Astra Supplement

This Astra Supplement (“Supplement”) applies to any use of DataStax Astra, and any other Cloud Services provided by DataStax, including DataStax Astra DB, DataStax Astra Streaming, or CDC for Astra DB.

This Supplement and any applicable Order Schedule, entered into by Customer for the use of DataStax Astra are governed by the Master Subscription Agreement between Customer and DataStax (“MSA”), and shall be collectively referred to as the Agreement. This Supplement adjusts certain terms of the MSA, solely with respect to DataStax Astra. Capitalized terms used but not defined in this Supplement have the meanings given to them in the MSA.

1. Cloud Services

1.1. Requirements. DataStax will provide Cloud Services in accordance with the specifications set forth in the Documentation. Customer will provide all accurate and complete information as required in the Console or API. The Cloud Services are provided using a third-party hosting provider (the “Cloud Provider”), as selected by Customer from available options.

1.2. Modifications; Discontinuation of Service. Customer agrees and understands that DataStax may make modifications to the Cloud Services or components of the Cloud Services; provided, however, that DataStax shall use commercially reasonable efforts to notify the Customer in advance of such modification. If DataStax is required to make a material modification, including discontinuation, that materially reduces the functionality of the Cloud Services during the term of an Order Schedule, then the Parties will negotiate in good faith to resolve the issues within a period of thirty (30) days of such change, and if the parties are unable to reach resolution, Customer may terminate such Order Schedule, and DataStax shall refund Customer any unused, prepaid Cloud Service Fees.

1.3. Console. Customer’s use of the Console and API in connection with Customer’s use of the Cloud Services is included in the fees charged for the Cloud Services.

1.4.   Administration. Customer shall: (i) ensure that it keeps credentials and other account and billing information up to date; and (ii) keep a complete and accurate record of all Authorized Users, and produce such record to DataStax on request from time to time. DataStax shall provide reasonable advance notice in writing to review Customer’s records as provided herein.

1.5. Third-Party Integrations. DataStax may make integrations available within the Cloud Services to other third-party services. Customer’s use of any Third-Party Integration is at Customer’s sole discretion and risk and is subject to that third party’s terms and conditions. DataStax is not responsible for any interaction between Customer and the Third-Party Integration. The use of Third-Party Integrations may be subject to additional charges as provided on the Astra Pricing Page. All Third-Party Integrations are excluded from the Service Level Agreement and Support.

1.6. Multi-Region. If Customer elects within the Console or API to procure Multi-Region Cloud Services for DataStax Cloud Services, the following shall apply: (1) without limiting DataStax’s obligations under the Data Processing Agreement, Customer acknowledges that Customer Personal Data may be transferred, processed or stored outside the EEA, or the U.K., if Customer selects Cloud Regions outside those areas, and (2) unless otherwise set forth in an Order Schedule Customer will be billed according to the then-current applicable list price as set forth at the Astra Pricing Page. For Capacity Unit for DataStax Astra DB, Customer may select up to three (3) different Cloud Regions, but each different Cloud Region must be licensed for the same number of Capacity Units.

2. Use of the Cloud Services

2.1. Support. DataStax will provide Customer with Support of the Cloud Services in accordance with the Support Policy.

2.2. Service Level Agreement. The Service Level Terms which sets forth the Service Availability as defined therein shall be as described at https://www.datastax.com/legal/datastax-astra-sla. The Service Level Terms shall not apply to (i) any Astra Cloud Services credits provided at no charge under an Order Schedule; (ii) Free Credits, under a No-Fee License, or (iii) any delay or failure caused by Customer’s incorrect implementation of the BYOK feature.

2.3. Acceptable Use. Customer warrants that they shall not, and shall not permit others under its control to: (1) use the Software, Console, API or Cloud Services in violation of any of the Restrictions in Section 1.2 of the MSA, (2) use the Cloud Services to store, maintain, process or transmit any High Risk Data, (3) use the Console, API or Cloud Services to create, transmit, process or store any data that is subject to the International Traffic in Arms Regulations maintained by the U.S. Department of State, (4) attempt to circumvent any security measures intended to restrict access to any portion of the Cloud Services or Cloud Provider, (5) Customer shall not upload, post, otherwise transmit or provide access to data through the Cloud Services which is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, invasive of another’s privacy, breaches any obligations of confidence, which is hateful, or racially, ethnically or otherwise objectionable; or (6) attempt to use the Cloud Services in a manner intended to improperly avoid Fees.

2.4. Suspension of Services for Security. If there is an emergency security or other issue, then DataStax may automatically suspend Customer’s access to the Console and/or Cloud Services. Suspension will be to the minimum extent required, and of the minimum duration, to prevent or resolve the emergency security issue. If DataStax suspends Customer’s use of the Services for any reason at Customer’s request, DataStax will provide Customer the reason for the suspension as soon as is commercially possible.

2.5. BYOK Feature. Should Customer elect to use the DataStax BYOK feature, Customer acknowledges and agrees that DataStax is not responsible for and shall not be liable to Customer for any faulty or incorrect implementation of BYOK. Customer further acknowledges and agrees that the BYOK is dependent upon the applicable cloud service provider for security purposes, and DataStax assumes no liability whatsoever for any breach of security related to the cloud provider or Customer that is not directly caused by DataStax.

3. Payment

3.1. Fees. Customer agrees to pay DataStax all fees and applicable taxes incurred for its usage of the Cloud Service, including any fees specified in an Order Schedule, or Third-Party Marketplace Order. Unless specified, all Fees are non-refundable, assessed in U.S dollars, and shall be paid without setoff or deduction. DataStax will collect fees for the Cloud Services as described in the “Recurring Charges” and “Order Schedule Charges” sections below. Fees for the Marketplace will be processed by the Third-Party Marketplace, subject to Customer’s agreement with such Third-Party Marketplace.

3.1.1 Astra Cloud Services credits. Charges for the Cloud Services are invoiced and charged based on actual consumption of Astra Cloud Service credits according to the then-current price for the applicable Cloud Services found at the Astra Pricing Page, Order Schedule or Console (“Metered Fees”). Unless otherwise set forth on the Order Schedule or Third-Party Marketplace Order, Astra Cloud Service credits expire 365 days from the Order Schedule Effective date or upon complete consumption, whichever comes first. If there is no Order Schedule, credits will expire 365 days from the date of the Customer’s registration within the applicable Third-Party Marketplace or upon consumption. If Customer is purchasing Astra Capacity Units, or Reserved Compute Units, units are applied as Astra Cloud Services credits on the number of hours consumed, quantity as well as the number of Capacity Units, the Compute Tier selected, data transfer and private endpoints, if selected.

3.2. Consent to Payment Processing. Fees and metering will be processed by a third-party payment processing service (“Payment Processor”). Customer consents to the use of such Payment Processor, subject to the applicable third party terms, and to the transfer of Customer’s bank or credit card information (including bank account or credit card holder’s name, bank account or credit card number, card expiration date, CVV number, and billing address) to such Payment Processor. Any terms governing the processing of Customer payment data are between Customer and such Payment Processor, and Customer should consult the applicable third party terms.

3.3. Recurring Charges. For Pay As You Go Customers, DataStax will automatically charge the bank account or credit card on-file for the Metered Fees, minus any free credits, which include any used but unpaid consumption associated with Customer’s usage during the prior calendar month (or other relevant period) (the “Recurring Charges”). To change the method of payment for Recurring Charges, Customer must first authorize a final charge to the existing payment method for any used but unpaid Metered Fees. Recurring Charges will be made at least monthly in any month where Metered Fees are incurred, but more frequent charges may be made if Customer’s usage or Fees exceed certain thresholds. By using the Cloud Services, Customer agrees to these Recurring Charges. To withdraw consent for future Recurring Charges, update the account settings in the Console and cease use of the Cloud Services.

3.4. Support Fees. If Customer elects to purchase Support beyond the Standard Support included with the Cloud Services, Customer will pay all fees and any applicable Tax as specified in the Order Schedule or Third-Party Marketplace order for such support (the “Support Fees”). If Customer exceeds the available Astra Cloud Services credits as procured via an Order Schedule or Third-Party Marketplace order, Customer will be invoiced additional Support Fees for the Cloud Service Fees at the rate as set forth in the Order Schedule or Third-Party Marketplace order.

3.5 Order Schedule Charges. Customers Metered Fees will be calculated on a monthly basis. Customer will receive a summary within the Console. If the Metered Fee exceeds Customer’s available Astra Cloud Services credit as procured via an Order Schedule, Third-Party Marketplace Order or Free Credits, Customer will be notified via the main contact email associated with Customer’s Cloud Services account. Customer will have 30 days to enter into a new annual commitment under a new Order Schedule for the Cloud Services, or will be charged in accordance with section 3.3 Recurring Charges above. Customer shall remain responsible for all fees incurred during the 30 day period and will have them deducted from any new Cloud Services credits procured or invoiced at the end of the 30 day period.

3.6. Account Suspension. In addition to Section 3.3 of the MSA, if Customer does not make payment to DataStax or provide banking or credit card information or enter into a new Order Schedule, by payment due date, then upon the use of all Free Credits, Customer’s Database may be moved to Suspended status. Customer’s Database shall remain in Suspended status until (1) Customer pays all fees due and owing to DataStax (2) Customer enters into a new Order Schedule or enters its applicable billing information, (3) Customer’s Free Credits are refreshed, or (4) Customer’s account is terminated pursuant this Agreement. Upon termination, Customer’s Database(s) and all Customer Data contained therein may be deleted, subject to the existing DataStax Data Retention Policy.

4. Account Data and Customer Data

4.1. Data Restrictions. Customer agrees that: (i) DataStax is not acting on Customer’s behalf as a Business Associate or subcontractor; (ii) the Cloud Services should not be used to store, maintain, process or transmit protected health information (“PHI”) or payment cardholder information; (iii) the Cloud Services should not be used in any manner that would require DataStax, the Software, or the Cloud Services to be compliant with the Health Insurance Portability and Accountability Act of 1996, as amended and supplemented (“HIPAA”) or Payment Card Industry Data Security Standard requirements; (iv) to the extent required under applicable law, Customer will obtain any consents from Customer’s end users that are required for Customer to provide the Customer Data to DataStax in order for DataStax to provide the Cloud Services or Support. In the preceding sentence, the terms “Business Associate,” “subcontractor,” “protected health information” or “PHI” shall have the meanings described in HIPAA.

4.2. Auto-Deletion for Free Tier. For any database, created under a No-Fee License, DataStax reserves the right to delete any Database and all Customer Data contained therein if Customer has not accessed the Database or Console for a period of 30 days. Such Customer Data will be subject to the existing DataStax Data Retention Policy.

5. Term and Termination

5.1. Termination of Database. If Customer does not have any prepaid DataStax Astra Cloud Services credits, and Customer’s Database has been inactive or Suspended for 60 days, DataStax reserves the right to terminate Customer’s Database(s) and delete all Customer Data contained therein, subject to the existing DataStax Retention Policy, upon 30 days written notice to Customer.

6. Customer Indemnification. In addition to Section 7.2 of the MSA, Customer shall defend or settle at its sole expense and shall pay all damages finally awarded by a court of competent jurisdiction (or settlement amounts agreed to in writing by Customer) for third party claims arising out of a breach of Sections 2.3 and 4.1 of this Supplement.

7. Notices. All notices must be given as set forth in the MSA. Notices given through the Console will be deemed given upon posting in the Console.

8. Definitions

“API” is the Application Programming Interface (API) used by developers or DevOps teams to automate provisioning and management of their Astra Cloud Services.

“Astra Cloud Services credit” means any upfront credits provided to a Customer either as part of the Free Credits or as part of an Order Schedule. These Astra Cloud Services credits include any Astra DB services credits.

“Astra Pricing Page” means the applicable DataStax pricing pages for DataStax Astra products found here:

For Astra DB https://www.datastax.com/pricing/astra-db

For Streaming: https://www.datastax.com/pricing/astra-streaming

For CDC: https://www.datastax.com/products/datastax-astra/cdc-for-astra-db

“BYOK” means the Bring Your Own Key feature, allowing a Customer to manage the encryption and in extension the key that controls encryption/decryption of Customer Data in a given Database.

“Capacity Unit” means the DataStax unit of measure for the purpose of Customer’s use of the Cloud Services. Each Capacity Unit is equivalent to three (3) virtual nodes within a Database. DataStax offers Capacity Units at different Compute Tiers.

“CDC for Astra DB (Change Data Capture)” means a feature in DataStax Astra that provides the ability to capture changes in instances of DataStax Astra DB and publish them to a message topic in DataStax Astra Streaming.

“Compute Tier” or “Compute Size” means the processing tier selected by Customer for the Capacity Units within a Database.

“Console” means the applicable DataStax registration, billing, deployment, configuration, monitoring and reporting platform for the Cloud Services available at astra.datastax.com. For Customers that procure DataStax Astra for Google Cloud from the Google Cloud Platform Marketplace, Customer may also have access to the DataStax Astra for Google Cloud user portal (the “GCP Console”), which may be subject to additional Google terms and conditions.

“Database” means 1) for Astra DB, a Customer-designated set of structured tables that store and queue data within the Cloud Services 2) For Capacity Unit for DataStax Astra DB, means a Customer-designated Cloud Services cluster consisting of one or more Capacity Unit(s) which communicate with one another. Within a Database, all Capacity Units must be the same Compute Tier.

“DataStax Astra” refers to DataStax’s Astra products including DataStax Astra DB, DataStax Astra Streaming), or CDC for Astra DB, which may be obtained directly, via the DataStax Astra site (astra.datastax.com) or through a Third-Party Marketplace.

“DataStax Astra DB” means the Cloud Service offered by DataStax which is based on Apache Cassandra, and provides a database as a managed service.

“DataStax Astra Streaming” means the Cloud Service offered by DataStax which provides messaging, event streaming and event stream processing capabilities.

“Free Credits” means the amount of free credits for the Cloud Services provided by DataStax to Customer, which will expire monthly if not used by Customer. Any Database use with Free Credits shall be considered a No-Fee License under the MSA. DataStax reserves the right to withdraw any Free Credit offers at any time.

“High Risk Activities” means with respect to DataStax Astra use only: (i) the operation of nuclear facilities, air traffic control or life support systems; (ii) where the use, access or failure of Cloud Services could lead to death, personal injury, or environmental damage; (iii) any activities that would require DataStax to be compliant with the HIPAA or Payment Card Industry Data Security Standard requirements.

“High Risk Data”: means: (i) any protected health information (PHI); (ii) payment cardholder information or other information subject to Payment Card Industry (PCI) Data Security Standard requirements; or any data that is subject to the international traffic in arms regulations (ITAR).

“Multi-Region” means an instance is run across multiple geographic regions or datacenters within the same region (each a “Cloud Region”).

“Parked” with respect to a Database means a Database that has been put in inactive status by Customer or DataStax. While Parked, the Customer Data in a Database will be retained but cannot be accessed by Customer’s application and Customer will not be able to read to, or write from, the Database.

“Product Term” with respect to DataStax Astra use only, the term of use shall be either (1) the time period for which Customer has Astra Cloud Services credits available for use under an Order Schedule or (2) the time period for which Customer uses and pays for the Cloud Services using the pay-as-you-go model.

“Suspended” means a Product becoming unresponsive and ceasing to serve requests.

“Software” with respect to DataStax Astra only, means the DataStax software and all related tools, excluding Third-Party Integrations, made available as part of, or used to provide the Cloud Services.

“Third-Party Integrations” include any piece of software or cloud service not directly created and offered by DataStax.