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Last Updated Apr 29, 2020

Custom Integration Paired Programming Service [Legacy – pre 05/04/2022]

Statement of Work

This Statement of Work (“SOW”) is issued under and subject to the terms and conditions of the Master Subscription Agreement entered into between the customer executing an Order Form (“You” or “Your” or “Customer”) and BetterCloud, Inc. (“We” or “Us” or “Ours” or “BetterCloud”) for the purchase of professional services from Us (the “Agreement”) and is effective as of the date mutually executed by the parties (“Effective Date”). This SOW describes the professional services engagements (each a “Professional Service Engagement(s)”, or together, the “Professional Services”) that We will provide to You. The “BetterCloud Platform” means the applicable BetterCloud Software as a Service (“SaaS”) product(s) purchased by You as part of the Purchased Services. All capitalized terms not defined in this SOW shall have the meanings assigned to them in the Agreement.

1. PROJECT SUMMARY AND PROJECT SCOPES

Our Expert Advisory Group will assist technically configure the BetterCloud Platform and provide consultation and advisory services. We may provide Architects, Implementation Specialists Engineers, and project management resources to collaborate with You through a series of virtual workshops (“Workshops”) to ensure the successful completion of the Professional Services and offline work.

1.1. Project Scope
The scope of this SOW includes the following Professional Services:
Up to five (5) Custom Integration Paired Programming Workshops (CIPPW)

Each scheduled CIPPW will include topics and activities mutually agreed upon by the parties, and may cover the following topics and activities:

  • BetterCloud Custom Integrations, API and scripting basics
  • Application integration validation
  • Use case discovery and validation
  • Authenticating into target applications
  • Developing BetterCloud actions for target applications
  • Test integrations and actions
  • Installation of integrations into Your BetterCloud environment

Each CIPPW will have a duration of 90 minutes, will be provided remotely via a teleconferencing platform, and shall be scheduled on dates and times mutually agreed upon by the parties.

1.2. Deliverables and Outcomes

The following deliverables and outcomes will be completed, subject to the terms herein:

  1. Up to five (5) CIPPWs as described in the Project Scope section (above) to be provided to You within a maximum period of four (4) weeks from the date of first CIPPW.

 

2. Out of scope

The following services and activities are outside of the scope of this SOW:

  • User training
  • Additional custom requirements
  • Product functionality not available to You as part of Purchased Services
  • Functionality considered to be roadmap, or Beta Services

Any service or activity not specifically included in this SOW is considered to be outside of the scope of this engagement.
 

3. Project Management

3.1. Communication
You will designate a project manager and technical contact person, whose contact information will be documented.

3.2. Working Hours
We will provide the Professional Services during our business hours (9:00AM to 5:00PM (Eastern Time or Pacific Time, as determined by Our resource assigned), Monday through Friday, excluding US holidays).

3.3. Scope Changes
Any changes to the scope as set forth in this SOW must be mutually-agreed in writing and signed by both You and Us. Based on the scope of this project, We are able to estimate the time, resource needs and costs of the project. If the scope increases at any point during the delivery of the project, We may have to dedicate additional time and resources to the project, resulting in an additional cost to You. If a change to the project scope is requested by You during delivery of the project and such change is accepted by Us, We will provide You with a time and cost estimate for the additional project scope.

4. API INTEGRATIONS

“API Integrations” means the systematic interactions between Non-BetterCloud Applications and the Services that are developed through the BetterCloud API by You, by Us for You under the applicable SOW or by an API Partner for You.

The following sections of the API Services & License Agreement (available at https://www.bettercloud.com/api-agreement/) will apply to this SOW: Sections 2, 3.2, 3.3, 3.3, 3.4, 5, 6, 7, and 8.

Following the completion of the Professional Services, We shall have no obligation to provide support or technical assistance for the applicable integration(s) created hereunder.

5. CUSTOMER OBLIGATIONS

You hereby agrees to fulfill all of the below obligations (collectively, the “Customer Obligations”):

  • Your project manager and/or technical contacts will actively attend and participate in all of the applicable Professional Services Workshops.
  • You will make available all necessary stakeholders and identify internal escalation to ensure appropriate planning and completion of the project.
  • You will maintain all necessary administrative permissions to install and connect the necessary applications to the BetterCloud Platform.
  • You will collaborate with BetterCloud to schedule the applicable Professional Services Workshops and manage the participation of Your personnel.
  • You will provide accurate information as necessary for Us to provide the Professional Services and the configuration of BetterCloud Platform.
  • You will provide all necessary communication and training on the BetterCloud Platform to Your internal users and administrators.

 

6. SOW ASSUMPTIONS

This SOW is subject to the following assumptions:

  • Your personnel will have experience with scripting development (e.g python, command line tools) and REST API’s.
  • Your personnel will be available to perform independent development and testing activity between CIPPW’s.
  • You will provide access to environments to develop against, and You accept the associated risks of developing against these environments, including any production environments.
  • Your ability to develop integrations which include specific functionality is conditioned on the documentation, features and capabilities of the APIs of the in-scope applications and the availability of an authentication mechanism supported by the BetterCloud Platform.
  • We and You will work together in good faith to resolve any project issues quickly.
  • Our ability to deliver on project scope is conditioned on Your fulfillment of Customer Obligations. If You fail to fulfill any of the Customer Obligations within ten (10) business days after We provide notice to You of such failure, We may terminate this SOW immediately upon notice to You and We will be relieved of any further obligations to deliver any Professional Services that have not been completed under this SOW. No refunds or credits will be provided for any such Professional Services not provided and all fees paid or payable hereunder shall be considered earned in full. Any and all Professional Services to be performed by Us following termination of this SOW will require You to send a written request to Us seeking re-engagement and will require the execution of a new SOW.
  • Scheduling for the Professional Services to be provided hereunder will be mutually agreed upon by You and Us.

 

7. Fees and Expenses

All Professional Services included in this SOW will be provided by Us on a fixed fee basis. You will pay Us the fees set forth in the applicable Order Form. Fees will be invoiced upon the execution of the applicable Order Form and will be due in accordance with the terms of the Agreement, unless otherwise set forth in the applicable Order Form.
 

8. SOW TERM

You must request commencement of the Professional Services hereunder before the earlier of: a) one (1) month from the date of execution of the applicable Order Form, or b) the expiration of the Subscription Term as set forth on the applicable Order Form and this SOW shall end on the earlier of the following: (a) upon the provision of the CIPPWs to You, or (b) four (4) weeks following the date of the first CIPPW (the “SOW Term”).