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Domain account keeps getting locked when connecting over vpn

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My domain account is constantly getting locked when accessing TFS over a VPN. I open VS 2013 and get the login prompt to connect to TFS (remember my credentials is not checked and are not saved in the Windows 7 Credential Manager), I enter my domain username and password once and my account gets locked. Once unlocked a second try usually works. No entries in the client or server event logs for login failures.

It takes three failure attempts for a domain account to get locked. Why is TFS hammering the login and failing? This is only happening in 2013 (running on 2012R2 server). VS 2012 (running on 2008 server) has never had this problem and still doesn't. 


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