EXHIBIT 10.3

                                JOINDER AGREEMENT

                  THIS JOINDER IN MASTER SECURITY  AGREEMENT (this "JOINDER") is
executed  as of  August  18,  2004  (the  "Effective  Date")  by  ManagedStorage
International,  Inc., a Delaware corporation ("JOINING PARTY"), and delivered to
Laurus Master Fund, Ltd., a Cayman Islands company (the "PURCHASER").  Except as
otherwise  defined  herein,  terms  used  herein  and  defined  in the  Purchase
Agreement (as defined below) shall be used herein as therein defined.

                              W I T N E S S E T H:
                              - - - - - - - - - -


                  WHEREAS,  Incentra Solutions, Inc. (f/k/a Front Porch Digital,
Inc), a Nevada corporation (the "COMPANY"), and the Purchaser, have entered into
a Securities Purchase Agreement,  dated as of May 13, 2004 (as amended, modified
or supplemented from time to time, the "PURCHASE AGREEMENT"),  providing for the
issuance  of the  Note  and  the  Warrant  and  the  execution  of  the  Related
Agreements; and

                  WHEREAS,  the  Joining  Party  is a direct  Subsidiary  of the
Company and desires,  or is required  pursuant to the provisions of the Purchase
Agreement, to become an Assignor under the Master Security Agreement dated as of
May 13,  2004  between  the  Company and the  Purchaser  (the  "MASTER  SECURITY
AGREEMENT");

                  NOW,  THEREFORE,  in  consideration of the foregoing and other
benefits accruing to the Joining Party, the receipt and sufficiency of which are
hereby   acknowledged,   the   Joining   Party   hereby   makes  the   following
representations  and warranties to the Purchaser and hereby covenants and agrees
with the Purchaser as follows:

                  NOW, THEREFORE, the Joining Party agrees as follows:

                  1. By this Joinder and with effect as of the  Effective  Date,
the Joining Party becomes an Assignor for all purposes under the Master Security
Agreement.

                   2. The Joining Party agrees that, upon its execution  hereof,
effective as of the Effective Date, it is an Assignor under,  and as defined in,
the Master Security  Agreement,  and will be bound by all terms,  conditions and
duties  applicable to an Assignor under the Master Security  Agreement.  Without
limitation of the foregoing and in furtherance  thereof, as security for the due
and  punctual  payment of the  Obligations  (as  defined in the Master  Security
Agreement), the Joining Party hereby pledges, hypothecates,  assigns, transfers,
sets over and delivers, effective as of the Effective Date, to the Purchaser and
grants to the Purchaser a security interest in all Collateral (as defined in the
Master Security Agreement),  if any, now owned or, to the extent provided in the
Master Security Agreement, hereafter acquired by it.


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                                                                          Page 2


                  3. In connection with the grant by the Joining Party, pursuant
to  paragraph 2 hereof,  of a security  interest in all of its right,  title and
interest in the  Collateral  (as defined in the Master  Security  Agreement)  in
favor of the  Purchaser,  the Joining Party (i) agrees to execute (if necessary)
and deliver to the Purchaser such financing  statements,  in form  acceptable to
the Purchaser,  as the Purchaser may request or as are necessary or desirable in
the opinion of the  Purchaser  to establish  and maintain a valid,  enforceable,
first priority perfected security interest in the Collateral (as defined in each
of the Master Security  Agreement) owned by the Joining Party,  (iii) authorizes
the Purchaser to file any such financing statements without the signature of the
Joining Party where permitted by law (such authorization  includes a description
of the  Collateral as "all assets and all personal  property,  whether now owned
and/or  hereafter  acquired"  of the Joining  Party all assets and all  personal
property,  whether now owned and/or  hereafter  acquired" (or any  substantially
similar  variation  thereof))  and (iv)  agrees to  execute  and  deliver to the
Purchaser  assignments of United States trademarks,  patents and copyrights (and
the respective applications therefore owned by the Joining Party.

                  4. Without  limiting the  foregoing,  the Joining Party hereby
makes and  undertakes,  as the case may be, each  covenant,  representation  and
warranty made by, and as an Assignor  pursuant to the Master Security  Agreement
as of the  Effective  Date  (except  to the extent  any such  representation  or
warranty relates solely to an earlier date in which case such representation and
warranty  shall be true and correct as of such earlier  date),  and agrees to be
bound by all covenants,  agreements and  obligations of an Assignor  pursuant to
the Master Security  Agreement,  and all other Related Agreements to which it is
or becomes a party.

                  5. Each of Schedules 4.2 and 4.3 of the Purchase  Agreement is
hereby  amended by  supplementing  such  Schedule with the  information  for the
Joining Party contained on Schedules 4.2 and 4.3 attached hereto as Annex I.

                  6.  Schedule  A to the  Master  Security  Agreement  is hereby
amended by  supplementing  such  Schedule with the  information  for the Joining
Party contained on Schedule A attached hereto as Annex II.

                  7. The  Company  and  Laurus  agree  that on the  date  hereof
certain  Events  of  Default  have  occurred  and  are  continuing  (beyond  any
applicable  cure or grace  period)  and  Laurus  hereby (i) waives the Events of
Default under Section 4.1(b) of the Note and Section 4(a) of the Master Security
Agreement  triggered by the failure to pledge the assets of Front Porch  Digital
International,  Inc.  ("FPDI") and all fees and default interest rates otherwise
applicable  to such  Events of  Default,  and (ii)  extends the time the Company
shall have to comply with Section 6.12(e)(ii) of the Purchase Agreement (as such
Section  relates to FPDI by causing the Company to pledge and deliver all of the
shares of FPDI owned by it as security  for the  Obligations  (as defined in the
Master Security Agreement) to execute and deliver such documentation, in keeping
with all applicable law, on or before January 30, 2005.

                  8. This Joinder  shall be binding upon the parties  hereto and
their respective successors and permitted assigns and shall inure to the benefit
of and be  enforceable  by each of the  parties  hereto and its  successors  and
permitted assigns,  PROVIDED,  HOWEVER,  the Joining Party may not assign any of
its rights, obligations or interest hereunder or under the Purchase Agreement or
any other Related  Agreement  without the prior written consent of the Purchaser
or

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as otherwise permitted by the Purchase Agreement or any Related Agreement.  THIS
JOINDER SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH AND GOVERNED BY
THE LAW OF THE STATE OF NEW YORK.  This Joinder may be executed in any number of
counterparts,  each of  which  shall  be an  original,  but all of  which  shall
constitute one instrument. In the event that any provision of this Joinder shall
prove to be  invalid  or  unenforceable,  such  provision  shall be deemed to be
severable  from the other  provisions of this Joinder which shall remain binding
on all parties hereto.

                  9. From and after the  execution  and  delivery  hereof by the
parties  hereto,  this Joinder shall  constitute a "Related  Agreement"  for all
purposes of the Purchase Agreement and the Related Agreements.

                  10. The effective date of this Joinder is August 18, 2004.

                                      * * *
















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                                                                          Page 4

                  IN WITNESS WHEREOF,  the Joining Party has caused this Joinder
to be duly executed as of the date first above written.

                                          INCENTRA SOLUTIONS,  INC. (f/k/a Front
                                              Porch Digital, Inc.)
                                          (with reference to Section 8 hereof)


                                          By: /s/ Thomas P. Sweeney III
                                              ----------------------------------
                                              Name:  Thomas P. Sweeney III
                                              Title:  Chief Executive Officer




                                          MANAGEDSTORAGE INTERNATIONAL, INC.


                                          By: /s/ Thomas P. Sweeney III
                                              ----------------------------------
                                              Name:  Thomas P. Sweeney III
                                              Title:  Chief Executive Officer



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                                                                          Page 5


Accepted and Acknowledged by:

LAURUS MASTER FUND, LTD.



By: /s/ David Grin
---------------------------
    Name: David Grin
    Title: Managing Partner




























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                                                                          Page 3



                                                                         ANNEX I

                       SCHEDULE 4.2 TO PURCHASE AGREEMENT
                       ----------------------------------

     (a) List of Subsidiaries


     MANAGEDSTORAGE INTERNATIONAL, INC. - 100% OWNED AND CONTROLLED



                       SCHEDULE 4.3 TO PURCHASE AGREEMENT
                       ----------------------------------

     (a) Common Stock Ownership and Common Stock Equivalents

         MANAGEDSTORAGE INTERNATIONAL, INC. - 100% OWNED AND CONTROLLED
               200 SHARES OF COMMON STOCK, PAR VALUE $.001, AUTHORIZED;
               100 SHARES ISSUED AND OUTSTANDING



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                                                                          Page 7

                                                                        ANNEX II

                                   SCHEDULE A
                                   ----------

     Delaware