This NetApp Six Nines Data Availability Guarantee is governed by the terms and conditions (“Terms”) set forth below.
“Capacity Slab” means an amount of raw storage of the Eligible Array that factors into the payout calculation for a valid claim under the Guarantee Program
“Cumulative Duration” means the total amount of Data Unavailability during one or more Qualifying Events over the Initial Year or each Renewal Year, wherein the duration of each Qualifying Event is calculated as the difference between a Start Time and End Time, less 10 seconds.
“Customer” means the end customer purchasing, for their own use, an Eligible Array from NetApp or a NetApp authorized reseller.
“Data Unavailability” means a continuous duration of time that data read or write operations are unavailable to a host in the Eligible Array.
“Eligible Array” means a new NetApp-branded ASA (all-flash A-Series and C-Series SAN arrays), single HA Pair, running on NetApp hardware appliance(s) purchased after March 1, 2024 that is identified in Order Documentation and is configured to follow NetApp Best Practices. Eligible Arrays do not include previously purchased systems or arrays, or the older generation NetApp AFF All-SAN Array (AFF ASA).
“End Time” means the time that data read or write operations are restored to the host in the Eligible Array that is experiencing Data Unavailability during a Qualifying Event, as documented by logs provided by Customer as part of the claims process as described in the Remedies section of these Terms.
“Event Date” means the date that a Qualifying Event occurs.
“Guarantee Program” means the NetApp Six Nines Data Availability Guarantee described in these Terms.
“Guarantee Term” means the period of time that consists of the Initial Year and any subsequent Renewal Years approved by NetApp.
“HA Pair” means two identical storage controllers that are configured to serve data independently during normal operation, and in the event of an individual controller failure provide high availability by transferring data processes from the failed storage controller to the surviving controller.
“Health Check” means Customer performing a periodic audit on the Eligible Array against NetApp Best Practices, as well as reviewing any actions recommended by the “Health Check” section of Active IQ Digital Advisor with respect to the Eligible Array.
“Initial Year” means the initial 12 month period of time that the Eligible Array is covered by the Guarantee Program, which begins the earlier of (a) activation and verification of the Eligible Array per the “Guarantee Activation and Renewal” section of the Terms, or (b) 60 days after shipment of the Eligible Array.
“NetApp Best Practices” means the guidelines outlined in Exhibit A.
“NetApp Support” means NetApp’s generally available technical support and maintenance services for Products to be provided directly by or on behalf of NetApp.
“Order Documentation” means the applicable NetApp price quotation (and the Engagement Document, if required for the purchase of Professional Services), corresponding Purchase Order and the associated Product Documentation for the Products and Services purchased or licensed under these Terms.
“Precursor Event” means any error, malfunction, or other anomaly that may result in a Qualifying Event.
“Pre-existing Incident” means conditions or actions or inaction of Customer that result in Data Unavailability (a) prior to the Initial Year, or (b) during a period of non-compliance with NetApp Best Practices or the requirements of these Terms within the Guarantee Term.
“Product Documentation” means NetApp-supplied technical documentation describing the features, functions and operation of the associated products.
“Professional Services” means NetApp’s consulting, installation, implementation and other services that are not NetApp Support to be provided by or on behalf of NetApp and governed by NetApp Professional Services Terms as further described in the relevant Engagement Document, as applicable.
“Purchase Order” means an electronic order provided to NetApp consistent with these Terms and the corresponding price quotation for the purchase of Eligible Array and Services.
“Qualifying Event” means Data Unavailability for over 10 seconds caused directly by an error or malfunction of the Eligible Array. A Qualifying Event does not include any Data Unavailability that is due to circumstances other than those caused directly and solely by an error or malfunction of the Eligible Array, including but not limited to the following:
“Renewal Year” means a 12 month period of time that the Eligible Array is covered by the Guarantee Program, which begins upon NetApp’s approval of Customer’s request for an extension of the Guarantee as set forth in the “Guarantee Activation and Renewal” section of the Terms.
“Services” means NetApp Support and Professional Services.
“Start Time” means the time that Data Unavailability begins, as documented by logs provided by Customer as part of the claims process as described in the Remedies section of these terms.
NetApp guarantees to Customer that in the event an Eligible Array experiences one or more Qualifying Events with (a) a Cumulative Duration of more than 31.56 seconds and (b) Event Dates that occur during the Initial Year or each Renewal Year (representing 99.9999% data availability), then NetApp will issue Customer a payout as described below, provided that the Requirements are met during the Guarantee Term (the “Guarantee”).
To be eligible for the Guarantee, each of the following requirements (“Requirements’) must be met:
As a prerequisite for a Qualifying Event to count towards the Cumulative Duration for the Initial Year or a Renewal Year, at least the following steps must take place:
Failure to timely, promptly, and fully report a Precursor Event or potential Qualifying Event to NetApp Support, or promptly take all corrective or preventative measures recommended by NetApp, will disqualify any related incident from classification as a Qualifying Event. Further, any delay by Customer in reporting a potential Qualifying Event or providing access to the Eligible Array during a potential Qualifying Event will not count towards the Cumulative Duration. Finally, any delays inherent in providing relevant data to NetApp Support during a Qualifying Event (including the time required to segment and upload core files) will not count towards the Cumulative Duration.
Customer may only submit a claim for a Qualifying Event if its Event Date occurs during the Guarantee Term.
Determination of whether an incident is categorized as a Qualifying Event, the duration of a Qualifying Event, and whether a claim is valid, will be made solely in accordance with an assessment performed by NetApp.
Any incidents external to the Eligible Array that interrupt NetApp’s ability to monitor the Eligible Array will not be categorized as a Qualifying Event. Additionally, if NetApp is unable to determine the root cause of an incident because of equipment or software malfunctions external to the Eligible Array, the incident will not be categorized as a Qualifying Event.
Any claim submitted after the Guarantee Term is expired or terminated is not covered by the Guarantee unless Customer has already created a ticket under a) above informing NetApp Support of a potential Qualifying Event.
If NetApp determines that an Eligible Array has failed to meet the Guarantee, then NetApp will, in its sole discretion, provide a payout to Customer based on the Cumulative Duration associated with the Qualifying Events in the covered claim. The payout is calculated as a percentage corresponding to ranges of Cumulative Duration multiplied by a payout amount corresponding to the storage capacity of the Eligible Array. Tables illustrating these percentages and payout amounts are available from NetApp upon request, and are subject to change at NetApp’s discretion.
Customer may submit more than one claim request per Eligible Array during the Initial Year or each Renewal Year, provided that any claim requests beyond an initial claim for a Guarantee Year or each Renewal Year shall only result in a payout that is cumulative to any previous payouts if the Cumulative Duration reaches a higher range in the table above.
For example, if during the Initial Year there is a first Qualifying Event that is 10 minutes long and Customer submits a valid claim, they will be eligible for a payout at a Capacity Slab Payout Percentage of 25%. If there is a second Qualifying Event that is 15 minutes long during the Initial Year, and Customer submits a valid claim, then the Cumulative Duration is 25 minutes and the Customer will not be eligible for an additional payment as the Cumulative Duration is still in the “31.57 seconds to 30 minutes” range. If there is a third Qualifying Event that is 1 hour long during the Initial Year and Customer submits a valid claim, then the Cumulative Duration will be 1 hour and 25 minutes, and the Customer will be eligible for an additional payout at a “Capacity Slab Payout Percentage” of 25% to match the 50% level that corresponds to the range of “30.01 min to 4 hours”.
The foregoing are Customer’s sole and exclusive remedies for a Qualifying Event.
Except as expressly set forth in the remedies section of these terms, in no event will NetApp or its suppliers be liable (under any theory of liability, whether in contract, statute, tort or otherwise) for any lost profits, lost business opportunities, business interruption, or indirect, special, incidental, consequential, punitive, or exemplary damages arising out of or related to this guarantee program, even if such party has been advised of the possibility of such damages or losses, or such damages or losses were reasonably foreseeable; and NetApp’s total liability to customer under the guarantee program shall not exceed one million and five hundred thousand dollars ($1,500,000) under any circumstances. Multiple claims or Qualifying Events shall not expand the limitation specified in the foregoing sentence. If the limitation of liability in this Section is determined to be invalid under applicable law, this Guarantee shall be deemed null and void.
The following are exceptions and situations not covered by the Guarantee:
Any of the following causes the Guarantee to be void:
General. This Guarantee Program is exclusively governed by these Terms and is void where prohibited or restricted by law. NetApp reserves the right to change the Terms of the Guarantee Program, including modifying or terminating the Guarantee, at any time without notice and without recourse to the Customer. Such early termination will not affect any tickets or claims that have been filed by Customer prior to termination. Unless otherwise restricted by law, these Terms will be construed pursuant to the governing law as set forth in (a) Customer’s separate written agreement with NetApp that governs Customer’s purchase of the Eligible Array, or (b) in the absence of such agreement, or if the Customer is purchasing the Eligible Array from a NetApp reseller, the applicable terms of sale on NetApp’s How to Buy site at www.netapp.com/how-to-buy/sales-terms-and-conditions/ that apply to Customer’s purchase of the Eligible Array. In the event of any conflict between these Terms and the terms referenced in (a) or (b) above, as applicable, these Terms will prevail. All other terms and conditions in the terms referenced in (a) or (b) above that are not expressly modified by this Guarantee Program remain in full force and effect.
Third Party Beneficiaries. These Terms are not intended to and shall not be construed to give any third party any interest or rights (including, without limitation, any third party beneficiary rights) with respect to or in connection with any agreement or provision contained herein or contemplated hereby. For the avoidance of doubt, only the Customer has the right to enforce these Terms or pursue claims relating to it against NetApp.
No Insurance. This Guarantee Program is not intended to constitute an offer to insure, does not constitute insurance or an insurance contract, and does not take the place of insurance obtained or obtainable by the Customer. Any fees paid by Customer in connection with the Eligible Array and NetApp Cloud Insights Premium are solely for the use of such products and are not to be construed as an insurance premium.
The NetApp Best Practices that Customer must follow when configuring the Eligible Array are outlined under the “SAN Configuration Best Practices” in TR-4968, located at www.netapp.com/pdf.html?item=/media/85671-tr-4968.pdf.