Salesforce.com 2005 Annual Report Download - page 189

CONFIDENTIAL TREATMENT REQUESTED
*** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request.
Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
to what would have been received and retained had no such deduction, withholding or payment been required or made.
g. In the event that Customer's account is past due two (2) or more times in any twelve (12) – month period, Equinix may charge Customer a deposit
equal to [***] of the recurring Service Fees that are billable at the time such deposit is charged (the "Deposit"). The Deposit shall be held by Equinix and
returned or credited to Customer, without interest, upon termination of this Agreement. Equinix shall, without limiting its remedies otherwise available, have
the right to apply the Deposit to amounts that are past due (excluding amounts for which there is a Billing Dispute).
4. Access and Use of the IBX Centers, and Use of Customer's Equipment.
a. Subject to the terms and conditions of this Agreement, Customer will have access to the Licensed Space twenty-four (24) hours per day, three
hundred sixty-five (365) days per year.
b. Unless otherwise expressly provided in an Order (and then only to the extent otherwise expressly provided therein), Customer will be responsible for
configuring, providing, placing, installing, upgrading, adding, maintaining, repairing, and operating Customer's Equipment, which actions Customer may
engage in only to the extent permitted by, and subject to, the terms and conditions of this Agreement. Equinix will not engage in and will not allow third
parties to engage in the activities set forth in the prior sentence unless expressly provided in an Order, without Customer's prior written consent. Customer
represents, warrants and covenants that Customer has the legal right and authority (including regulatory consents), and will continue to have the legal right
and authority throughout the Term, to operate, configure, provide, place, install, upgrade, add, maintain and repair Customer's Equipment as contemplated by
this Agreement. Without limiting the foregoing, Customer will obtain, and maintain throughout the Term, such consent of Customer's subcontractors, third
party providers, vendors, Sublicensees and any other parties as may be necessary for Equinix (including any contractors or others acting at Equinix's request)
to have the right to use and access Customer's Equipment for the purpose of providing Services. Equinix shall provide the location of any Licensed Space to
Customer prior to Customer signing a Sales Order for such Licensed Space. Once a Licensed Space is determined and agreed upon by Customer, Equinix may
not relocate Customer without Customer's prior written permission, to be granted or withheld in Customer's sole and absolute discretion.
c. At all times during the Term, Equinix and Customer agree to comply with the Policies attached hereto as Exhibit D as such Polices may be amended
from time to time in accordance herewith, which are at all times incorporated by reference into this Agreement. Customer acknowledges that it has received a
copy of the current Policies prior to the execution of this Agreement. Any modification by Equinix to the Policies will be effective upon thirty (30) days prior
written notice to Customer, except modifications to the Shipping Policies, which will be effective upon five (5) Business Days prior written notice. In the
event a modification is materially adverse to Customer's use of the Services within the Licensed Space as conducted at such time, such modification shall not
be effective without Customer's written approval (which may be given or withheld in Customer's reasonable discretion); provided that if Customer fails to
notify Equinix in writing within ten (10) days after Customer's receipt of written notification from Equinix of such modification in the Policies that it is
withholding its approval of the proposed modification Customer shall be deemed to approve such modification. In the event of a direct conflict between this
Agreement and the Policies (as such may be amended), the terms and conditions of this Agreement shall prevail.
d. Customer will be responsible and liable for all acts or omissions of Customer's Authorized Persons, Accompanying Persons, and Associated Entities,
and all such acts or omissions will be attributed to Customer for all purposes under this Agreement (to the same extent as if Customer had committed the act
or omission), including for purposes of determining responsibility, liability and indemnification obligations. The Equinix Entities will be responsible and
liable for all acts or omissions of the Equinix Parties, and all acts or omissions of the Equinix Parties will be attributed to the Equinix Entities for all purposes
under this Agreement, including for purposes of determining responsibility, liability and indemnification obligations.
e. Customer will not file a mechanic's lien or similar lien on the Licensed Space or IBX Centers, and Customer will be responsible for any mechanic's
lien or similar lien filed by any Authorized Person, Accompanying Person or Associated Entity. Without limiting the foregoing, in the event any such lien is
filed, Customer will be responsible for the immediate satisfaction, payment or bonding of any such lien.
f. Equinix will not permit third parties or Equinix's employees to photograph or videograph the Licensed Space without Customer's prior written
approval.
g. Notwithstanding anything to the contrary in the Policies, Equinix may only access Customer's Licensed Space without Customer's prior consent:
(i) during an emergency; (ii) to perform Services for Customer; and (iii) as otherwise permitted under this Agreement.
h. Equinix will give Customer reasonable prior notice (which, notwithstanding Section 9(a) may include e-mail only), of any work that will occur over
or under Customer's Licensed Space.
i. Notwithstanding anything to the contrary in the Policies, except in emergency situations, Equinix will provide Customer with reasonable notice prior
to the entry of Equinix's landlord in Customer's Licensed Space.
j. Equinix will allow Customer to install and manage its own supplemental security systems to protect its space and vault environments, such approval
not to be unreasonably withheld, conditioned or delayed. This may include sensors, cameras and other devices. In installing and managing such supplemental
security systems, Customer will comply with the Policies, including all security procedures and procedures governing the installation and maintenance of such
equipment. Such systems will not: (i) view, videotape or photograph any other customer's space or equipment, (ii) limit Equinix's ability to access the
Licensed Space in the event of an emergency, or (iii) limit/affect any area outside of the Licensed Space.
k. Upon Customer's request, Equinix will provide Customer with the shipping rules applicable to an IBX Center.