Cancellation, Suspension and Deprovision Policy
Microsoft Dynamics Lifecycle Services
Last Updated: June 28th, 2013�
This Cancellation, Suspension and Deprovision Policy (�CSD Policy�) describes the requirements and process for Customer to cancel, or Microsoft to suspend or de-provision Microsoft Dynamics Lifecycle Services (the �Online Service�). �
Use of the Online Service is governed by the terms and conditions of the Microsoft Online Services Agreement for the Service (the �Agreement�) along with any Additional Terms referenced in the Agreement.� A copy of the Agreement can be obtained by clicking here. Microsoft may modify this Policy at any time by posting a revised version on the Online Service Portal for the Online Service.� By using the Online Service, Customer agrees to the latest version of this CSD Policy.
All terms used in this CSD Policy with the initial letters capitalized will have the same meaning given to them in the Agreement.�
This CSD Policy includes the following sections:
1. Cancelling the Online Service
3. De-provisioning the Service
5. General
1. Cancelling the Service�
A. Customer may cancel its use of the Online Service at any time for any reason by deleting its project(s) in the Online Service. �For questions about how to delete an Online Service project, contact lcssupport@microsoft.com.
B. If Customer terminates or fails to renew its contract for any Microsoft services that include the Online Service as a benefit (for example, a Maintenance/Support Plan), Customer automatically cancels the Online Service. �
C. Customer Data will be deleted from Microsoft�s System within 30 days of the date that Customer cancels the Online Service, unless Microsoft is otherwise required by law or its business practices to keep such Customer Data for a longer period of time.�
D. When the Online Service is cancelled, the applicable Service Addendum will terminate automatically effective immediately upon such cancellation, without further notice to Customer or its Permitted Users.�
E. Cancellation does not cancel or reduce Customer�s obligation to pay fees (if any) (i) that accrued prior to cancellation of the Online Service, or (ii) for any Microsoft services that include the Online Service as a benefit �(for example, a Maintenance/Support Plan).�
A. In addition to its rights in the Agreement, Microsoft may suspend Customer access to the Online Service:
(i)�� On 30 days� prior written notice (or other period of time Microsoft deems reasonable under the circumstances) if:
(a)���� Customer (including its Permitted Users) or its use of the Online Service is in breach of the Agreement or any of the Additional Terms;
(b)���� Use of the Online Service exceeds any functional limits specified in the Online Service Description or Online Service Portal;
(c)����� Customer (or its Permitted Users) does not to sign into the Online Service or use the Online Service for its intended purpose for a period of 120 consecutive days;
(d)���� Customer does not comply with an Online Service Requirement; �
(e)���� The Online Service is used in violation of the Acceptable Use Policy: https://go.microsoft.com/fwlink/?LinkID=196131
(f)����� Customer has not adequately responded to third party legal claims with regard to Customer Data; and
(ii)�� Immediately with or without notice if Microsoft believes in good faith that:
(a)���� It is required to do so by law;
(b)���� Customer�s use poses a direct or indirect threat to the functionality or integrity of any of the Online Services, Microsoft�s System, Microsoft, or use of any such service by others; or
(c)����� Microsoft has a reasonable good faith belief that not suspending the Online Services will result in legal liability for Microsoft or Microsoft being required to respond to a legal claim; and
(iii) Using commercially reasonable efforts to provide prior notice, to the extent possible, if:
(a) the Online Service includes a service from a third party supplier and the supplier�s service will no longer be available through the Online Service; or
(b) Microsoft will no longer provide the Online Service in the country in which Customer or its Permitted Users are located or from which they use the Online Service.
B.��� During suspension, Customer cannot access the Online Service, the Tools/Utilities, Microsoft Content, Customer Add-On Solutions or Customer Data then stored in Microsoft�s System for the Online Service, nor can Customer transmit information to or from the suspended Online Service, Tools/Utilities, Customer Data or any Customer Add-On Solution.�
C.�� At any time during the Suspension Period, Customer may cure the activity that caused some or all of the Online Service to be suspended (if cure is possible) by taking the necessary corrective action. �The Service Administrator must contact Microsoft to coordinate review and confirm whether the correction is adequate.�
Contact Microsoft at:� lcssupport@microsoft.com.
D.�� All fees, if any, payable for the Online Service will continue to accrue during the Suspension Period, and will be due and payable even though Customer cannot access or use the Service during any Suspension Period.� This includes, without limitation, all fees for any Microsoft services that include the Online Service as a benefit (for example, a Maintenance/Support Plan).�
3. Deprovisioning the Service�
A. If Customer fails to correct the deficiencies during a given Suspension Period, or if the non-compliance is of a nature that is not possible to cure, Microsoft will deprovision the Online Service.� This will end Customer�s access to the Online Service, the Tools/Utilities, Microsoft Content, Customer Add-On Solutions and any Customer Data stored in Microsoft�s System. �Microsoft will delete the Customer Data from the deprovisioned Online Service within 30 days of the date that the Service is deprovisioned, unless Microsoft is otherwise required by law or its business practices to keep such Customer Data for a longer period of time.� ��
B.��� Customer understands that deprovisioning the Online Service automatically deprovisions all Permitted Users.� ��
C. For any Online Service that is deprovisioned, the Service Addendum will terminate automatically effective immediately upon the date of such deprovisioning, without further notice.
4. Discontinuing the Service
A. Microsoft may discontinue or deprecate existing features, functionality or the Online Service in accordance with Microsoft�s online services support lifecycle policy.
A. Definitions.� The following terms will have the meaning given to them in this section.
�Suspension Period� means the length of time for which Microsoft suspends the Online Service as specified in Section 2 of this CSD Policy.
B. Pre-Release Services. �Microsoft may suspend or deprovision any pre-release version of the Online Service, Tool/Utility, software, Microsoft Content, or any other portion of the Online Service that may be pre-release, at any time, for any reason, with or without notice.�
C. Viewing Data in the Dynamics Software.� Without limiting any provision in this CSD Policy, Customer understands that any cancellation, suspension or deprovision of the Online Service does not affect its ability to view data stored in the on-premises version of Dynamics Software.� However, any Tools/Utilities provided with or through the Online Service cannot be accessed or used during any cancellation, suspension or deprovision of the Online Services.
�
D. Policy Changes.� Microsoft reserves the right to amend or change this CSD Policy at any time by providing notice of such changes pursuant to the terms of the Agreement.� Nothing in this CSD Policy grants or is intended to grant any rights in the Online Services, Dynamics Software, Microsoft Content or Tools/Utilities.� Failure to enforce this policy in every instance does not amount to a waiver of Microsoft�s rights.
E. Refund.� In no event will Customer be entitled to any refund of amounts paid (including, but not limited to, any Subscription, Maintenance/Support Plan or other) for any cancellation, suspension or deprovision of the Online Service.
F. Questions about this Policy. For questions about this policy, please contact Microsoft support.