This is the Service Description for ClearDATA Optimize.

  1. ClearDATA Optimize
  2. Software
  3. Support
  4. Services
  5. Customer Obligations
  6. Advanced Topics and Third-Party Services
  7. Notice to Third-Parties

1. ClearDATA Optimize

ClearDATA Optimize® is a subscription Service that provides insight into cloud service optimization opportunities for a Customer Public Cloud Provider account. ClearDATA Optimize is delivered by the ClearDATA professional services team and its delivered on a remote basis. ClearDATA Optimize provides actionable guidance that include recommendations for rightsizing, identification of unused resources and advanced transformation topics. ClearDATA Optimize is delivered in the form of quarterly advisory reports.

2. Software

A subscription to ClearDATA Optimize does not require installation of software. In some instances, software may be desired for enhanced visibility. If software is identified as needed, ClearDATA will obtain written permission from the Customer before software installation.

3. Support

Customers with questions about ClearDATA Optimize should contact their ClearDATA Customer Success Manager. Since ClearDATA Optimize does not require software and since the data provided within ClearDATA Optimize is in the form of quarterly advisory sessions, ClearDATA Optimize reports do not have a ClearDATA Support SLA.

4. Services

4.1 Account Preparation

ClearDATA shall do each of the following:

  • Upon purchase of the ClearDATA Optimize service, ClearDATA will send an introductory email that includes a brief description of ClearDATA Optimize along with expectations, roles, and timeline.
  • For Customer-provided cloud environments (Customer owns the account(s) and pays the Public Cloud Provider directly), the email will include steps for the Customer to perform. These steps will provide the ClearDATA account access required to fulfill the subscription. ClearDATA will validate access to the customer account(s) once the steps are complete.
  • ClearDATA cloud-resell customers will not need to perform steps to prepare the account(s).

4.2 Gather Service Usage Information and Write Report

ClearDATA shall do the following:

  • On a quarterly basis (four reports total, annually), ClearDATA will perform research into the Customer Public Cloud Provider Service usage and write a ClearDATA Optimize report to summarize findings.

4.3 Report Delivery

ClearDATA shall do each of the following:

  • The quarterly (or as defined in the applicable Sales Order or SOW) ClearDATA Optimize presentation will focus on significant findings for that time period. The Customer should invite the team members who will be involved with the service. These representatives may include IT, DevOps, Security, Privacy, Finance.
  • The ClearDATA Optimize service ends when the last ClearDATA Optimize report associated with the Customer contract is delivered, or a final meeting is conducted.
  • The Customer and the ClearDATA professional services team may schedule time outside of the quarterly meetings to discuss advanced optimization opportunities.

5. Customer Obligations

5.1 Customer Point of Contact

The Customer shall designate a single Point of Contact (POC) who has decision making authority with respect to the Public Cloud Provider Service usage. The Customer POC must understand the Customer’s processes and procedures as they relate to the management of PHI, and have a reasonable technical understanding of Customer’s data management systems.

5.2 Customer Cooperation

Customer must grant the necessary rights to the Cloud Platform to allow ClearDATA to provide the Services and calculate amounts owed to ClearDATA.

In the cloud-resell model (ClearDATA resells Public Cloud Provider Services to the Customer), ClearDATA will have this access by default.

In Customer provided cloud enviroment, the Customer will ensure appropriate access is provided to ClearDATA. If access is not provided by the Customer, ClearDATA will not be capable of fulfilling the ClearDATA Optimize subscription.  Access setup guidance will be provided in the kickoff meeting.

Guidance provided within ClearDATA Optimize reports are not mandatory for the Customer to complete. Also, nor will recommendations be completed by ClearDATA on behalf of the Customer without written consent (in the form of a ticket).

5.3 ClearDATA Optimize Report

The Customer may not share any ClearDATA’s Optimize Report (“Optimize Report”) with a third party except with ClearDATA’s consent and only in the complete and unmodified form as the Optimize Report is provided to Customer by ClearDATA. The Customer shall ensure that each copy of the Optimize Report that is disclosed to a third party includes the Notice to Third Parties in the form set out in Section 6 below. The Customer shall also require each third party to whom it provides the Optimize Report sign written confidentiality obligations covering the Optimize Report that prohibit further disclosure or use for purposes other than those described in the Notice to Third Parties. The Customer may not combine the Optimize Report with other materials except as expressly permitted in advance by ClearDATA.

5.4 Acceptance

The Customer will give ClearDATA notice of its acceptance or rejection of the Service and related reports and deliverables promptly on completion of the first report delivery. If the Customer has not provided a written notice of rejection on or before the 10th business day from the first report delivery, the Services and related deliverables will be deemed accepted as of the 10th business day.

Customer may reject the Services or deliverables only if they fail to conform to the Services requirements. The Customer shall identify the specific way(s) in which the Services or deliverables fail to conform to the Services in its rejection notice. ClearDATA will have 10 business days from the notice of rejection to cure any items of non-conformance and resubmit the Service for acceptance. The Customer will then have a second 10 business day period to test and evaluate the Services and deliverables. If the Customer rejects the Services or deliverables a second time, the Services are terminated, and the parties agree to negotiate in good faith to resolve any outstanding fees for Services provided.

5.5 ClearDATA Materials

ClearDATA shall retain all right, title and interest in and to any materials provided to Customer for its use in enabling ClearDATA to provide the Services, whether in text, visual, audio or other forms. Customer is licensed to use ClearDATA’s materials only for the purposes for which they were provided. Customer may not copy the materials without ClearDATA’s prior written consent, and may not distribute the materials, in whole or in part, to any third party. The Customer must comply with any additional terms of use or restrictions of any other third party whose materials or information is provided as part of the Services.

5.6 Recordings

The Customer may not record or transcribe any presentations given as part of the Services, in text, audio, visual or other form or media, without ClearDATA’s prior written consent and may use the recording or transcription as expressly stated otherwise in that consent.

6. Advanced Topics and Third-Party Services

Advanced topics, such as committed use discounts, reservation purchases, application refactoring and the use of cloud native services discussed during ClearDATA Optimize advisory may include third-party services in connection with the Services. This work may require professional services delivered through ClearDATA or a third-party. This work will require a separate Service Order or statement of work (SOW). ClearDATA warrants that it shall coordinate the delivery the third-party services in accordance with the standards and requirements of the third-party, but otherwise make no representation or warranty whatsoever about the third-party services. Third-party services delivered or coordinated by ClearDATA are provided AS IS.

7. Notice to Third-Parties

Notice to Third Parties from ClearDATA Networks, Inc.

This report includes confidential information of ClearDATA Networks, Inc. ClearDATA permits Customer to disclose this report to you on the following conditions:

  • You not further disclose this report to any other person;
  • You understand that ClearDATA undertakes no responsibility to you as to the subject matter of this report; and
  • ClearDATA disclaims any warranty or representation that the Customer’s security safeguards meet your business or security requirements.

This report was prepared under a contractually agreed specification between ClearDATA and the Customer, based on information provided to ClearDATA by the Customer. It is provided to you for informational purposes only. You should rely only on your verification of the risks, controls, and safeguards covered by this report.