Resiliency, Business Continuity, and Backup Services
The General Terms and Conditions of Service are below.
Where a client has specific requirements the stipulations of the relevant Statement of Work or contract take precedence, in the event of ambiguity.
1. Scope of Services
ISLAND will provide Business Continuity and Resilience Services (BC&RS) described in this Document to assist you in the preparation for and execution of recoveries during an Outage Emergency (Disaster) at your Covered Address.
This Document, together with any Schedule(s) describes the details of the Recovery Services (Services) to be provided. Additional service activities may be provided by issuing a Work Authorisation for Additional
Services whether verbal or written.
All services provided by Island are Best Effort.
Island is not responsible for loss of income or consequential damages under any circumstances.
Backup Service – a service which makes copies of designated production data files from designated computer equipment and stores the copy on designated media, whether on client premises or remote premises. Backup services do not include Technical Support inside or outside business hours, nor do they include recovery of data, or restoration of servers or data. These services are normally contracted separately.
Battle Box – A secure container supplied by the customer to store its IT Recovery Plan, software, scripts, passwords, and manuals as may be required at the Recovery Location.
Calendar Year - denotes a period equal to twelve consecutive months.
Covered Address - a location where information processing is performed by or for you, and is identified in the Schedule(s). This address may represent your facility in a single building, or a physical campus.
Contracted Recovery Configuration - is the configuration comprising of the office accommodation, computer equipment and associated peripherals ISLAND will provide to you, including Customer Provided Equipment, in the event of an Invocation. This configuration is listed in the relevant Schedule(s) and will either be materially equivalent to or have greater capacity and functionality than the Customer Environment.
Contract Term - is the period of this Document from the Service Start Date to the Service End Date, as set out in Schedule A. Certain services may also be provided to Customers on a month-by-month basis.
Customer - any ISLAND customer who has executed a Document or Order for ISLAND Business Continuity and Resilience Services.
Customer Environment - is the office accommodation, computer equipment and associated peripherals located at your premises which is specified and identified by you.
Customer Provided Equipment - property (including computer equipment) provided by you or for you by a third party, for installation or storage in ISLAND-provided space to supplement the recovery services defined in the Document. Customer Provided Equipment is identified in the Schedule(s).
Customer Provided Network Circuits and Network Equipment - property, such as Telecoms, networking components and facilities, provided by you or for you by a third party, for installation in the ISLAND-provided space.
Customer Provided Network Circuits and Network Equipment to be installed in such space are identified in the Schedule(s).
Dedicated Data Centre Space - space, allocated for your exclusive use as described in the Schedule(s). The Dedicated Data Centre Space encompasses, at a minimum, the dedicated floor area for which you have contracted.
Invocation is where you have suffered an Outage Emergency, as defined herein, and contact ISLAND to request the use of the Services outlined within this Document.
Invocation Charge(s) is as specified in the relevant Schedule(s) attached.
Invocation Period - is the period for which the Contracted Recovery Configuration will be available to you following an Invocation and is specified in the relevant Schedule(s).
IT Recovery Plan is your plan, designed, produced and owned by you, which is to be used in the event of an Outage Emergency. It should cover (but is not limited to) technical plans and processes, network connectivity, vital records, recovery and procedures which are designed to restore your critical IT business systems and the reinstatement of your machines and/or premises.
Normal Business Hours - an 8.5 hour period between the hours of 08:30 and 17:00 Monday to Friday excluding RSA public holidays.
Outage Emergency (Disaster) - is any unplanned interruption of your business and information processing at the Covered Address, resulting from causes beyond your control that significantly impairs your ability to operate your business. It includes the loss or theft of, or damage or destruction to the Customer’s Environment beyond your reasonable control, but excludes outages caused by general or regional power failure, inadequate capacity, peak workloads, industrial relations problems or predictable events such as software related errors. Production service interruptions caused by unqualified or unauthourised personnel, whether in the employ of the Customer or not, do not constitute a Service Outage or Outage Emergency in terms of any service offered by Island.
Planned Change - an event, planned in advance, which could render the Contracted Recovery Configuration unusable for a limited period of time such as, but not limited to, maintenance, hardware installation or building works.
Profiled Recovery is a service that facilitates the rapid recovery of a specific operating systems environment. It captures and uses a profile(s) of the Customer’s server(s) to enable recovery in the event of an Invocation.
Recovery Location - ISLAND-provided facilities where the Services are provided. It is the designated location, identified in the relevant Schedule(s), where ISLAND provides the Contracted Recovery Configuration for the services you have selected.
Recovery Method is the contracted method of recovery which is set out in the relevant Schedule(s).
Rehearsal or Recovery Exercise - a scheduled event to rehearse execution of your recovery plan, procedures and operations. ISLAND will make available the Contracted Recovery Configuration for this purpose. A Rehearsal must be conducted on adjacent days. A Rehearsal on part of a weekend and/or Public Holiday is subject to availability of the Contracted Recovery Configuration and the Recovery Location. Any such Rehearsal which requires Technical Support will incur additional charges.
Rehearsal Day - is between 08h00 and 17h00 for each adjacent contiguous day.
Rehearsal Report is a document recording events during the Rehearsal.
Schedule(s) - the optional attachment to this Document detailing the service, Contracted Configuration, charges and contract dates.
Seat - a single workstation within the work area space, as specified in the Schedule(s). Seats are provided on a dedicated (“Dedicated Seat”) or shared (“Shared Seat”) basis.
Service End Date is the date on which the Services will terminate and is reflected in the attached Schedule(s).
Service Level Agreement (SLA) - a performance measurement of a service or system. Certain goals are defined and the service level gives the percentage to which they should be achieved. Evaluation of the Ongoing Services is based on the periodic measurement of the service quality indicators. The raw data will be recorded as the need arises.
Shared Customer Space - the Data Center Space and Work Area Space, collectively used for Customers during rehearsals and recoveries.
Shared Data Center Space - space at the Recovery Site, set aside for your use during rehearsals and recoveries as described in the Schedule(s).
Shared Systems – multiple customers have rights to use the Shared Systems for their Recovery Exercises or for recovery after declaration of an Outage Emergency;
Shared Work Area Space – shared space, allocated for your use as described in the Schedule(s). The Work Area Space encompasses, at a minimum, the shared Seat(s) for which you have contracted.
Target Response Time is the time as specified in the attached Schedule(s) during which ISLAND will use reasonable endeavours to provide the services following your notification to us of an Outage Emergency.
Technical Support is provided by either ISLAND personnel or an ISLAND sub-contractor during a Rehearsal or Outage Emergency. Technical Support consists of advice and guidance on the use of the Contracted Recovery Configuration and Recovery Location. Technical Support outside of Normal Business Hours will incur additional charges.
Telecom Services - is telephone, data and any other telecommunications links provided by ISLAND or a third party vendor as specified in the Schedules.
Verification Period is a period after your return to your production site following an Outage Emergency. This period is up to 3 days following notification by you that your environment has been fully restored (i.e. are functioning as they were prior to your Invocation).
a. Our Responsibilities
i. manage the Contracted Recovery Configuration to be consistent with the specifications of the Schedule;
ii. maintain the facilities and equipment ISLAND provides as specified in the Contracted Recovery Configuration in good working order and repair, 24 hours a day, 365 days a year;
iii. provide you with access to the defined Technical Support to assist you in your Rehearsal(s) and/or Invocation;
iv. allow you use of the Recovery Configuration, Recovery Method and Recovery Location during your Rehearsal(s) and for Invocation all as specified in the relevant Schedule(s); and
v. provide you with ISLAND Safety procedures as well as any other relevant guidelines.
b. Your Responsibilities
i. where an ISLAND Recovery Location is specified:
- not hold any right or title to that Recovery Location;
- ensure that all statutory Health & Safety and Security regulations and any other guidelines issued by us are fully complied with during the period of use of the Recovery Location;
ii. supply all personnel, program(s) (refer attached Schedule(s) for any exceptions), and data necessary to support your recovery of your critical IT business systems and ensure that you have the appropriate authorities from the licensor(s) to use the program(s) on the Recovery Configuration;
iii. provide all office supplies required for your information processing and/or user operations;
iv. defend us against any patent or copyright claims made by the licensor of such program(s) used by you on the Contracted Recovery Configuration and shall indemnify us against all payments made in compliance with any award or order made by a court in respect of such claim or in settlement of such claim;
v. defend and indemnify us from and against any and all liabilities and all costs arising from any and all claims based upon the content of any transmission, or any other use of ISLAND-provided Internet access by you or any person or entity you permit to use such Internet access;
vi. restrict use of the Contracted Recovery Configuration to suitably Customer trained and authorised personnel only;
vii. ensure that the Contracted Recovery Configuration and Recovery Location (if applicable) is not damaged;
viii. be responsible for the payment of all costs incurred in the rectification of damage to the Contracted Recovery Configuration and/or Recovery Location caused by any negligent act or omission by you, your servants, agents or contractors;
ix. furnish all supplies, materials and other storage media necessary for use on the Recovery Configuration. All such items must meet ISLAND specifications, which such specifications will be provided to you on request;
x. Notify ISLAND prior to delivery of any Customer Provided Equipment to an ISLAND-provided space, for which approval is required;
xi. arrange and pay for travel of your personnel and transfer of your data and program(s) to the Recovery Location;
xii. use any program(s) ISLAND may provide to you only in support of your Rehearsal or Outage Emergency recovery efforts at the Recovery Location;
xiii. take all reasonable precautions to protect program(s) and the Contracted Recovery Configuration from infection by computer viruses while under your control;
xiv. not hold any right or title to the Contracted Recovery Configuration;
xv. notify us immediately in the event of any failure of, or damage to the Contracted Recovery Configuration and /or the Recovery Location, and allow us access to the Contracted Recovery Configuration in the event that maintenance service is required;
xvi. be responsible for operation, accuracy and the results obtained from all programs used in connection with the Recovery Configuration;
xvii. be responsible for all network connectivity and associated equipment specified in the relevant schedule(s);
xviii. maintain the information in the network schedule (if applicable), informing us in writing of any changes to network configurations;
xix. be responsible for the payment of all costs associated with the use of Telecoms, when provided by ISLAND during your use of the Contracted Recovery Configuration. This will be billed following such use and payment becomes due on receipt of our invoice;
xx. cooperate with any reasonable requests ISLAND may make for ISLAND or ISLAND's designee to perform any required emergency activity;
xxi. ensure that applicable current agreements are in place with applicable third-party vendors used by you;
xxii. be responsible to ensure that you have a functional stand-by power generation system installed at the Covered Address specified in the Schedule(s). In the event that such stand-by power generation system fails, it can be classified as an outage emergency; and
xxiii. leave the Data Centre and Work Area Space in the same good condition in which it was delivered to you, reasonable wear and tear excepted. After you vacate the space, ISLAND will, if necessary and at your expense, return the space to the same good condition as when delivered to you.
4. Additional Terms and Conditions
i. You confirm that the Customer Environment covered by this Document is operational and available for productive use. If you are not both the owner and user of the Customer Environment covered by this Document then you warrant that you have the authority of both the owner and the user for us to provide the services under this Document;
ii. You confirm that you restrict use and operation of the protected server(s) and data to suitably Customer trained and authorised personnel only;
iii. ISLAND’s responsibility for loss or damage will be limited in terms of this Document;
iv. ISLAND does not warrant the uninterrupted operation of machines or equipment at a Recovery Location; and
v. In the event of interrupted service at an ISLAND Recovery Location, ISLAND will endeavor to recommence service whenever and wherever possible without delay.
5. Point of Contact Responsibilities
a. Our Responsibilities
i. Designate a person (called “Service Manager”), who will be ISLAND's focal point for all communications relative to the services, who will manage the implementation and delivery of the services. If the person ISLAND designates as Service Manager is re-assigned or otherwise cannot fulfill such duty, then ISLAND will inform you of the person designated as the replacement, as soon as practicable;
ii. ensure that tasks assigned to ISLAND’s personnel will be completed according to the agreed timetable;
iii. review ISLAND’s procedures for Rehearsals and Invocations with your Point of Contact;
iv. review the initial project plan, guidelines and associated documents, with your Point of Contact as applicable;
v. review the Document, Schedule(s) and associated documents, with your Point of Contact as required;
vi. establish and maintain communications through your Point of Contact;
vii. participate in service related meetings with your team, as required; and
viii. coordinate changes to the services with your Point of Contact.
b. Your Responsibilities
Prior to the start of the services, you will designate a person (called "your Point of Contact"), to whom all communications relative to the services will be addressed and who will have the authority to act on your behalf in all matters regarding this Document. If the person you designate is re-assigned or otherwise cannot fulfill such duty, then you will inform ISLAND of the person designated as the replacement, as soon as practicable.
Your Point of Contact will:
i. serve as the interface between ISLAND’s team and all of your personnel participating in the services, as well as any applicable third-party vendors used by you;
ii. obtain and provide applicable information, data, consents, decisions and approvals as required by ISLAND to perform the services, within two working days of ISLAND’s request, unless otherwise agreed by the parties;
iii. ensure that tasks assigned to personnel within your organization will be completed according to the agreed timetable;
iv. participate in meetings with the ISLAND team, as required;
v. help resolve services issues within your organization, as necessary;
vi. ensure that the ISLAND Service Manager is kept informed about any issues that may arise regarding the services; and
vii. be responsible for the accuracy and currency of the list of personnel you authorize to have access to the Recovery Site. You must notify ISLAND if any person on such list is to be denied access and ISLAND will act on this notification when received.
a. Our Responsibilities
ISLAND will, if requested, provide a consultant to assist you with the development and/or review of your IT Recovery Plan, subject to availability. Such service will incur additional charges.
b. Your Responsibilities
i. supply a lockable container in which to store your IT Recovery Plan, software, scripts, passwords and manuals (Battle Box);
ii. produce an IT Recovery Plan and submit a copy to us for safekeeping in your Battle Box;
iii. accept full responsibility for the ongoing maintenance of your IT Recovery Plan and ensure that it has been completed using professional care and skill;
iv. inform us of any changes to your IT Recovery Plan; and
v. be responsible for maintaining the recovery process and procedures that you use for Rehearsals and for Invocations following your declaration of an Outage Emergency.
You may only use a Rehearsal in order to rehearse and verify your IT Recovery Plan.
ISLAND may reschedule your Recovery Exercise to serve another customer who has declared an Outage Emergency.
a. Our Responsibilities
i. provide a contact point in order for you to book your Annual Rehearsal Days as specified in the relevant Schedule;
ii. provide a Rehearsal Report on completion of a Rehearsal;
iii. if requested and subject to availability, provide additional Rehearsal days at the daily rates specified in the relevant Schedule(s); and
iv. make the Contracted Recovery Configuration available for your use at the Recovery Location for the number of contiguous Rehearsal days specified in the relevant Schedule.
b. Your Responsibilities
i. arrange the first Rehearsal of your IT Recovery Plan within the first twelve (12) months of the Service Start Date;
ii. schedule Rehearsals in accordance with ISLAND’s procedures for Rehearsals, which may be found in our guidelines, giving us a minimum of four (4) weeks’ notice;
iii. request to reschedule Rehearsals a minimum of seven days (7) prior to the scheduled date. ISLAND will endeavor to accommodate requests to reschedule Rehearsals, should this not be possible the Rehearsal Days will be forfeited;
iv. attend a scheduled pre-rehearsal meeting at which Rehearsal objectives will be defined;
v. use your Annual Rehearsal Days or forfeit any Annual Rehearsal Days not used within a Calendar Year;
vi. be responsible for acting upon recommendations found to be your responsibility in any Rehearsal Report;
vii. during any Rehearsal provide us with a 24 hours a day contact number in case another Customer invokes the Contracted Recovery Configuration or Recovery Location;
viii. if requested by us during your Rehearsal, immediately terminate your use of the Contracted Recovery Configuration and vacate the Recovery Location (if applicable) in order that ISLAND may respond to another Customer Invocation. Any Rehearsal so interrupted will be rescheduled at no extra charge to you. Any other expense incurred by you will be borne by you;
ix. provide any equipment, software, workspace, or telecommunications services that is not specified in the Schedule, that you need for a Rehearsal; and
x. during a Rehearsal keep an accurate log of events and timings.
These services are only available in response to Outage Emergency(s) affecting the Covered Addresss detailed in the relevant Schedule(s).
If you experience an Outage Emergency before the completion of your first Rehearsal, and require us to implement these services, ISLAND will respond on a reasonable endeavours basis.
Following your Invocation of these services, your use of the Contracted Recovery Configuration and Recovery Location (if applicable) will end after the Verification Period or Invocation Period whichever is the earlier.
The relevant Schedule(s) indicate the Invocation Charges and the day from which they become due. In the instance where Invocation Charges are not payable from day one then they become payable the first day after the conclusion of the Verification Period. If the Verification Period extends beyond the Invocation Period then the Invocation Charges will be due for any days after the Invocation Period.
Subject to its availability, you may use the Contracted Recovery Configuration and Recovery Location for a secondary Invocation Period. This shall be subject to you demonstrating that your Outage Emergency is still subsisting and subject to availability of the Contracted Recovery Configuration and Recovery Location. This use will be at the Invocation Charge(s) indicated in the relevant Schedule(s). ISLAND reserves the right to terminate immediately any such extended use of the Contracted Recovery Configuration and Recovery Location to respond to another Customer’s Invocation. Under such circumstances you will undertake to terminate your use of the Contracted Recovery Configuration and Recovery Location within 4 hours of our request.
a. Our Responsibilities
i. respond to declarations of Outage Emergency’s from our Customers in the order in which they are received and recorded by us; You understand that there are a number of other Customers that share the services, all of whom have rights with regards to the use of the Services. Should the need arise, ISLAND shall use its reasonable endeavours to accommodate more than one invocation in relation to these services, initially by an equitable sharing of available resources (that will be determined by ISLAND);
ii. respond to your calls for services 24 hours a day, 365 days a year; and
iii. make available the Contracted Recovery Configuration and Recovery Location as specified in the relevant Schedule(s), in the event of your Invocation, following an Outage Emergency. If any of the recovery facilities are unavailable, then ISLAND will use reasonable endeavours to provide alternative facilities.
b. Your Responsibilities
i. notify ISLAND that you are declaring an Outage Emergency by calling and requesting 'ISLAND Resiliency Services ’ Services;
ii. pay any Invocation Charges specified in this Document and the relevant Schedule(s) on presentation of invoice. You may not offset the value of any unused Annual Rehearsal Days against the Invocation Charges;
iii. once the recovery process is completed and your critical IT business systems are functional, or sooner, restore your Customer Environment as soon as practical;
iv. inform us as soon as your office and/or computing facilities have been restored, whether to full capacity or otherwise, following an Outage Emergency;
v. immediately vacate the Recovery Site should your Document expire during an Invocation; and
vi. providing any equipment, software, workspace, or telecommunications services that is not specified in the Schedule, that you need during an Outage Emergency.
9. Provision of Telecom Services
ISLAND does not operate as a provider of Telecom Services by acting as your agent for acquiring such services from a third party common carrier. It is your responsibility to ensure the availability of suitable Telecom Services for Rehearsals or Invocations.
ISLAND-provided Internet access may be provided on an “as-is” and “as-available” basis without warranties of any kind, express or implied.
ISLAND will issue a new Document or change authorisation (CA), whichever is applicable, sixty (60) days prior to the Document Service End Date. The Service Start Date of the new Document or CA will be the date of signature by ISLAND. ISLAND will not provide any services without your signed authorization.
In the case of backup services provided on a month-to-month basis, there is no renewal.
11.1 Termination for Cause
You may seek to terminate this Document before the end of the Initial Document Term for cause, only where ISLAND has failed to remedy a proven material breach or default hereunder within thirty (30) days after receipt of written notice of such breach or default.
ISLAND shall have the right to terminate this Document for cause:
i. where you have failed to remedy a proven material breach or default hereunder within thirty (30) days after receipt of written notice of such breach or default;
ii. if you become insolvent or file for bankruptcy, or have a petition of bankruptcy filed against you;
iii. if there is a "change in control" of the Customer. For purposes of this section, "change of control" shall mean a change in the control or ownership of the Customer such that fifty percent (50%) or more of the outstanding shares or securities, or ownership interest representing the right to make decisions for the Subscriber is owned or controlled, directly or indirectly, by a different person or entity; or
iv. notwithstanding any of the above, immediately if you fail to pay any of the Charges pursuant to this Document.
In the event of such termination, ISLAND shall have the right to require you to promptly pay the charges for the remainder of the Contract Term.
11.2 Termination for Convenience
Termination for convenience during the Contract Term is not allowed.
12. Configuration Changes
You may request a change to the Contracted Recovery Configuration by informing ISLAND in writing, one month in advance of any changes (additions, deletions, reductions or upgrades) to the Contracted Recovery Configuration specified in the Schedule(s). This includes, but is not limited to, changes to your address, machine type and/or model, amount of memory, amount of Disk Storage, number and type of tape devices and any other peripherals or networking equipment/services.
Changes to the Contracted Recovery Configuration may attract adjustment charges.
ISLAND will mutually agree to any changes that can be reasonably accommodated. ISLAND’s acceptance of your request will be confirmed by the issue of a change authorisation accompanied by revised Schedule(s) containing the new Recovery Configuration. The change authorisation will detail any adjustment charges or resultant changes to the annual charges.
In the event that you do not inform us of any changes to the details specified in the Schedule(s) ISLAND is under no obligation to provide any extra capacity, equipment or service, at the time of your Rehearsal or Outage Emergency. It is your full responsibility to determine, on a continuing basis, whether the Services described by the details specified in the Schedule(s) are sufficient for you to meet your requirements for resuming your business and information processing activities after you declare an Outage Emergency.
ISLAND may discontinue any item of equipment, software or service(s) described in the Contracted Recovery Configuration upon one month’s written notice to you.
Payment becomes due upon receipt of our invoice for changes to charges indicated in the change authorisation.
13. Additional Services
You may request additional services (including technical support beyond that which is covered in this Document). After submitting your request for such services to ISLAND in writing, ISLAND will provide a “Work Authorization for Additional Services” that includes a description of the tasks to be performed, an estimate of the time required and the applicable charges or rates. ISLAND will not provide such services without your signed authorization.
i. The charges for the Services described in this Work Order will be due on the Service Start Date and are specified in Schedule A;
ii. ISLAND will invoice you in advance including all applicable taxes;
iii. The frequency of billing is specified in Schedule A;
iv. Telecommunications usage charges and Daily Invocation Charges are invoiced following the period in which you incur them and shall include all applicable taxes;
v. You will pay us for any reasonable expenses incurred by us in the provision of these services, agreed in advance in writing with you. Reasonable expenses shall include travel, accommodation and miscellaneous costs mutually agreed in writing between us. A 10% uplift will be added to expenses to cover our administration costs;
vi. For additional Rehearsals or additional Rehearsal Days you schedule beyond the Annual Rehearsal Days allowance specified in the relevant Schedule(s) a “Work Authorisation for Additional Services” will be issued specifying the additional charges;
vii. ISLAND may revise the Charges specified in Schedule A if you require changes to the Services, in which case a Change Authorization containing the revised Schedule(s), any adjustments to the Services, Monthly Charges and the Effective Date of such change;
viii. ISLAND shall apply an annual adjustment to the Total Charges under the Schedule A, compounded and effective on the first of January for each subsequent year of the Agreement (Economic Charges Adjustment or ECA);
ix. ISLAND shall calculate and apply the incremental ECA adjustment to the Charges by applying any utilities increases and a CPI inflation index rate as follows:
• increase the Charges for the utilities portion of the Services if the cost of electrical energy (utility power) is increased by the energy supplier (namely “Eskom”) for the Recovery Site. Such utilities increase shall be equal to the actual percentage increase applied by Eskom, and shall apply to the utilities portion of the Charges (as specified in Schedule A), effective from the actual date of the increase being applied by Eskom.
• the CPI inflation index rate (as published by Statistics SA) for the twelve (12) months preceding each application of the ECA will be averaged and the resulting figure applied to the Charges due on or after the effective date of the ECA; and
x. Should any increases to the rates, tariffs and/or charges that are normally provided by any Third Party, if applicable, in respect of the Services be in excess of the above escalation criteria, ISLAND reserves the right to increase the incremental adjustment accordingly.
15. Document Start, Contract Term and End
The Service Start Date, Contract Term and End Date of this is Document is reflected in Schedule A.
16. Recovery Location Security
ISLAND will provide access control security measures in order to restrict access to the Recovery Location to only those persons authorised by ISLAND or by the Customer. Such security measures will be in place twenty-four (24) hours per day and seven (7) days per week. Any person authorised by ISLAND or the Customer to enter the areas that are allocated to the Customer must comply with all such security measures as prescribed by the security supervisor at the site.
ISLAND will follow commercially reasonable security practices and procedures to protect your physical assets while they are located at an ISLAND-provided facility.
You will provide a list of personnel and/or personnel of outside entities authorised to work on your behalf at the Recovery Location at the start of this agreement and keep it up to date throughout the duration of the agreement. This list will be made available to the ISLAND security supervisor at the site. If Customer personnel and/or personnel of third party operatives need to work at the Recovery Location, these persons shall remain under the authority, direction and supervision of the Customer. ISLAND shall not accept any liability or obligation for such personnel.
17. Data Security and Integrity
a. Your Responsibilities
i be solely responsible for the integrity and accuracy of your data, programs and procedures. ISLAND shall not be required to reconstruct files or data programs, however lost or corrupted;
ii ISLAND may perform reconstruction as envisaged in paragraph i as a separate, paid, service by separate agreement or order from you;
iii be responsible for the confidentiality and security of your own data and transactions during your use of the Contracted Recovery Configuration and during data transmission across wide area networks;
iv be responsible for securing or removal, as applicable, of all your equipment, papers, media, reference materials and any confidential information from a Shared Work Area Space, or from any other location at the Recovery Site. Such actions must take place upon or prior to your departure from the Recovery Location; and
v be responsible for the removal of your data or program(s) and where applicable, third party data which has been placed on the Contracted Recovery Configuration by you or with your knowledge, from the Contracted Recovery Configuration prior to returning control of such equipment to ISLAND.
ISLAND shall not be responsible for any loss, damage or claim whatsoever caused by your failure to ensure full compliance with your responsibilities.
18. Required Consents and Indemnity
You shall be responsible for promptly obtaining and providing to us all required consents necessary for us to access, use and/or modify program(s), hardware, firmware and other products used by you for which ISLAND shall provide services hereunder. A required consent means any consents or approvals required to give us and our subcontractors the right or license to access, use and/or modify (including creating derivative works) your or a third party's program(s), hardware, firmware and other products used by you without infringing the ownership or license rights (including patent and copyright) of the providers or owners of such products.
You agree to indemnify, defend and hold us and our affiliates harmless from and against any and all claims, losses, liabilities and damages (including reasonable attorneys' fees and costs) arising from or in connection with any claims (including patent and copyright infringement) made against us alleged to have occurred as a result of your failure to provide any required consents.
ISLAND shall be relieved of the performance of any obligations that may be affected by your failure to promptly provide any required consents to us.