Limited Warranty and Support Agreement

1. LIMITED WARRANTY.

SouthSuite, Inc. (“SouthSuite”) warrants that the hardware products covered by this limited warranty will function properly when used in accordance with normal and customary use of the products as intended by SouthSuite to be used, specifically when used in an ordinary and customary manner and in compliance with all instructions provided by us or the manufacturer, for a period of one (1) year from the date of purchase stated on the customer’s invoice, subject to all of the terms and conditions of this limited warranty (the “Limited Warranty”). Expendable parts, i.e., any parts that are not originally included in a new SouthSuite hardware product or otherwise not specifically invoiced by SouthSuite, are not covered under this Limited Warranty unless SouthSuite specifically identifies and agrees to cover such parts in advance in writing. This Limited Warranty is the entire and sole warranty applicable to SouthSuite’s hardware products and cannot be modified or changed in scope or substance by any oral or written statements, information, or advice given by SouthSuite, or any of SouthSuite’s agents, employees, or others, and the Customer (defined below) may not rely on any such statements, information, or advice.

Except as expressly provided herein, SouthSuite makes no warranty, express or implied, with respect to the products including but not limited to any warranty of merchantability or fitness for a particular purpose, and all such warranties are expressly disclaimed. SouthSuite does not warrant any third party products or support, even if included with other SouthSuite products. SouthSuite provides all such third party products and support as-is without warranty of any kind. Other original manufacturers or suppliers may provide their own warranties as specified in the documentation accompanying such products and in that event the customer shall rely upon such other manufacturers’ or suppliers’ applicable warranties.

This Limited Warranty applies only to (a) new hardware products purchased by an original end-user purchaser directly from SouthSuite and (b) specific classic Coraid chassis and internal components identified on a SouthSuite invoice. Both types of customers are referred to in this Agreement as “Customers.” This Limited Warranty shall not provide any warranty of any kind for any disk drives, whether used with any SouthSuite hardware product or any classic Coraid chassis even where such chassis are under a SouthSuite hardware support contract pursuant to a separate extended support contract.

2. WARRANTY VOID CONDITIONS.

This Limited Warranty does not cover any failure(s) or defect(s) caused by misuse, accident, abnormal or unusually heavy use, improper packaging or handling, neglect, abuse, alteration, improper installation, unauthorized repair or modification, improper testing or causes external to the product such as, but not limited to, excessive heat or humidity, power failures, power surges, or acts of God.

3. REPAIR OR REPLACEMENT.

If a product fails to comply with the Limited Warranty set forth above, the sole and exclusive remedy of a Customer shall be repair or replacement of the non-functioning product, as follows. Repairs or replacements may be performed using factory-refinished parts or products. Any non-functioning parts or products exchanged by SouthSuite in repairing or replacing any parts or products shall become the sole property of SouthSuite upon Customer’s receipt of the replacement part or product. In the event that SouthSuite is unable or decides in its sole discretion not to repair a product, SouthSuite will replace the non-functioning product with the same or comparable product. Non-functioning products must be returned by Customer to SouthSuite for repair or replacement according to the terms of this Limited Warranty (see paragraph 5, below). This Limited Warranty does not provide repair services or any other services at the Customer’s place of business or any location other than SouthSuite’s facilities. In the event that SouthSuite determines that the product has a defect that is covered by this Limited Warranty, SouthSuite will ship a replacement part or product to the Customer with Customer being solely responsible for any and all costs of shipment including but not limited to freight, tariffs, and duties.

4. RETURN MERCHANDISE AUTHORIZATION (“RMA”).

In SouthSuite’s sole discretion, if a hardware product is not performing as originally manufactured and as originally intended for use by a SouthSuite customer, AND the products are (a) within an applicable warranty period, and (b) defective as determined by SouthSuite in its sole discretion, SouthSuite will provide replacement components to allow the Customer to repair the non-operative product as soon as practicable. If the affected product cannot reasonably be repaired by Customer at Customer’s facility using replacement parts or components supplied by SouthSuite, all as determined by SouthSuite in its sole and absolute discretion, then SouthSuite will issue an RMA and replace the defective product with a refurbished or replacement product of SouthSuite’s choosing.

For purposes of this Limited Warranty, “refurbished” means a product or part comparable to that which a Customer owns and has been using, that has been returned to its original specifications, and is in good, functioning order sufficient for its originally intended use. An RMA product may be the same, comparable to, or newer than the product that is subject to the RMA, but need not be new or newer than the affected, non-functioning product in order to comply with this RMA provision of the Limited Warranty. SouthSuite has no obligation to repair or replace parts or components in new hardware beyond the initial one-year warranty period unless Customer has separately purchased an extended hardware support contract. In that event the hardware subject to such an extended support contract shall be governed this Limited Warranty for such period.

5. RMA PRODUCT RETURNS.

In the event that SouthSuite has issued its RMA for a product, SouthSuite will provide the replacement product to Customer as soon as practicable but in any event within the time provided for below. SouthSuite will invoice Customer for the retail price of the replacement product at the time the RMA product is shipped to Customer. Upon Customer’s receipt of the RMA product, Customer is responsible to return the affected, non-functioning product, fully insured for the invoiced amount, in the replacement product packaging as soon as possible but in any event so that SouthSuite receives the non-functioning part or product within thirty (30) days of Customer’s receipt of the replacement. If SouthSuite receives the affected, non-functioning product from Customer within thirty (30) days of Customer’s receipt of the RMA product, SouthSuite will credit Customer the full amount of the invoice and Customer will not be responsible to pay for the replacement product. If SouthSuite does not receive the affected, non-functioning product from Customer within thirty (30) days of Customer’s receipt of the RMA product, the invoice becomes immediately due and payable and Customer shall promptly pay the full amount of the invoice.

In all instances, Customer shall be responsible to pay all costs attendant to the RMA of the affected product, including but not limited to shipping both ways, all duties, taxes, import fees, insurance, and any other costs attendant to both the replacement and RMA’d products.

After processing an RMA request, SouthSuite reserves the right to require payment at SouthSuite’s retail price of the total cost of the replacement products if SouthSuite later determines the non-functioning product to have sustained damage through any action of Customer or any person, entity, or company acting by, through, or on behalf of Customer.

All RMA product replacements resulting from this Limited Warranty are subject to product availability in SouthSuite stock. If SouthSuite does not have inventory or stock on hand to replace a product when an RMA is issued, SouthSuite will use commercially reasonable efforts to manufacture or otherwise obtain a replacement product.

6. OUT-OF-WARRANTY SERVICE.

Upon expiration of the Limited Warranty, at its option and upon prior agreement with Customer, SouthSuite may provide additional services for a period of up to two (2) years from the date of expiration, subject to additional charges. Upon agreement with Customer, SouthSuite may replace defective products with refurbished or functionally equivalent products in the event that SouthSuite determines in its sole discretion that a repair is impracticable. Customer shall pay for all shipping, service, parts, and other charges associated with such out-of-warranty services.

7. WARRANTY LIMITATIONS.

In addition to all other conditions within this Limited Warranty agreement, this Limited Warranty for SouthSuite hardware products does not cover:

Any product that has been damaged or rendered defective as a result of:

(a) the use of the product other than for its usual and customary use;

(b) the failure of the Customer to use the product in accordance with the component user manual(s) and any other written directions or instructions provided with the product at the time of sale or thereafter;

(d) any modification or repair of the product by the Customer or any other party other than SouthSuite;

(e) services performed with respect to any product by any party other than SouthSuite;

(e) improper transportation or packaging in shipment of the product;

(f) the installation of third-party products on or in a SouthSuite hardware product;

(g) expendable / disposable components, any experimental or developmental products, compatibility issues with the hardware and software products of others, including but not limited to compatibility issues with another company’s products introduced after the time of purchase; or

(h) any combination of the above.

This Limited Warranty also does not cover any third-party software that may be provided with the products (which software may or may not be provided with a license or warranty (or both) provided by the licensor of such software) and also does not cover any operation of the products in conjunction with equipment, software, or other items manufactured or sold by any third-party or the Customer.

Under no circumstances will SouthSuite be responsible for other costs associated with product replacement or repair, such as labor, installation, or other costs incurred by the Customer except as may be specifically agreed to by SouthSuite in advance in writing.

8. DISCLAIMER OF WARRANTY.

Except as specified in this Limited Warranty, SouthSuite expressly disclaims all other warranties, express or implied, including, but not limited to any implied warranties of merchantability or fitness for a particular purpose. To the extent an implied warranty cannot be excluded, such warranty is limited in duration to the express warranty period provided in this Limited Waranty. Some jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty lasts, and in that event the above limitations may not apply.

9. LIMITATION OF LIABILITY.

SouthSuite’s liability under this, or any other warranty, implied or express, is limited to repair or replacement of a product or its components. In no event will SouthSuite be liable for direct, indirect, special, incidental, or consequential damages of any kind, however caused and regardless of the theory of liability, including but not limited to loss of use of any product, downtime or interruption of business, lost profits, goodwill, loss of data, records, or other information, damage to or replacement of equipment and property, any costs of recovering, reprogramming, or reproducing any document or data stored in or used with a system containing any SouthSuite product, or any combination of the above. Some states or jurisdictions do not allow limitation or exclusion of consequential or incidental damages, and in that event the above limitation may not apply.

10. General.

Customer may not assign or delegate the hardware support agreement or these Terms and Conditions to any third party without the prior written consent of SouthSuite. These Terms and Conditions shall be governed by the laws of the State of Georgia without regard to its conflict of laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in Clarke County, Georgia for any dispute related to Customer’s hardware support agreement. These Terms and Conditions constitute the entire agreement of the parties with respect to SouthSuite’s hardware product warranty to Customer, and supersede all prior written or oral communications, understandings, and agreements. These Terms and Conditions may not be amended or waived in whole or in part except in a written document signed by SouthSuite and Customer. Except as expressly set forth herein, no terms of any kind that Customer may attempt to use in whatever form will affect the obligations of the parties under these Terms and Conditions, and any such business, purchase order, or other similar terms of Customer are hereby rejected by SouthSuite. If any provision of these Terms and Conditions is found to be invalid or unenforceable, the remaining terms will continue to be valid and enforceable to the fullest extent permitted by law.

SouthSuite may periodically update any or all of the documents referenced herein, including but not limited to these Terms and Conditions, without notice to Customer, by posting the revised or updated document online at coraid.com. All such updated documents, including but limited to these Terms and Conditions, shall become effective immediately when posted online.

SOUTHSUITE, INC. HARDWARE PRODUCTS LIMITED WARRANTY AND SUPPORT AGREEMENT