About the Clemson-USC Data Center Sharing Service Agreement Winter 2010 Common Solutions Group Asbed Bedrossian USC

Network Each university provides a dedicated NLR Gig circuit plus all the local L2/L3 hardware necessary to make both circuits work in their local site. We say that all network access must be lawful and comply with all applicable laws regarding transmission of any materials.

Data Center Each university provides 3 racks of space to the other, together with associated power requirements. Remote hands to install the remote university. equipment. Remote hands to resolve urgent/emergency problems for remote university.

Tape Data Storage Each university. provides 300 tape slots space in their SL8500 STK Silo. Each university. provides tape drive bays in their SL8500 STK Silo. Access to the local ACSLS tape library manager.

Equipment After the connectivity equipment, the rest of the rack space can be used by the remote university for whatever equipment is appropriate for their DR strategy. They also need to get appropriate vendor support.

Physical Access Standard local data center access procedures apply. Standard local data center access procedures apply for Vendor access.

Contact Info Appropriate contact info is exchanged. NOC to NOC protocols are established for 24x7 contact.

Force Majeur Defined as a long list of uncontrollable external special effect.

Terms of Service Starts with the signing, and may be renewed by appropriate signatures for additional term. current term is for 3.5 more years. mid 2013.

Termination 1 year written notice. Remote university may request one additional year, so it may take up to 2 years to fully terminate the SLA.

Risk of Loss All equipment risk of loss is assumed by the owning university at all times and for all reasons. Remote university must handle all equipment with the same level of care as they do their own equipment.

Additional Space Request May be agreed upon in writing. Contiguous space may or may not be physically possible.

Suspension of Service A side may, at its sole discretion, suspend or terminate an SLA upon written notice, if the other side is in breach or violation of the agreement, or if there is a need to do so in order to maintain its local service and integrity.

Warranty, Disclaimers, LOL Everything is provided AS IS. Even the Internet. So Data transmission, corruption, service interruptions, viruses, worms, lions, tigers, loss of service, etc. all agree to no liability to the local site. No university reps are liable to the other university. No legal actions may be commenced after 1 year from the SLA termination. Each side says has their own adequate liability insurance.

Additional Legalese No claims due to any failures in performance due to force majeure. Neither side can bind or represent the other. There is no fiduciary relationship, it's not a jt venture or partnership. SLA is enforced according to the laws of the defending party's state. All official notices in writing, or . In case of an emergency, verbal first is OK, followed by in writing.

Confidential Information Each party agrees to keep it in strict confidence and not use it or disclose it to third parties in any way. Provision is made for disclosure to local directors, counsel etc who need to know for defined obligations. Same levels of protection to remote confidential info as to local. In the event of any Subpoenas for disclosure of the other party's confidential info, the other party must be notified within 48 hours and both sides must cooperate in any attempts to obtain protective orders. All sides agree that this is a highly sensitive area and doing the wrong thing may result in irreparable harm and trigger actions.

Discussion