So you have two servers running on Windows Server 2008.
NAS1 and NAS2.
It should just be a case of setting up DFSR replication of the folders you wish to replicate / backup.
DFSR will only copy across what has changed, so it won't spend hours sending and receiving documents that have had a single word changed.
You can schedule it to run out of hours to not impact on services, although this will need to be assessed depending on the link between the two servers (A LAN connection is sufficient, anything under 10Mbit should be reviewed).
The repointing / failover of the NAS1 server won't be handled by DFSR.
NAS2 will copy any changes made to files when the NAS1 server is brought back online. The change replication is bi-directional so there's no need to worry about concurrent users during transition.