1 1 00:00:00,260 --> 00:00:01,920 Common Agreements. 2 2 00:00:01,920 --> 00:00:03,650 In this video, we're going to discuss 3 3 00:00:03,650 --> 00:00:05,410 common types of agreements that are used 4 4 00:00:05,410 --> 00:00:06,930 in our enterprise networks. 5 5 00:00:06,930 --> 00:00:08,280 Some common agreements are things 6 6 00:00:08,280 --> 00:00:10,760 like non-disclosure agreements or NDAs, 7 7 00:00:10,760 --> 00:00:13,000 a memorandum of understanding or MOU 8 8 00:00:13,000 --> 00:00:15,730 and a service-level agreement, an SLA. 9 9 00:00:15,730 --> 00:00:19,170 First we have non-disclosure agreements or NDAs. 10 10 00:00:19,170 --> 00:00:20,570 Now, a non-disclosure agreement 11 11 00:00:20,570 --> 00:00:22,880 is a document agreement between two parties 12 12 00:00:22,880 --> 00:00:25,030 that define what data is considered confidential 13 13 00:00:25,030 --> 00:00:28,000 and cannot be shared outside of that relationship. 14 14 00:00:28,000 --> 00:00:30,210 Now, NDAs are often used by organizations 15 15 00:00:30,210 --> 00:00:31,880 to protect their intellectual property, 16 16 00:00:31,880 --> 00:00:33,510 and they're either going to be between two different 17 17 00:00:33,510 --> 00:00:37,340 organizations or between an organization and its employee. 18 18 00:00:37,340 --> 00:00:39,920 Now, why would an organization require their employee 19 19 00:00:39,920 --> 00:00:41,490 to sign an NDA? 20 20 00:00:41,490 --> 00:00:43,710 Well, it's because those NDAs can be a form 21 21 00:00:43,710 --> 00:00:45,900 of non-competitive clauses inside 22 22 00:00:45,900 --> 00:00:47,370 of an employment agreement, 23 23 00:00:47,370 --> 00:00:49,630 or the company might fear that that employee 24 24 00:00:49,630 --> 00:00:50,630 might take the information 25 25 00:00:50,630 --> 00:00:52,020 they're learning from the organization 26 26 00:00:52,020 --> 00:00:53,710 and go off and start their own business 27 27 00:00:53,710 --> 00:00:55,730 or disclose it to their competitors. 28 28 00:00:55,730 --> 00:00:57,730 Now, if two organizations are working jointly 29 29 00:00:57,730 --> 00:00:59,440 on a project system or network, 30 30 00:00:59,440 --> 00:01:02,260 they can also utilize a non-disclosure agreement. 31 31 00:01:02,260 --> 00:01:04,410 This allows the companies to share the type of data 32 32 00:01:04,410 --> 00:01:06,500 they need to in order to develop this product 33 33 00:01:06,500 --> 00:01:08,630 without fear that the other company is going to steal 34 34 00:01:08,630 --> 00:01:09,810 their trade secrets. 35 35 00:01:09,810 --> 00:01:11,800 Keep in mind though, a non-disclosure agreement 36 36 00:01:11,800 --> 00:01:15,000 is an administrative control not a technical control. 37 37 00:01:15,000 --> 00:01:17,130 There is nothing in the system that is going to prevent 38 38 00:01:17,130 --> 00:01:19,420 one of these people from sending data to the others, 39 39 00:01:19,420 --> 00:01:21,350 if all you have is an NDA, 40 40 00:01:21,350 --> 00:01:24,320 they only have the word and signature on that piece of paper 41 41 00:01:24,320 --> 00:01:26,000 that promises not to do it. 42 42 00:01:26,000 --> 00:01:28,250 Now, if you want to get some technical controls involved 43 43 00:01:28,250 --> 00:01:30,850 with an NDA, you can do that using a DLP 44 44 00:01:30,850 --> 00:01:32,660 or data loss prevention system, 45 45 00:01:32,660 --> 00:01:35,160 but the DLP is the technical control 46 46 00:01:35,160 --> 00:01:37,540 not the NDA in that case. 47 47 00:01:37,540 --> 00:01:40,400 An NDA is considered a legally binding agreement 48 48 00:01:40,400 --> 00:01:42,550 and it carries penalties for breaking the NDA, 49 49 00:01:42,550 --> 00:01:45,280 including fines, forfeiture of intellectual property rights, 50 50 00:01:45,280 --> 00:01:48,330 or even jail time in some extreme circumstances. 51 51 00:01:48,330 --> 00:01:50,630 Next, we need to discuss an MOU 52 52 00:01:50,630 --> 00:01:52,800 or memorandum of understanding. 53 53 00:01:52,800 --> 00:01:55,740 A memorandum of understanding is a non-binding agreement 54 54 00:01:55,740 --> 00:01:57,420 between two or more organizations 55 55 00:01:57,420 --> 00:02:00,400 to detail what common actions they intend to take. 56 56 00:02:00,400 --> 00:02:02,380 Essentially, this is a formal version 57 57 00:02:02,380 --> 00:02:03,670 of a gentleman's agreement, 58 58 00:02:03,670 --> 00:02:05,530 because it's actually written down and signed 59 59 00:02:05,530 --> 00:02:09,150 by both parties and it isn't really legally enforceable. 60 60 00:02:09,150 --> 00:02:11,280 Essentially, this is like a handshake deal, 61 61 00:02:11,280 --> 00:02:14,100 but slightly more formalized because we wrote it down 62 62 00:02:14,100 --> 00:02:15,570 and we both signed it. 63 63 00:02:15,570 --> 00:02:17,400 For example, if you and I both agree 64 64 00:02:17,400 --> 00:02:18,770 that we were going to go into business together 65 65 00:02:18,770 --> 00:02:21,610 on a joint project, we could create an MOU 66 66 00:02:21,610 --> 00:02:23,100 that outlines what things each of us 67 67 00:02:23,100 --> 00:02:24,730 is going to be responsible for doing. 68 68 00:02:24,730 --> 00:02:27,460 So, you might say that you're going to do A, B and C 69 69 00:02:27,460 --> 00:02:29,330 and I'm going to handle X, Y and Z. 70 70 00:02:29,330 --> 00:02:31,520 We would write that down inside of an MOU, 71 71 00:02:31,520 --> 00:02:34,210 we could sign it and then at anytime we can look back 72 72 00:02:34,210 --> 00:02:36,410 on that document, if we have a disagreement in the future 73 73 00:02:36,410 --> 00:02:39,237 and say, "But Hey, you said you were going to handle item B, 74 74 00:02:39,237 --> 00:02:41,280 "and I said, I was going to handle item Y." 75 75 00:02:41,280 --> 00:02:43,940 But if I didn't do item Y, you can't sue me 76 76 00:02:43,940 --> 00:02:45,130 just because I didn't finish it, 77 77 00:02:45,130 --> 00:02:47,950 because this agreement is non-binding. 78 78 00:02:47,950 --> 00:02:49,690 Now, a memorandum of understanding 79 79 00:02:49,690 --> 00:02:52,150 is often referred to as a letter of intent. 80 80 00:02:52,150 --> 00:02:54,050 Because again, it's an intent to do something 81 81 00:02:54,050 --> 00:02:55,900 it's not a requirement to do it. 82 82 00:02:55,900 --> 00:02:58,220 It's often going to be used within an organization 83 83 00:02:58,220 --> 00:03:00,510 by two or more smaller internal divisions 84 84 00:03:00,510 --> 00:03:03,200 because of this non-binding legal status. 85 85 00:03:03,200 --> 00:03:05,440 So, for example, I used to be the director 86 86 00:03:05,440 --> 00:03:08,270 of an IT department for a really large organization. 87 87 00:03:08,270 --> 00:03:10,480 And I was responsible for managing the service desk 88 88 00:03:10,480 --> 00:03:12,240 as part of my responsibilities. 89 89 00:03:12,240 --> 00:03:14,190 Now, my service desk provided assistance 90 90 00:03:14,190 --> 00:03:17,420 to several thousand employees across multiple countries. 91 91 00:03:17,420 --> 00:03:19,710 There was one critical business unit that wanted to have 92 92 00:03:19,710 --> 00:03:22,330 at least one tier two service desk agent located 93 93 00:03:22,330 --> 00:03:24,490 in their specific building at all times 94 94 00:03:24,490 --> 00:03:26,430 because their building was a little bit further away 95 95 00:03:26,430 --> 00:03:27,930 than our headquarters was. 96 96 00:03:27,930 --> 00:03:30,330 Now, this way, if something went offline in the network 97 97 00:03:30,330 --> 00:03:32,470 that tier two agent didn't have to get in their car 98 98 00:03:32,470 --> 00:03:34,740 and drive from the headquarters to this branch office, 99 99 00:03:34,740 --> 00:03:36,080 which was about an hour away, 100 100 00:03:36,080 --> 00:03:37,670 and that way they could immediately start 101 101 00:03:37,670 --> 00:03:39,620 the restore process because they're already sitting 102 102 00:03:39,620 --> 00:03:40,570 in the building. 103 103 00:03:40,570 --> 00:03:42,390 Now, I thought this was a pretty good idea. 104 104 00:03:42,390 --> 00:03:45,250 So, we agreed to it and we wrote up an MOU. 105 105 00:03:45,250 --> 00:03:47,320 The leader of that part of the organization and I 106 106 00:03:47,320 --> 00:03:49,170 both wrote down what we were going to do. 107 107 00:03:49,170 --> 00:03:50,987 I said, "I'm going to provide one full-time 108 108 00:03:50,987 --> 00:03:53,337 "tier two service desk agent and I'm going to have them do 109 109 00:03:53,337 --> 00:03:55,930 "all their daily functions out of your building." 110 110 00:03:55,930 --> 00:03:57,960 In return, they said they would provide 111 111 00:03:57,960 --> 00:03:59,790 my tier two agent with a small office 112 112 00:03:59,790 --> 00:04:01,540 and a dedicated parking spot. 113 113 00:04:01,540 --> 00:04:02,860 We both wrote all this up, 114 114 00:04:02,860 --> 00:04:04,990 we put it in the MOU and we signed it. 115 115 00:04:04,990 --> 00:04:06,790 This way we were able to minimize the time 116 116 00:04:06,790 --> 00:04:08,780 to repair for lots of critical issues 117 117 00:04:08,780 --> 00:04:10,310 that happen at this business unit, 118 118 00:04:10,310 --> 00:04:12,500 because the guy was already sitting in that building 119 119 00:04:12,500 --> 00:04:14,040 as a tier two agent. 120 120 00:04:14,040 --> 00:04:17,020 Now, this wasn't a binding agreement on either of our parts. 121 121 00:04:17,020 --> 00:04:18,147 At any time I could have said, 122 122 00:04:18,147 --> 00:04:20,277 "You know what, I think I need Tom to come back 123 123 00:04:20,277 --> 00:04:21,947 "to the main office and I can't have him sit 124 124 00:04:21,947 --> 00:04:24,010 "in your office five days a week anymore." 125 125 00:04:24,010 --> 00:04:26,367 Or "Maybe I need to have Tom work out of the headquarters 126 126 00:04:26,367 --> 00:04:28,310 "for Mondays and Tuesdays but on Wednesday, 127 127 00:04:28,310 --> 00:04:30,400 Thursday and Friday he can work in your unit." 128 128 00:04:30,400 --> 00:04:33,120 Now, the other business unit leader couldn't really complain 129 129 00:04:33,120 --> 00:04:34,990 because he had no way of forcing me to keep Tom 130 130 00:04:34,990 --> 00:04:37,710 in that building for all 40 hours every single week, 131 131 00:04:37,710 --> 00:04:41,130 because we had this MOU, which is non-binding. 132 132 00:04:41,130 --> 00:04:44,290 Now, this MOU does give us some formality to our agreement 133 133 00:04:44,290 --> 00:04:46,200 that we had made between the two directors. 134 134 00:04:46,200 --> 00:04:47,560 This was the director of operations 135 135 00:04:47,560 --> 00:04:49,320 and myself as the IT director. 136 136 00:04:49,320 --> 00:04:52,400 But at any time we could modify it or break it 137 137 00:04:52,400 --> 00:04:54,480 without any serious consequences. 138 138 00:04:54,480 --> 00:04:56,900 As I said, MOUs are usually used internally 139 139 00:04:56,900 --> 00:04:59,910 between two business units as in my previous example, 140 140 00:04:59,910 --> 00:05:01,730 but they can also be used externally 141 141 00:05:01,730 --> 00:05:03,890 between your organization and one or more 142 142 00:05:03,890 --> 00:05:05,200 other organizations. 143 143 00:05:05,200 --> 00:05:06,960 There are some consortiums out there 144 144 00:05:06,960 --> 00:05:09,610 that have multi-party MOUs with five or six 145 145 00:05:09,610 --> 00:05:11,620 or seven organizations that all come together 146 146 00:05:11,620 --> 00:05:14,070 to do a common thing or a common goal. 147 147 00:05:14,070 --> 00:05:16,430 But remember it is not legally binding 148 148 00:05:16,430 --> 00:05:17,263 when you're dealing with MOUs. 149 149 00:05:17,263 --> 00:05:20,320 So at any time these partner organizations 150 150 00:05:20,320 --> 00:05:23,140 could simply leave and there'll be no consequences. 151 151 00:05:23,140 --> 00:05:26,420 Next, we have a service-level agreement or SLA. 152 152 00:05:26,420 --> 00:05:28,880 Now, a service-level agreement is a document commitment 153 153 00:05:28,880 --> 00:05:30,870 between a service provider and a client 154 154 00:05:30,870 --> 00:05:33,580 where the quality, availability and responsibilities 155 155 00:05:33,580 --> 00:05:35,690 are agreed upon by both parties. 156 156 00:05:35,690 --> 00:05:37,880 Service-level agreements are primarily concerned 157 157 00:05:37,880 --> 00:05:40,060 with the ability to support and respond to problems 158 158 00:05:40,060 --> 00:05:42,020 within a given timeframe while providing 159 159 00:05:42,020 --> 00:05:44,690 the agreed upon level of service to your end users. 160 160 00:05:44,690 --> 00:05:47,150 If you work in the IT service management realm already, 161 161 00:05:47,150 --> 00:05:50,220 you are probably already familiar with SLAs. 162 162 00:05:50,220 --> 00:05:52,610 SLAs are going to be used to provide a written agreement 163 163 00:05:52,610 --> 00:05:54,470 for not only the security priorities 164 164 00:05:54,470 --> 00:05:57,600 but also more importantly, your operational priorities. 165 165 00:05:57,600 --> 00:06:00,230 It also is going to outline the responsibilities, guarantees 166 166 00:06:00,230 --> 00:06:03,180 and warranties for a given service and its components. 167 167 00:06:03,180 --> 00:06:05,670 For example, in one of my previous organizations, 168 168 00:06:05,670 --> 00:06:07,820 we didn't want to keep a bunch of extra switches and routers 169 169 00:06:07,820 --> 00:06:10,270 in our supply closet in case one of them broke. 170 170 00:06:10,270 --> 00:06:11,300 This would be really expensive 171 171 00:06:11,300 --> 00:06:13,370 to have all this extra gear just sitting there. 172 172 00:06:13,370 --> 00:06:15,670 So, we opted to have a service-level agreement 173 173 00:06:15,670 --> 00:06:16,890 in place with our supplier. 174 174 00:06:16,890 --> 00:06:19,677 And that agreement said, "If a router or switch failed 175 175 00:06:19,677 --> 00:06:22,157 "and we couldn't get back online within 10 minutes, 176 176 00:06:22,157 --> 00:06:23,667 "they would bring us a new device 177 177 00:06:23,667 --> 00:06:25,950 "within four hours of the outage." 178 178 00:06:25,950 --> 00:06:28,220 Now, these service-level agreements can really help bring 179 179 00:06:28,220 --> 00:06:31,380 some predictability to an otherwise hard to predict area, 180 180 00:06:31,380 --> 00:06:33,460 like when will a device fail? 181 181 00:06:33,460 --> 00:06:35,270 SLAs can be really good in this case, 182 182 00:06:35,270 --> 00:06:37,670 but only if your service provider is going to live up 183 183 00:06:37,670 --> 00:06:39,390 to their end of the agreement. 184 184 00:06:39,390 --> 00:06:41,910 Now, another place you're often going to see SLAs 185 185 00:06:41,910 --> 00:06:43,610 is in regard to your internet connections, 186 186 00:06:43,610 --> 00:06:45,490 or when dealing with internet service providers 187 187 00:06:45,490 --> 00:06:47,190 or cloud service providers. 188 188 00:06:47,190 --> 00:06:49,190 For example, my internet service provider 189 189 00:06:49,190 --> 00:06:50,810 has a service-level agreement with us 190 190 00:06:50,810 --> 00:06:54,940 that says they're going to maintain an uptime of 99.999%, 191 191 00:06:54,940 --> 00:06:57,200 which equates to having no more than five minutes 192 192 00:06:57,200 --> 00:06:58,690 of downtime per year. 193 193 00:06:58,690 --> 00:07:00,700 Now, because it's a service-level agreement, 194 194 00:07:00,700 --> 00:07:02,850 if they don't meet that uptime requirement, 195 195 00:07:02,850 --> 00:07:04,090 what's going to happen? 196 196 00:07:04,090 --> 00:07:05,790 Well, that depends on your agreement 197 197 00:07:05,790 --> 00:07:07,450 and your underlying contracts. 198 198 00:07:07,450 --> 00:07:09,730 In our contract, we actually get a refund 199 199 00:07:09,730 --> 00:07:11,560 for the entire monthly service fee 200 200 00:07:11,560 --> 00:07:14,910 if they can't maintain the uptime they promised in the SLA. 201 201 00:07:14,910 --> 00:07:17,350 This is their penalty for not meeting the SLA 202 202 00:07:17,350 --> 00:07:18,760 and it works essentially like a fine 203 203 00:07:18,760 --> 00:07:20,040 that they pay back to us. 204 204 00:07:20,040 --> 00:07:22,480 Some contracts have these and some contracts don't, 205 205 00:07:22,480 --> 00:07:25,170 it just depends on how you negotiate your deal. 206 206 00:07:25,170 --> 00:07:27,090 So, remember when it comes to agreements used 207 207 00:07:27,090 --> 00:07:30,520 in our a network management we have three main types. 208 208 00:07:30,520 --> 00:07:32,240 We have non-disclosure agreements, 209 209 00:07:32,240 --> 00:07:35,140 memorandums of understanding and service-level agreements.