Statement of Work

1. Project Summary

This Statement of Work (“SOW”) is issued under and subject to the terms and conditions of the Main 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”). This SOW describes the professional services (the “Professional Services”) that We will provide to You under the applicable Order Form (“Service”). All capitalized terms not defined in this SOW shall have the meaning assigned to them in the Agreement.

Together with Your engineer(s), our Professional Services Organization will assist in the technical configuration of your 3rd-party application integration using the Platform API. By definition, paired programming is an agile software development technique in which two programmers work together at one workstation. One programmer, the driver, writes code while the other programmer, the observer or navigator, reviews each line of code as it is typed in. The two programmers switch roles frequently. We will provide architects, engineers, and project management resources to collaborate with You through a series of virtual workshops (“Paired Programming Workshops”) to ensure the successful completion of the Professional Services and offline work.

2. Project Scope

2.1. Project Scope

The scope of the Professional Services involves the paired programming of one (1) BetterCloud non-native, actions-only integration, (a “Level 2 Extension”) set forth in the Extension Build Services Addendum to the SOW, appended to the Order Form, for the Professional Services. We and You may mutually agree in writing to increase the scope of this SOW to provide for multiple Level 2 Extensions.

The scope will include up to five (5) Paired Programming Workshops.

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

Level 2 Extension, API and scripting basics
Application extension validation
Use case discovery and validation
Authenticating into target applications
Developing BetterCloud actions for target applications
Test integrations and actions
Installation of extensions into Your BetterCloud environment

Each Paired Programming Workshop 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.

2.2. Outcomes

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

The Level 2 Extension set forth in the Extension Build Services Addendum to the SOW appended in the Order Form shall be built, tested and accepted by the Customer.
Five (5) Paired Programming Workshops as described in the Project Scope section (above) are delivered to You.
The five (5) Paired Programming Workshops shall be scheduled and delivered within four (4) weeks from the date of the first scheduled Paired Programming Workshop.

3. Out of Scope

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

Configuration, customization, or development of target applications
Admin training
Additional requirements not set forth in the Extension Build Services Addendum to the SOW, appended to the Order Form
Product functionality not available to You as part of Purchased Services
Functionality considered to be roadmap, or Beta Services
Support or technical assistance for the applicable Level 2 Extension after the termination of the SOW Term (defined herein)

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

4. Project Management

4.1. Communication
You will designate a project manager and lead engineer whose contact information will be documented to Us in writing. Our and Your designated project managers will be in regular contact during the SOW Term and will be responsible for project planning and management of project delivery.

4.2. Working Hours
We will perform the Professional Services included in the Service purchased by You 9:00AM to 5:00PM (Eastern Time or Pacific Time, as determined by Our resource assigned), Monday through Friday, excluding US holidays (“Business Hours”). Exceptions will only be made as mutually agreed in writing

4.3. Cancellation
If You wish to cancel a scheduled Paired Programming Workshop, You must notify Us in writing at least two (2) business days in advance of the applicable session. If a Paired Programming Workshop is canceled with less than the required notice, or if Your project manager or technical contact fails to attend a Paired Programming Workshop, We reserve the right to deem such Paired Programming Workshop complete and will have no further obligation with respect to such milestones.

4.4. 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.

5. API Extensions

Following the SOW Term, BetterCloud shall have no obligation to provide support or technical assistance for the applicable Level 2 Extension(s) created hereunder.

6. 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 Paired Programming Workshops.
A test account with API credentials will be provided for the Level 2 Integration.
You are responsible for all administration, licensing, and API knowledge of the in scope 3rd party apps listed in the Extension Build Services Addendum to the SOW.
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 Paired Programming 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 to Your internal users and administrators.

7. 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 APIs.
Your personnel will be available to perform independent development and testing activity between Paired Programming Workshops.
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, and 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 will provide you with reasonable support in the development of the integrations.
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.

8. 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.

The Professional Services set forth herein will be conducted remotely. If You and Us mutually agree to receive and provide, respectively, any services onsite at Your office, You will be responsible for reimbursing Us for Our reasonable travel expenses within thirty (30) days after Your receipt of Our invoice.

9. 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. This SOW shall end on the earlier of the following: (a) upon the delivery of the five (5) Paired Programming Workshops to You, or (b) six (6) weeks following the date of the first Paired Programming Workshop (the “SOW Term”).