====== Chapter D. Rackspace ====== ===== 1. Housing space ===== 1.1. LeaseWeb licenses Housing Space set forth in the Order Form to Customer subject to the terms and conditions herein, for the purpose of installing, operating, and maintaining Colocated Equipment therein. 1.2. Customer’s use of the Housing Space shall at all times be subject to this Chapter and the conduct standards and operational procedures for the Datacenter as amended from time to time and as published and/or made available to Customer by LeaseWeb in writing. Customer shall ensure that its employees, agents, contractors, End Users and invitees will receive and will comply with these standards and procedures. 1.3. Customer shall not sublicense or resell or otherwise grant any rights to any third party, further to which the third party would be permitted to install or operate equipment in the Housing Space for its own benefit, without written consent from LeaseWeb. 1.4. Customer shall not place or attach its logo or any signs on or in the Datacenter or Housing Space without the prior written consent of LeaseWeb, which LeaseWeb may withhold in its sole discretion. 1.5. Housing Space which is not being used by Customer may be used by LeaseWeb for other purposes than operating Colocated Equipment. Upon a two (2) Business day notice by fax or e‐mail, LeaseWeb will remove LeaseWeb’s Equipment. 1.6. Customer shall not be entitled to use or place its own Rack, except with LeaseWeb’s prior written consent. Should LeaseWeb grant such consent, Customer shall ensure that its Rack complies with LeaseWeb’s standards, and shall be placed on the Footprint indicated by LeaseWeb. 1.7. Customer shall in no event modify, move, disconnect, replace, or remove any equipment, fixture, or other property of LeaseWeb or any other party in the Datacenter. In the event that Customer violates the obligations under this Section, Customer shall, without a notice of default being required, forfeit an immediately due and payable penalty of USD 25,000 (twenty‐five thousand US Dollars) for each such violation, notwithstanding any other rights LeaseWeb may have, such as the right to terminate this Agreement and/or the right to claim performance and/or compensation of damages suffered. 1.8. Customer shall give LeaseWeb prior written notice by e‐mail or fax at least two (2) Business days before removing any Colocated Equipment from the Housing Space. LeaseWeb has the right, but not the obligation, to investigate whether the Customer is authorized to remove Colocated Equipment from the Housing Space. LeaseWeb may also prevent Customer from removing any Colocated Equipment, if Customer is in breach of its payment obligations under the Agreement. ===== 2. Installation ===== 2.1. Customer may request LeaseWeb to provide Remote Hands Services consisting of the installation of the Colocated Equipment in the Housing Space or performance of the Initial Installation on the Colocated Equipment. Section 2, 3 and 4 of Chapter E of the Support and Service Level Schedule applies. 2.2. Customer shall not make any alterations to the Housing Space or the Datacenter, or make construction changes or material alternations to the interior or exterior portions of the Housing Space or the Datacenter, including without limitation the installation of walls, partitions, drop ceilings, lighting, HVAC, plumbing, or any electrical distribution or power supplies. 2.3. Customer shall ensure that all Colocated Equipment shall be rack‐mountable, meets industry standards and complies with any applicable safety and other legislation and regulations. In the event, in LeaseWeb’s opinion, the Colocated Equipment causes an Emergency, LeaseWeb shall be entitled to immediately remove such Colocated Equipment without prior notice or warning to Customer and without incurring any liability therefore towards Customer. ===== 3. Access / Access Procedure ===== 3.1. Subject to the access and security rules in effect for the Datacenter, Customer shall have access to the Housing Space and Colocated Equipment. Customer may request access via the procedure outlined in this Chapter and Customer shall then pay an access fee to LeaseWeb, as an extra Service Charge. 3.2. On a daily basis, Customer may allow a maximum of 3 persons to access the Datacenter. A service Charge shall be due by Customer for each person entering the Datacenter, with the exception of a holder of a 24/7 access card or those persons who are accompanying such card holder access card. Only the first person will be charged. Access shall be charged on a thirty (30) minutes interval basis, with a minimum of one (1) hour. 3.3. Customer shall be responsible for all persons who receive access on behalf of Customer. 3.4. Customers with a 24/7 access card shall give LeaseWeb at least one (1) hours’ notice of its need to gain access to the Housing Space, and Customer Customers without a 24/7 access card shall give LeaseWeb at least one (1) business days’ notice of its need to gain access to the Housing Space. 3.5. Customer shall provide LeaseWeb with a list of persons authorized for access to the Housing Space and Colocated Equipment, which Customer may amend from time to time upon written notice to LeaseWeb. 3.6. LeaseWeb may require, at its sole discretion, that a LeaseWeb representative escorts any representative of Customer accessing the Housing Space. Also, the house rules of the Datacenter may provide that the owner or lessor of the Datacenter may, under certain circumstances, require that one of its staff escorts any representative of Customer who are accessing the Housing Space. 3.7. If LeaseWeb personnel provides an escort during Customer’s access to the Housing Space, such escort shall be considered an additional Service for which LeaseWeb shall charge Customer an additional Service Charge (escort charge) in addition to all escort charges imposed on LeaseWeb by the Datacenter owner. If a representative of Customer is accompanied by an escort provided by the owner or lessor of the Datacenter while accessing the Housing Space, Customer shall pay LeaseWeb for all related escort charges that may be imposed on LeaseWeb. 3.8. Customer shall identify itself at the reception of the Datacenter by showing a valid ID (Driver’s license, Passport, Country ID) and explain the purpose for the visit. The reception will hand over a temporary access card. Customer shall at all times during the visit wear the temporary access card which needs to be fully visible. 3.9. Customer will only open the Rack which holds Colocated Equipment. Customer shall be allowed to use LeaseWeb’s tools and/or monitor cart. 3.10. Customer will never remove or disconnect any Equipment other than its own Colocated Equipment. Should Customer require to (re)move or disconnect another party’s Equipment to service its own Equipment, Customer shall contact LeaseWeb and request LeaseWeb’s instructions prior to any such movement, removal and/or disconnection, taking into account a 48 hour notice period. 3.11. Customer shall not perform any tests that may cause harm or damage to, or interfere with, the LeaseWeb Network, the Housing Space and/or the Datacenter. 3.12. Customer will ensure to lock the Rack before leaving. 3.13. Before leaving, Customer shall, at the reception, hand over the temporary access card. Failure to do so may result in a Service Charge. ===== 4. Interconnections ===== 4.1. Customer is not allowed to install and/or have installed any connection other than the connection which has been installed and approved by LeaseWeb. Customer may request from LeaseWeb in writing that LeaseWeb permit another provider with or without a presence in the Datacenter in order to establish a connection to the Housing Space. LeaseWeb may grant or deny any such request, in its sole discretion. 4.2. In‐Datacenter Cross‐Connects: All physical interconnections to and from Colocated Equipment within the Datacenter shall be made by LeaseWeb. Customer may request LeaseWeb to make interconnections between Colocated Equipment and (a) LeaseWeb’s equipment; (b) the equipment of any local telecommunication service providers in the Datacenter; and/or (c) the equipment of any Customer or provider of Customer’s located in the Datacenter. LeaseWeb may accept or decline Customer’s request in its sole discretion. LeaseWeb shall charge Customer for the cost of all interconnections, as an additional Service Charge. Customer shall coordinate with LeaseWeb the exchange of technical information relating to its interconnection requirements in order for LeaseWeb to provide and install the relevant interconnect facilities. Customer agrees to provide LeaseWeb with at least ten (10) days prior written notice of any interconnection required by Customer. LeaseWeb shall use its best efforts to perform interconnections within fifteen (15) business days after receipt of an interconnection Service Request from Customer, subject to its acceptance of such request. 4.3. Local Loop Installation Support: With regard to local loops not related to Customer’s use of data services purchased by Customer from LeaseWeb, Customer may request from LeaseWeb to order and install local loop connections between Colocated Equipment and local exchange or competitive providers in the Datacenter. LeaseWeb may accept or decline Customer’s request, in its sole discretion. LeaseWeb will charge Customer an additional Service Charge for local loop installation services, and for the interconnection. 4.4. Local Loop Provisioning Service: In order to utilize data services purchased by Customer from LeaseWeb, Customer may request LeaseWeb to order, provide, and manage local loop connections between Colocated Equipment and local exchange or competitive access providers in the Datacenter. LeaseWeb may accept or decline Customer’s request in its sole discretion. 4.5. With respect to interconnections with local telecommunications providers, Customer may interconnect Colocated Equipment only with local telecommunications providers with a presence in the Datacenter. Customers may request LeaseWeb to permit a local provider without a presence in the Datacenter to establish a presence in the Housing Space. LeaseWeb may grant or deny any such request, in its sole discretion. LeaseWeb shall coordinate all such connections with the Datacenter owner/lessor/licensor. LeaseWeb will not guarantee that the Datacenter owner/lessor/licensor will cooperate in permitting additional local telecommunications company’s access to the Datacenter. If LeaseWeb approves Customer’s request, LeaseWeb shall manage the implementation of the local presence of LeaseWeb’s Telecom providers in the Housing Space at Customer’s sole cost and expense, plus a 25% project management fee. 4.6. Customer shall provide LeaseWeb with a cable run‐out listing that contains details of every cable type used in Customer’s interconnections within the Housing Space and the Datacenter, and the termination points of such interconnections. 4.7. All cabling and connections up to the Interconnection Point (Customer’s network) shall be the responsibility of Customer, and any related maintenance shall be performed by Customer. All cabling and connections from the Interconnection Point are the responsibility of LeaseWeb, and shall be maintained by LeaseWeb. ===== 5. Service interruptions ===== 5.1. In case of an interruption or failure of any of the electrical power, back‐up power, and/or HVAC serving the Housing Space and/or Colocated Equipment (the “Power & Cooling Services”), LeaseWeb shall use commercially reasonable efforts to restore the affected Services as soon as possible. If LeaseWeb elects, it may substitute reasonably equivalent Services. Notwithstanding the foregoing, Customer understands and agrees that the utility systems (including the provision and maintenance of a back‐up generator, electrical system and equipment, and heating, ventilating and air‐conditioning system and equipment) serving the Datacenter and the Housing Space may be the responsibility of third parties from whom LeaseWeb leases or licenses the Datacenter, and that such systems are not within LeaseWeb’s responsibility or control. Accordingly, Customer agrees that the Datacenter specifications provided to Customer by LeaseWeb are targets only, which LeaseWeb shall use its best efforts to achieve. LeaseWeb shall have no liability to Customer for the unavailability, or failure of the power & cooling Services or any utility or other system serving the Datacenter and/or the Housing Space, other than the Service Credits as described in the Support and Service Level Schedule. ===== 6. Damage; Repair ===== 6.1. Customer shall compensate LeaseWeb for the costs of any damage or destruction caused by Customer, its employees, agents, End Users, contractors, or invitees to the Housing Space, or the Datacenter, or to the property of LeaseWeb or any third party. Customer shall pay such amounts to LeaseWeb within five (5) business days of receipt of an invoice for such charges from LeaseWeb. Notwithstanding the foregoing, Customer shall not be responsible for any reasonable wear and tear of the Housing Space caused by Customer’s occupancy and use thereof pursuant to this Chapter. 6.2. Customer shall immediately report to LeaseWeb any damage or destruction of the Housing Space, the Datacenter, or to the property of LeaseWeb or any third party. 6.3. If the Housing Space becomes damaged by fire or any other casualty, or if Customer’s use of the Housing Space is interfered with due to damage to the Datacenter, the Services Charges for the Colocation Services payable by Customer shall abate or be reduced proportionately for the period in which, by reason of such damage, there is substantial interference with Customer’s use of the Housing Space, to the extent Customer may be required to discontinue its use of the Housing Space. Such abatement or reduction shall end if and when (i) LeaseWeb has substantially restored the Housing Space (exclusive of Customer’s fixtures, furnishings, Colocated Equipment and the like or work performed therein by Customer) to substantially the condition in which the Housing Space was in prior to such damage; and/or (ii) the interference with Customer’s use of the Housing Space has been eliminated. If the damage cannot reasonably be repaired within thirty (30) days from date on which the damage occurred, or if any part of the Housing Space, or those parts of the Datacenter providing access to Housing Space, is taken by an exercise of the right of eminent domain, then either party shall have the right to terminate the Order by giving written notice to the other of its election so to do. 6.4. Customer shall immediately report to LeaseWeb any damage or destruction of Equipment which is not Customer’s property. ===== 7. Specifications ===== 7.1. Datacenter locations: a) EvoSwitch: 9651 Hornbaker Road, Manassas, Virginia 20109, the U.S.A. 7.2. Housing Space: a) Customer Footprint: W x D = 600mm(23.60”) x 1070mm(42.13”) x 2258mm(88.90”) b) Customer Cabinet: W x D x H = 600mm(23.60”) x 1070mm(42.13”) x 2258mm(88.90”) c) LeaseWeb Cabinet: W x D x H = 600mm(23.60”) x 1070mm(42.13”) x 2258mm(88.90”) U = approximately 4.5cm; A LeaseWeb Rack may be used to provide Housing Space to more than one (1) customer. 7.3. Air Conditions a) LeaseWeb may choose to place all Housing Spaces in accordance with a ‘cold corridor concept’. With a ‘cold corridor concept’ LeaseWeb aims to increase the efficiency of the LeaseWeb Datacenter and to ensure the levels of climate control. As of such date, LeaseWeb introduces the ‘cold corridor concept’, LeaseWeb will install blind plates in the cabinets, roof elements over the cold aisles, and doors on each end of the cold aisles. As of the introduction of the ‘cold corridor concept’, Customer shall at all times during the remainder of the Term, ensure that blind plates shall remain in place in positions of racks/frames where no Equipment is installed. LeaseWeb shall make the blind plates available to Customer free of charge. 7.4. Fire detection and suppression system: a) Provision of a fire detection and sprinkler system. 7.5. Power: a) All power is provided on a NB/No‐Break basis. One electrical outlet shall be used as a primary and the other shall be used as the secondary (back‐up) outlet and is connected to an uninterruptible power supply (“UPS”) system. b) All electricity is provided on a N+1 or a 2N basis. ‐ N+1: Two (2) socket outlets per cabinet. Both socket outlets are provided via a common mainboard. The common mainboard is fed by a UPS system that is backed up by a separate second UPS system. Both UPS systems are supplied by the common commercial electricity supply system, and are both backed up by a standby generator. The demarcation point is the LeaseWeb central socket outlet (i.e. the socket outlet offered by LeaseWeb outside of the Suite, Cage or Cabinet). ‐ 2N: Two (2) electrical outlets per cabinet. One (1) socket is supplied by the default UPS system. The other socket, serving as back‐up, is supplied by a separate UPS system. Input electricity for each of the two (2) UPS systems is provided by a different mainboard that is supplied by the commercial electricity supply system, which is backed up by standby generator(s). The demarcation point is the LeaseWeb central socket outlet (i.e. the socket outlet offered by LeaseWeb outside of the Suite, Cage or Cabinet). c) Customer’s total electricity consumption shall at no time exceed the maximum cooling density of ninety‐two point nine Watts per square foot (92.90W/per square foot) (“Maximum Cooling Density”), unless otherwise stated in the Order Form. For the purpose of this Section, a Cabinet is deemed to occupy a minimum of 21.528 square feet (2 m2). If Customer only uses part of the Cabinet, the Maximum Cooling Density will be determined pro ratio. d) Unless specified otherwise in the Order Form, electricity to the Housing Space is, by default, supplied through no‐break 2 x 21.6 amps of 208V Alternating Current power feed, which is connected to a UPS system. The UPS system is connected to the main(s) electricity and standby diesel generator(s). e) Unless otherwise agreed in the Order Form, the Basic Power will be 6.08 Amp (1.4kVA) per Rack. If Customer only uses part of the Rack, the included Basic Power will be determined pro rato; each U represents 1/46 of total Basic Power. f) Customer is not allowed to use more power than the Basic Power. Should Customer use more power than the Basic Power usage level, then: (i) Customer shall lower the power usage within three (3) days after being notified by LeaseWeb; and (ii) Customer shall pay a penalty for the power used in excess of the Basic Power of ten (10) times the normal power fee, charged at 0.1 Amp increments. g) The A feed shall be used as the main power feed. When available, the B feed shall be used as a backup power feed, and not as an additional main power feed. h) Additional Power Fees: Customer may submit a Change Request to LeaseWeb if additional power is desired. Additional power shall at all times remain subject to availability. 7.6. Security: a) 24/7 site security, access control and camera monitoring. Housing Space is locked. 7.7. Floor: a) Housing Space will be available on a raised floor that is provided with a minimum of five hundred millimeter (500 mm) void to the underside of the tile, capable of withstanding a maximum load of 250lbs per square foot (i.e. total load of 1725lbs per footprint with the dimensions set forth above). The distribution of electricity, cabling and cooling air takes place underneath the raised floor and/or above the Housing Space. b) The Customer Cabinet or Footprint, including Cabinet and all Customer Equipment, shall not exceed the maximum load as defined above. If Customer uses a LeaseWeb Cabinet, this maximum load will be determined pro ratio.