Enterprise Solution Support

These Enterprise Solution Support Terms and Conditions (“Terms”) describe the enterprise solution support services that you may obtain from NVIDIA Corporation or a designated subsidiary of NVIDIA Corporation (as applicable, “NVIDIA”) under these Terms upon your purchase from NVIDIA or a NVIDIA authorized reseller.

Each “Support Package” is a suite of services for Covered Products (as defined below) described at link, as updated by NVIDIA from time to time, and incorporated as an integral part of these Terms.

Services may include, depending on the Support Package, one or more of the following: Networking RMA Services, Enterprise Software Services, TAM Services and/or GPU Troubleshooting Services (collectively referred to as “Enterprise Solution Support”).

1. SERVICE DESCRIPTION

   If your Order Form for a Support Package indicates that NVIDIA will directly provide one or more of the Enterprise Solution Support services, then subject to these Terms and payment of applicable fees, NVIDIA agrees to provide the ordered Enterprise Solution Services.

   1. Networking RMA Services.

      Networking RMA Services are offered for Covered Products that are NVIDIA networking hardware products under a Support Package at the Business-Critical level. If there is a material and workmanship defect in a Covered Product that is an NVIDIA networking hardware product under normal use and service, the shipment of a replacement networking hardware product or part will be provided within the next business day of Return Material Authorization (RMA) approval and may take place before the return to NVIDIA of the replaced networking hardware product or part. RMA approval will be for a full networking hardware product or a part at NVIDIA’s discretion.

      You are deemed to have purchased a replacement networking hardware product or part after ten (10) days from its delivery, unless you (i) tender to the carrier in the NVIDIA provided package the replaced networking hardware product or part within ten (10) days of replacement delivery, or (ii) you receive from NVIDIA a written extension of the ten (10) days period or a waiver of the obligation to return the replaced networking hardware product or part. For each additional purchase, an invoice will be issued to you from NVIDIA or an authorized reseller for payment of the replacement networking hardware product or part delivered based on the price stated in the NVIDIA then-current price list at the time of replacement delivery. With the shipment of a replacement networking hardware product or part under these Terms, you will receive the return label, package and instructions to return the replaced networking hardware product or part. In certain jurisdictions Networking RMA Services may be delivered by a NVIDIA agent.

   2. Enterprise Software Services.

      1. Enterprise Software Services are offered for Covered Products that are NVIDIA software products under a Support Package at the Business-Critical level and include Maintenance and Updates.

      2. Scope of Support. Enterprise Software Services includes the following support:

         1. Making technical support available to your designated users via a dedicated support portal. You may identify in writing to NVIDIA your designated users for purposes of obtaining enterprise support. NVIDIA will provide enterprise support to the designated users only via a dedicated support portal.

         2. Using commercially reasonable efforts to analyze, investigate, and diagnose each potential submitted technical support issue to determine if it qualifies for service.

         3. Issuing a response to all potential technical support issues filed, provided no commitment is made about the specific resolution. Resolution may be achieved with hardware or software, Error Corrections, or Workarounds, other mitigations as determined by NVIDIA, or NVIDIA’s decision to close an open issue.

         4. Communicating with you until each issue that qualifies for support is resolved.

      3. Support Level. Enterprise Software Services are offered at the Business Critical Level. Support issues of all severity levels are routed via a support priority queue.

      4. Enterprise Software Services support includes:

         1. Portal Access. Access to a 24/7 online support portal with a tracking tool for bug reporting and issue resolution, knowledge base materials and troubleshooting information.

         2. Phone Assistance. Access to 24/7 call center telephone assistance for support service requests.

         3. Technical Support. Access to telephone technical assistance between 8 AM - 5 PM during NVIDIA’s working business days and consistent with local time zone for support service troubleshooting (“Business Hours”).

         4. For severity one (“S1”) and severity two (“S2”) issues, NVIDIA will provide 24/7/365 remote technical support assistance (some exclusions for holidays may apply).

         5. Access to telephone technical assistance between 8 AM - 5 PM during NVIDIA Business Hours for severity three (“S3”) and severity 4 (“S4”) issues.

         6. Access to accelerated response times based on the severity level

      5. Severity Levels

         1. Severity Level Definitions. The severity definitions table below describes the severity level categories.

            Severity Level	Description
            S1: Catastrophic	The situation has halted your business. The Covered Product, or critical functions, are unavailable or unusable and no workarounds exist.
            S2: Severe	The Covered Product, or important functions, are not working as expected, and no procedural workaround exists.
            S3: Moderate	Non-critical issues that are intermittent or that you or NVIDIA can address using workarounds, but your use of the Covered Product continues to function.
            S4: Minor	Cosmetic or other minor issues with the Covered Product that do not cause any significant detrimental effects. Incremental feature requests.

         2. Support Level Timelines. NVIDIA aims to respond to Enterprise Software Services support requests per the target timelines indicated below; however, response times may vary.

            Service Component	Business Critical Support Level
            Technical Support Access	24/7
            Severity 1 Initial Response Times	1Hour
            Severity 2 Initial Response Times	2 Hours
            Severity 3 Initial Response Times	4 Business Hours
            Severity 4 Initial Response Times	1 Business Day
            Access to Customer Portal	24/7
            Web	24/7
            Phone	24/7
            Product Coverage	Covered Product

      6. Submitting Enterprise Software Services Support Requests. You can submit a support request by:

         1. Filing a case online via the NVIDIA Support Portal: https://nvid.nvidia.com/.

         2. Calling NVIDIA Enterprise Support. For global phone numbers please see: https://www.nvidia.com/en-us/support/enterprise/.

   3. TAM Services.

      NVIDIA offers two TAM services: TAM and Premium TAM (“TAM Services”) for Covered Products that are NVIDIA hardware products and NVIDIA software products under a Support Package as follows

      	TAM	Premium TAM
      NVIDIA employee will be assigned as a technical account manager (TAM) to assist you with technical support cases for the TAM Covered Products during 9 am – 5 pm local business hours	✓	✓
      The TAM will on an on-going basis program manage the technical support cases for the TAM Covered Products and provide reports, be available for monthly reviews of technical support cases, be available for quarterly program management meetings, and provide you with information about the Products including (but not limited to) upcoming releases	✓	✓
      As part of managing technical support cases for TAM Covered Products, the TAM may participate in calls initiated by the customer with third party vendors to isolate or root cause issues related to the TAM Covered Products	✓	✓
      TAM Services are provided for designated Products within a single NVIDIA product family. The parties will define upfront which Products will have TAM support.	✓
      TAM Services are provided for designated Products for up to two NVIDIA product families. The parties will define upfront which Products will have TAM support.		✓
      As part of TAM Services, NVIDIA may perform on-site visits during its local business hours to a pre-determined location as agreed by you and NVIDIA, subject to Section 3.2. The scope of the visits will be limited to covering review of outstanding support issues, help with troubleshooting, escalating support issues, and/or monitoring support service level objectives (SLOs).

      1. General TAM Services Terms.

         1. All TAM Services are provided remotely. TAM Services are only available to select parties upon approval from NVIDIA at its sole discretion.

         2. TAM Services are provided using the same processes that apply for technical support under the support services terms and conditions.

         3. In addition to other responsibilities stated elsewhere in these Terms, you agree to be responsive to NVIDIA requests (such as a request to re-schedule) and to provide NVIDIA or its authorized service provider access to resources needed to deliver the TAM, including, without limitation, access to, and assistance of, your personnel.

         4. TAM Services do not include (a) supporting third-party products, other than Covered Products, (b) development, consulting or other services for any Covered Products, beyond assisting you with your technical support cases for the TAM Covered Products; or (c) updating any hardware or software on your behalf in TAM Covered Products.

   4. GPU Troubleshooting Services. GPU Troubleshooting Services includes 24/7 Business-Critical support for the Covered Products that are NVIDIA hardware products and NVIDIA software products under a Support Package, as follows:

      1. GPU or CPU Hardware Support. NVIDIA will provide NVIDIA GPU or NVIDIA CPU hardware troubleshooting assistance for all currently supported NVIDIA GPUs or NVIDIA CPUs hardware products included in the Support Package. If an issue is determined to be in the NVIDIA GPU or NVIDIA CPU hardware, you must process an RMA through the respective OEM for hardware replacement.

      2. GPU or CPU Software Support. NVIDIA will provide troubleshooting assistance for all NVIDIA GPU-focused or NVIDIA CPU-focused software products included in the Support Package.

2. GENERAL SERVICE TERMS FOR ENTERPRISE SOLUTION SUPPORT

   1. Your initial order must include Enterprise Solution Support coverage for all products in the relevant Support Package. The failure to include required support coverage for the necessary quantity of Covered Products may result in limited or delayed access to NVIDIA Enterprise Solution Support until compliance is achieved.

   2. Any product purchases will require the purchase of Enterprise Solution Support True-Ups annually to update your support entitlements to cover the then-current number of installed products.

   3. Enterprise Solution Support will start from the date provided in your Account Level Entitlement certificate or Cluster Level Entitlement certificate or will start on the date of expiration of the immediately prior service period in the case of yearly True-Ups pursuant to the date listed in your Entitlement certificate.

   4. Enterprise Solution Support is non‐transferable, non‐assignable and your Enterprise Solution Support is terminated when Covered Products are transferred to another party.

   5. Your use of software Maintenance or Update does not change the number of authorized software licenses. You agree to promptly discontinue use of prior versions as necessary to maintain the authorized number of software licenses.

   6. NVIDIA encourages you to use Maintenance and Updates available to you. Your choice not to deploy Maintenance or Updates as they become available may result in issues with operability, compatibility and interoperability and result in the Covered Product in use being non-conforming to later software documentation.

3. UPGRADE AND TRUE-UP PROCESS

   1. In connection with the provision of Enterprise Solution Support, NVIDIA account managers will work with you to identify quantities of products to be covered based on the products in the Support Package. Your Covered Product install base will be determined through an inventory audit conducted collaboratively between you and the NVIDIA account manager verifying all products eligible for Enterprise Solution Support. Annual True-Ups are mandatory to ensure proper support coverage for all newly acquired products within a Support Package. Annual True-Ups will be determined through an inventory audit conducted collaboratively between you and NVIDIA account manager and the requested information should be provided by you, per section 4.1 below, within 15 days after the end of each calendar year for products purchased during the calendar year. NVIDIA or authorized reseller will invoice you for newly acquired products purchased during the calendar year with a support start date from the beginning of the following calendar year until the end of the Enterprise Solution Support term.

   2. NVIDIA reserves the right to conduct on-site audits or request additional documentation to validate the reported inventory.

   3. You agree to cooperate with any audit NVIDIA may conduct including any discrepancy to determine fees due under these Terms. If the audit reveals an underpayment by you to NVIDIA, you will pay NVIDIA for such underpayment within 10 days of NVIDIA’s written notice. If the underpayment exceeds five percent (5%), in addition to payment of underpayment to NVIDIA, you will also reimburse NVIDIA for the reasonable cost of the audit.

4. YOUR RESPONSIBILITIES. IN ORDER FOR NVIDIA TO DELIVER ENTERPRISE SOLUTION SUPPORT UNDER THESE TERMS, YOU AGREE THAT:

   1. You will participate in good faith and provide reasonably requested information for reporting outlined in the True-Up process, including providing accurate and up-to-date inventory records

   2. You will purchase Enterprise Solution Support for additional acquisitions of products in the Support Package.

   3. You are responsible for registering the Covered Products including product installation address, as applicable, to receive Enterprise Solution Support, using the registration instructions within each package, email, or as otherwise directed by NVIDIA. NVIDIA IS NOT OBLIGATED TO PROVIDE THE ENTERPRISE SOLUTION SUPPORT IF YOU DO NOT COMPLETE REGISTRATION AS STATED HEREIN.

   4. You are responsible for procuring, installing and maintaining all equipment and obtaining all consents for other software and other hardware necessary to operate supported products.

   5. You will provide through designated users the information or access to your resources and personnel as NVIDIA may reasonably require for providing services. As examples, as reasonably requested you will (a) identify the correct version(s) of Covered Products, (b) provide the documentation and assistance necessary to demonstrate and diagnose each potential technical support issue, including providing necessary test cases that NVIDIA can reproduce on a Certified Platform, (c) provide remote system access (upon mutual agreement) for NVIDIA to replicate potential Errors, and (d) provide embedded diagnostic information.

   6. You will appoint as designated users only those of your employees who have reasonably appropriate technical backgrounds and skills. You may remove or replace designated users during the service term with notice to NVIDIA. Further, you will appoint, at NVIDIA’s request, designated service and engineering contacts for issue escalations.

   7. Your failure to comply with your responsibilities may result in additional charges, suspension of support services, or termination of the Enterprise Solution Support. Additionally, NVIDIA is excused from performing any of its obligations in these Terms to the extent NVIDIA’s non-performance is attributable to your failure to perform your responsibilities including failure to return RMA products or parts replaced.

5. NVIDIA RESPONSIBILITIES. NVIDIA AGREES TO:

   1. Provide the Enterprise Solution Support services for per the purchased Support Package.

   2. Ensure scalability and flexibility through entitlement models and annual True-Up adjustments.

   3. Offer temporary coverage for reported inventory changes until True-Up reconciliation is complete.

   4. Communicate any delays in the True-Up process and provide interim solutions to prevent Service disruptions.

   5. NVIDIA will provide Enterprise Solution Support services only if payments are received by NVIDIA for such services. If any payment is overdue from you or an authorized reseller, NVIDIA reserves the right to suspend or terminate Enterprise Solution Support services, in addition to any other remedies it may have, until the payment delinquency is corrected. Payment obligations survive any expiration or termination of the Terms.

6. EXCLUSIONS AND LIMITATIONS

   1. NVIDIA does not provide services under these Terms related to:

      1. Errors in your products that are not due to Errors in the supported product.

      2. Service necessary due to unauthorized access.

      3. Use of supported products outside of these Terms scope

      4. Use of supported products that deviates from the operating procedures, indicated supported operating systems and any other specifications indicated in the documentation.

   2. Discretionary Support. NVIDIA will as part of Enterprise Solution Support attempt to support, but is not obligated to support: (a) supported products on platforms other than Certified Platforms, (b) modifications to supported products made by you or other parties on your behalf if a reported issue cannot be replicated without the modification, or (c) issues with components not owned by NVIDIA and included in supported products where a software update may be required.

7. TAXES

   Any orders with payment directly to NVIDIA, if applicable, do not include taxes. If NVIDIA is required to pay sales, use, property, value‐added, withholding, or other taxes associated with delivery based on Enterprise Solution Support provided under these Terms, then such taxes shall be billed to and paid by you. Further, you acknowledge that any payment of fees will be made in full without reduction for withholding taxes.

8. INTELLECTUAL PROPERTY RIGHTS

   No transfer of ownership of any intellectual property will occur under these Terms. You grant NVIDIA a non-exclusive, worldwide, royalty-free right and license to any intellectual property that is necessary for NVIDIA and its designees to perform the Enterprise Solution Support. NVIDIA confidential information provided by NVIDIA personnel is subject to confidentiality obligations.

9. PERSONAL INFORMATION

   1. In order to obtain Enterprise Solution Support, you or a representative of your entity will need to register and create an account with NVIDIA and become a registered user. When creating an account, the registrant will be required to provide certain personal information and establish a username and a password. NVIDIA reserves the right to suspend or terminate an account if any information provided is inaccurate, incomplete, false or misleading. Each registrant is responsible for safeguarding the password created for the account and for any activities or actions under such account, whether or not authorized by the registrant. NVIDIA will not be liable for any loss or damage arising from any registrant’s failure to comply with the above requirements. To learn more about how NVIDIA may collect, use and share any participant information, please visit NVIDIA’s Privacy Policy at: https://www.nvidia.com/en-us/about-nvidia/privacy-policy/.

   2. If (i) your Enterprise Solution Support is funded or organized by your employer, organization or any other third party, (ii) your Enterprise Solution Support is purchased through NVIDIA or an authorized reseller, or (iii) you access your Enterprise Solution Support using sign-on credentials, such as user name and email address, provided by your employer or organization, your registration information as well as service-related information may be shared with the paying party, organizer or the authorized reseller, as applicable.

   3. In connection with Enterprise Solution Support, you may receive access to links to third party websites and services and the availability of those links does not imply any endorsement by NVIDIA. NVIDIA encourages you to review the privacy statements on those sites and services to understand how they may collect, use and share your personal information. NVIDIA is not responsible for the privacy statements or practices of sites and services controlled by other companies or organizations or your reliance on information you gather from use of the links.

10. TERM AND TERMINATION

    1. Applicability. These Terms remain in effect for the duration of the Support Package term indicated in the order unless terminated earlier. NVIDIA is not obligated to provide Enterprise Solution Support under these Terms for a version of Covered Products after the end of the Enterprise Solution Support term. NVIDIA is not obligated to initiate or renew Enterprise Solution Support if Enterprise Solution Support is no longer made available by NVIDIA.

    2. NVIDIA may terminate or suspend Enterprise Solution Support if you fail to meet a reporting or payment obligation.

    3. If you elect not to renew Enterprise Solution Support for the Covered Products and later wish to re-enroll, you must pay for the Enterprise Solution Support being reinstated at the then-current rates: (a) fees for the period between the last expiration of the Enterprise Solution Support and until commencement of the new Enterprise Solution Support, (b) fees for the new Enterprise Solution Support, and (c) any applicable reinstatement fees in addition to fees under (a) and (b). Enterprise Solution Support re-enrollment is subject to availability at the time of ordering and software version restrictions.

11. DISCLAIMER OF WARRANTY

    ALL Enterprise Solution Support PROVIDED AND MATERIALS DISCLOSED ARE PROVIDED “AS IS”. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NVIDIA DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, RELATING TO OR ARISING UNDER THESE TERMS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, USAGE OF TRADE AND COURSE OF DEALING.

12. LIMITATION OF LIABILITY

    1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NVIDIA BE LIABLE FOR ANY (I) INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR (II) DAMAGES FOR THE (A) COST OF PROCURING SUBSTITUTE GOODS OR (B) LOSS OF PROFITS, REVENUES, USE, DATA OR GOODWILL ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND EVEN IF NVIDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A PARTY'S REMEDIES FAIL THEIR ESSENTIAL PURPOSE.

    2. ADDITIONALLY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NVIDIA’S TOTAL CUMULATIVE AGGREGATE LIABILITY FOR ANY AND ALL LIABILITIES, OBLIGATIONS OR CLAIMS ARISING OUT OF OR RELATED TO ENTERPRISE Solution Support Provided UNDER THESE TERMS, WILL NOT EXCEED THE PRICE PAID BY YOU OR THE RESELLER TO NVIDIA (NET OF REBATES AND/OR OTHER CREDITS ISSUED TO YOU OR THE RESELLER) FOR THE ENTERPRISE SOLUTION SUPPORT UPON WHICH LIABILITY IS BASED.

    3. THIS LIMITATION OF LIABILITY IS CUMULATIVE AND NOT PER INCIDENT (I.E. THE EXISTENCE OF TWO OR MORE CLAIMS WILL NOT ENLARGE THIS LIMIT).

13. GOVERNING LAW; JURISDICTION

    These Terms will be governed in all respects by the laws of the United States and the laws of the State of Delaware, without regard to conflict of laws principles or the United Nations Convention on Contracts for the International Sale of Goods. The state and federal courts residing in Santa Clara County, California will have exclusive jurisdiction over any dispute or claim arising out of or related to these Terms, and the parties irrevocably consent to personal jurisdiction and venue in those courts; except that, either party may apply for injunctive remedies or an equivalent type of urgent legal relief in any jurisdiction. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect. If any provision of the Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of the Agreement, which will remain in full force and effect.

14. TRADE COMPLIANCE

    You agree to comply with all applicable export, import, trade and economic sanctions laws and regulations, as amended, including without limitation U.S. Export Administration Regulations and Office of Foreign Assets Control regulations. You confirm (a) your understanding that export or reexport of certain NVIDIA products or technologies may require a license or other approval from appropriate authorities and (b) that you will not export or reexport any products or technology, directly or indirectly, without first obtaining any required license or other approval from appropriate authorities, (i) to any countries that are subject to any U.S. or local export restrictions (currently including, but not necessarily limited to, Belarus, Cuba, Iran, North Korea, Russia, Syria, the Region of Crimea, Donetsk People’s Republic Region and Luhansk People’s Republic Region); (ii) to any end-user who you know or have reason to know will utilize them in the design, development or production of nuclear, chemical or biological weapons, missiles, rocket systems, unmanned air vehicles capable of a maximum range of at least 300 kilometers, regardless of payload, or intended for military end-use, or any weapons of mass destruction; (iii) to any end-user who has been prohibited from participating in the U.S. or local export transactions by any governing authority; or (iv) to any known military or military-intelligence end-user or for any known military or military-intelligence end-use in accordance with U.S. trade compliance laws and regulations.

15. CHANGES TO TERMS

    If NVIDIA makes changes to these Terms, then NVIDIA will present such revised Terms to you by posting an updated version generally on its website page, through the Enterprise Services portal, in an email notification or through other reasonable means. The new Enterprise Solution Support Terms will apply to you, provided they do not single you out.

16. CONTACT INFORMATION

    For additional information about these Enterprise Solution Support Services, please contact enterpriseservices@nvidia.com.

17. DEFINITIONS

    1. “Account Level Entitlement” means the Entitlement coverage of all products listed in a Support Package under a single customer account, ensuring comprehensive support for all Covered Products listed in the Support Package.

    2. “Certified Platform” means supported OS platforms, corresponding hardware platforms, cloud instance types, third-party software and configuration details appearing on a list maintained by NVIDIA and made available to you, or as otherwise approved by NVIDIA.

    3. “Cluster Level Entitlement” means Entitlements for all Covered Products listed in the applicable Support Package, provide such products are deployed within a single, defined datacenter cluster as designated by the customer. The scope of the support under this entitlement is limited to the physical and logical boundaries of the specified cluster and does not extend to the same Covered Products deployed outside of that cluster.

    4. “Covered Products” means the NVIDIA products, such as hardware and software, named in a Support Package at the time an Order Form is entered, for which services are provided under these Terms.

    5. “Entitlement” any (i) renewal certificate; (ii) activation or registration code; or (iii) other entitlement information created by, or on behalf of, NVIDIA.

    6. “Error(s)” means a reproducible defect, problem, logical error or bug in the Covered Product that constitutes a failure to substantially comply with the applicable documentation and is reported using standard NVIDIA procedures.

    7. “Error Correction(s)” means adapting, re-configuring, or reprogramming the Covered Product to correct the Error(s).

    8. “Maintenance” means security patch(es), documentation revisions, Error Correction(s) and Workaround(s) to the Covered Product when and if made generally available by NVIDIA in its sole discretion to its other commercial customers of the Covered Product who have the same Covered Product version under a Service contract with NVIDIA that includes “Maintenance.”

    9. “Order Form” means the order that (i) you place with NVIDIA, including all applicable sales terms and conditions issued by NVIDIA and that are accepted by you for the purchase of Covered Products or (ii) an authorized reseller purchase order received and accepted by NVIDIA.

    10. “True-Up” means an annual reconciliation process to review and update your inventory for new hardware or software acquisitions during the calendar yearto ensure proper support coverage and compliance following the end of each calendar year.

    11. “Updates” means those modifications to the Covered Product other than Maintenance when and if made generally available by NVIDIA in its sole discretion to its other commercial customers of the Covered Product who have the same Covered Product version under a service contract with NVIDIA that includes “Updates” as indicated by a new version number (examples, from version 5.0 to version 5.2 or 6.0).

    12. “Workarounds” means procedures and routines, for use by you, which, when employed in the regular operation of, or access to, the Covered Product, will avoid or substantially diminish the practical adverse effects of the relevant Error.