physical, electrical or electromagnetic stress; neglect; misuse; failure

of electric power, air conditioning or humidity control; operation of the Software with
other media not in accordance with specifications; or causes other than ordinary use;

b. improper installation by Customer or use of the Software that deviates from any

operating procedures as specified in the Documentation;

c. actual or attempted modification, alteration or addition to the Software undertaken by

Customer or any third party other than the Service Provider;

d. Third Party Products, other than the interface of the Software with such Third Party

Products;
e. Modified Code;
f. any customized deliverables created by NComputing specifically for Customer; or
g. any technical issue unrelated to an Error.

NComputing Support and Subscription (SnS) Terms and Conditions As of June 25, 2013