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Agentless backup fails on Server 2003, VM hangs after latest update to 6.1.2.115.

To my surprise, i was an old 2003 go down during my checkup of the RR system. 
Checked the server, was up.
Checked the agent, was up.
Checked agent version, wanted to update => not compatible???

Checked release notes and noticed that 2003 agent bakup is no longer supported by Quest RR because it's ELO. GREAT! 
But agentless should work?
Forced a snapshot and it wouldn't work: threw the following error: Unable to automatically fix Change Block Tracking. VMware API could return incorrect sectors. Please check that deleting user-created VMware snapshots is allowed.

changed some settings in the VMX files, set the Virtual Disk server to start and run automatic and then forced another snapshot.

Now i'm getting: 'CreateSnapshotIfNeeded' for 'SERVERNAME' has timed out.

i've checked the ESXI host and see that it's trying to create a snapshot. This snapshot then hangs at 95% and sits there for 15 minutes, at which time the server will just freeze until the timeout is reached. 

i've checked some settings, like updates, etc. but server updates are up to date, ESXI is a 5.5 and is up to date, vmware tools are up to date and RR is also up to date.

this is creating a lot of frustration for my client as he still has very sensitive data on that server that they want to protect.

any way i can troubleshoot this mess?

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