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1. WWT-EXPERIAN IPV6 RFP RESPONSE SOW
All changes have been saved
HEXABUILD STATEMENT OF WORK
Prepared for: World Wide Technology, Inc. (CLIENT) for Experian (CUSTOMER)
Prepared by: HexaBuild, Inc.
HexaBuild Standard SOW Template Version 3.a
Project: Response to IPv6 Design, Implementation Plan, and Roadmap RFP
Date: Feb 08, 2022
cover
World Wide Technology, Inc. - Experian - Response to IPv6 Design, Implementation
Plan, and Roadmap RFP
header
TABLE OF CONTENTS
heading
1. Table of Contents
2. Executive Summary
3. Response to IPv6 Design, Implementation Plan, and Roadmap RFP
4. Project Fee Summary
5. Next Steps
6. Project Deliverable and Services Section
7. Response to IPv6 Design, Implementation Plan, and Roadmap RFP
8. Scope & Environment
9. Goals and Objectives
10. Deliverables
11. Constraints, Caveats and Risks
12. Project Fees and Payment Terms Section
13. Statement of Work Terms
14. Project Deliverables and Services
15. Fees and Payment Terms
16. Travel and Living Expenses
17. Project Schedule and Completion
18. Client Responsibilities
19. Personnel
20. Key Project Assumptions
21. Changes or Additions to Statement of Work
22. Project Change Requests
23. Customer Materials Delay
24. Termination
25. Confidentiality
26. Intellectual Property
27. Ownership
28. Independent Contractor Relationship
29. Warranty
30. Limitations of Liability
31. Consequential Damages Waiver
32. Definitions
33. Miscellaneous
34. Signatures
toc
pagebreak
EXECUTIVE SUMMARY
heading
RESPONSE TO IPV6 DESIGN, IMPLEMENTATION PLAN, AND ROADMAP RFP
heading
Experian plc (CUSTOMER) is a multinational financial data corporation
headquartered in Dublin, Ireland. CUSTOMER also has other offices
and facilities locations throughout the world.
HexaBuild has significant experience providing IPv6 architecture and design
guidance to help organizations prepare for the deployment of IPv6. HexaBuild is
responding to the IPv6 Design, Implementation Plan, and Roadmap RFP that
CUSTOMER has issued in collaboration with World Wide Technologies (CLIENT).
CLIENT and HexaBuild are excited to respond to CUSTOMER's IPv6 Design,
Implementation Plan, and Roadmap RFP. We believe that a structured and phased
approach provides for the highest level of success when deploying IPv6 across an
organization. Our solution is tailored to our Lifecycle Methodology (figure
below) and specifically focused on the first four phases (IPv6 Adoption Plan,
IPv6 Assessment, Training and Education, IPv6 Architecture, Design and Address
Planning).
The remaining phases (IPv6 POC and Testing, IPv6 Deployment, IPv6 Operations)
are out of scope relative to Experian’s IPv6 Design, Implementation Plan, and
Roadmap RFP. As requested, we are providing this as a fixed-price solution.
HexaBuild provides expert-level IPv6 professional services consisting of
consulting, training and education, and technical project management. Our
approach to IPv6 adoption is outlined in our formal methodology and
framework developed over years of helping customers with IPv6 adoption. The
methodology phases and framework items are outlined in the Project Deliverables
and Services Section.
text
pagebreak
PROJECT FEE SUMMARY
heading
For the outlined CLIENT project utilizing the HexaBuild team we are providing an
estimated fee of $1,140,000.00 (with partner discount/margin) based on the hours
scoped and the level of effort required to complete the project.
text
This project is time and materials, so a weekly billing method will be utilized.
text
Please see the Project Fees and Payment Terms Section for specific details.
text
NEXT STEPS
heading
1. Sign and execute this SOW.
2. Send executed SOW to info@hexabuild.io with the subject line of “Signed
SOW”.
3. Provide Purchase Order number in the email so HexaBuild can proceed with
scheduling the project and submitting the first invoice.
4. HexaBuild will immediately invoice for the fees agreed to in the SOW.
5. HexaBuild will schedule a kick-off meeting or call of the project via email
once payment is confirmed.
text
pagebreak
PROJECT DELIVERABLE AND SERVICES SECTION
heading
RESPONSE TO IPV6 DESIGN, IMPLEMENTATION PLAN, AND ROADMAP RFP
heading
SCOPE & ENVIRONMENT
heading
HexaBuild will provide IPv6 subject matter expertise for these initiatives. The
following are the goals, objects, tasks, and deliverables that CUSTOMER has
requested in the RFP.
text
GOALS AND OBJECTIVES
heading
IPv6 Adoption Plan Phase:
* IPv6 Adoption Plan (Deliverable) - A document that describes the overall
objectives and plan for adopting IPv6. The plan will be based on the
requirements requested by Experian as outlined by the goals of the RFP and
includes the following items.
* Business Plan (Deliverable) - A document that outlines the business use cases
for the organization on why they should or must adopt IPv6.
* Financial Plan (Deliverable) - A document that describes the financial
impacts and decisions that will have to be made to adopt IPv6. Such a
document often has strategies to help reduce the financial costs associated
with adopting IPv6 by coordinating IPv6 requirements with one or more
technical projects or initiatives that an organization may have planned.
* Technical Plan (Deliverable) - A document that provides a technical plan on
how to achieve IPv6 adoption (e.g., dual-stack, IPv6-only, IPv4 as a Service)
and options for a technical team to make design and architecture decisions.
It is NOT the final design document, that is built as part of the IPv6
Architecture, Design and Planning phase.
* Operations Plan (Deliverable) - A document that describes the likely
operational plan along with the impacts that adoption of IPv6 will have on
the organization’s environment. Example operational impacts might include:
* In a dual-stack network, the forwarding path is different for each
protocol.
* IPv6-only may only have a subset of capabilities on some platforms for
common technologies like PXE Boot.
* Project Timeline (Deliverable) - A formal project management timeline with
phases, resources, tasks, and deliverables.
* IPv6 Allocation Plan (Deliverable) – Ensures that Experian has requested the
appropriate amount of IPv6 address space from the appropriate Regional
Internet Registries. A more detailed IPv6 Address Plan is prepared in the
IPv6 Architecture, Design and Planning phase.
* Hardware, software and third-party platform and services
dual-stack/IPv6-only/transition technology evaluation.
* Evaluation report (Deliverable) - including specific purchase policy
recommendations and technical requirements for vendor evaluations and
remediations.
* We have priced this phase for 10 items. The items can include, but are not
limited to (routing platforms, switch platforms, Firewalls, IDS, VPN, Load
Balancers, DHCP, DNS). We will work with the Experian staff to determine
which products).
* Customized IPv6 virtual training (Deliverable) - The recommended courses will
be interleaved between project phases as shown in the example timeline.
* We have included 8 HexaBuild training credits in this solution. Each training
credit is good for one day of training (up to 20 students). Courses typically
range 2-4 days.
* We strongly recommend that the Experian architecture team (Networks,
Security) participate in HBT401 - Advanced IPv6 Bootcamp for Implementers - 4
Day, at the beginning of the engagement. This will ensure a common language
and knowledge base to help inform the architectural decisions for the
Experian IPv6 deployment.
* We have included HBT321 - IPv6 Address Planning - 2-day. This course is
designed to provide both the theoretical and practical knowledge required by
anyone interested in creating and deploying a manageable and durable IPv6
addressing plan.
* The remaining 2 training credits will be used at the discretion of the
Experian architecture team and coordinated through the PM team.
* We have attached the course syllabus and descriptions for HBT401 and HBT321
IPv6 Assessment Phase:
* Hardware, software and third-party platform and services
dual-stack/IPv6-only/transition technology evaluation.
* Evaluation report (Deliverable) - including specific purchase policy
recommendations and technical requirements for vendor evaluations and
remediations.
* We have priced this phase for 10 items. The items can include, but are not
limited to (routing platforms, switch platforms, Firewalls, IDS, VPN, Load
Balancers, DHCP, DNS). We will work with the Experian staff to determine
which products).
IPv6 Training and Education Phase:
* Customized IPv6 virtual training (Deliverable) - The recommended courses will
be interleaved between project phases as shown in the example timeline.
* We have included 8 HexaBuild training credits in this solution. Each training
credit is good for one day of training (up to 20 students). Courses typically
range 2-4 days.
* We strongly recommend that the Experian architecture team (Networks,
Security) participate in HBT401 - Advanced IPv6 Bootcamp for Implementers - 4
Day, at the beginning of the engagement. This will ensure a common language
and knowledge base to help inform the architectural decisions for the
Experian IPv6 deployment.
* We have included HBT321 - IPv6 Address Planning - 2-day. This course is
designed to provide both the theoretical and practical knowledge required by
anyone interested in creating and deploying a manageable and durable IPv6
addressing plan.
* The remaining 2 training credits will be used at the discretion of the
Experian architecture team and coordinated through the PM team.
* We have attached the course syllabus and descriptions for HBT401 and HBT321
IPv6 Architecture, Design, and Planning Phase:
* High-level design documentation (Deliverable) - Describes the overall
architecture goals and design decisions that were made and how they address
business requirements.
* IPv6 Address Plan (Deliverable) - Working with Experian to create an IPv6
address plan to deploy an addressing scheme with scalability and
extensibility for the lifecycle of IPv6.
* In-depth architecture design and planning workshops - To address the IPv4
thinking problem, artificial constraints to the design, where transition
technologies may make the most sense, and how business goals are being
addressed.
* Design Decision Impact (Deliverable) - A document that describes design
decisions and their potential impacts on the existing network.
* Transition Plan (Deliverable) - What sets of transition technologies will
likely be required for the project. A plan on how to test and validate these
transition technologies in a POC.
text
DELIVERABLES
heading
The project deliverables will include the following items:
* IPv6 Adoption Plan
* IPv6 Business Plan
* IPv6 Financial Plan
* IPv6 Technical Plan
* IPv6 Operations Plan
* Project Timeline
* IPv6 Allocation Plan
* IPv6 Assessment Report
* Customized IPv6 virtual training
* IPv6 High-Level Design (HLD) Report
* Documents and notes from meetings, workshops, design sessions
* IPv6 Address Plan
* IPv6 Design Decision Impact
* Transition Plan
* Any other artifact produced during this work effort
text
CONSTRAINTS, CAVEATS AND RISKS
heading
Executive and senior management must provide access to all critical CUSTOMER
financial, operational, and engineering resources in order to complete an
effective plan in a timely manner. Without such access, it may not be possible
for a PMO or project manager(s) to obtain the detailed information required to
deliver the IPv6 adoption plan or other phases on schedule.
Risks for the IPv6 project are as follows:
* CUSTOMER participants in the adoption plan meetings lack critical IPv6
knowledge and/or did not participate in any formal IPv6 training
* CUSTOMER IPv6 requirements information is inadequate or insufficient to make
adoption decisions (requiring additional discovery work be performed)
* CUSTOMER participants in the IPv6 High-level Design workshops lack critical
IPv6 knowledge and/or did not participate in any formal IPv6 training
* CUSTOMER existing IPv4 strategy is not well documented or unclear making the
requirements for the IPv6 adoption, allocation, and address plan difficult to
define
A Project Change Request (PCR) will be issued for the IPv6 project if these
risks are not addressed.
text
pagebreak
PROJECT FEES AND PAYMENT TERMS SECTION
heading
This project proposal is in US dollars, is fixed fee based and limited in scope
to the following services:
CLIENT’s Project as defined Project Deliverables and Services Section
text
NamePriceQTYSubtotal
IPv6 Adoption Plan
$570,000.00
1
$570,000.00
IPv6 Assessment
$100,000.00
1
$100,000.00
IPv6 Training
$80,000.00
1
$80,000.00
IPv6 Architecture, Design and Planning + IPv6 Address Plan
$390,000.00
1
$390,000.00
$1,140,000.00
pricingtable
Fee and Payment for the project is as follows:
There are no travel expenses estimated for this project as it is assumed that
all work will be performed virtually.
The fixed fee includes travel and expenses for local resources only. Refer to
the Travel and Living Expenses section under the Statement of Work Terms for
details on the travel and expense costs.
50% of fee is paid in advance to begin the project, the remaining 50% will be
billed after completion of the project and the Statement of Completion is signed
off by CLIENT.
text
pagebreak
STATEMENT OF WORK TERMS
heading
THIS STATEMENT OF WORK (“SOW”) is made and entered into this February 8, 2022,
by and between HEXABUILD, INC., an Arizona corporation (“HexaBuild”) with
offices at 11201 N. Tatum Blvd., Suite 300, PMB 51634, Phoenix, AZ
85028-6039 and World Wide Technology, Inc. (”CLIENT”) with offices at 1 World
Wide Way, Maryland Heights, MO 63146.
This SOW is bound by the following conditions.
text
PROJECT DELIVERABLES AND SERVICES
heading
CLIENT agrees to the Project deliverable and services as set forth in the
Project Deliverables and Services section. The project for this SOW is defined
in its entirety in the Project Deliverables and Services section.
text
FEES AND PAYMENT TERMS
heading
CLIENT agrees to pay HexaBuild the project fees as set forth in the Project Fees
and Payment Terms section. All stated prices are exclusive of any taxes, fees,
duties, or other amounts, however, designated and including without limitation
value added and withholding taxes that are levied or based upon such charges, or
upon this Statement of Work (other than taxes based on the net income of
HexaBuild). Any taxes related to Services purchased or licensed pursuant to this
Statement of Work shall be paid by CLIENT or CLIENT shall present an exemption
certificate acceptable to the taxing authorities. Applicable taxes shall be
billed as a separate item on the invoice.
HexaBuild shall not commence Services until CLIENT Purchase Order is received
and accepted. All Purchase Orders are subject to HexaBuild’s acceptance. The
terms and conditions of this SOW shall prevail regardless of any conflicting
terms of the Purchase Order, other correspondence and any and all verbal
communications. All Purchase Orders shall include, at a minimum, the following
information:
Statement of Work / project ID number
Cost of Services by product code
Cost of travel and expenses, if any
Total cost
Requested Service date
Bill to address
Service to address
Tax exemption certificates, if applicable
HexaBuild will invoice 50% up front for all projects and training. The remaining
50% will be invoiced upon completion of each milestone, for projects with
milestone billing. HexaBuild will invoice the remaining 50% at project and/or
training course completion for all fixed bid projects and/or training. All
invoices submitted by HexaBuild shall be paid by the CLIENT within thirty (30)
days from the date of invoice. HexaBuild may, at any time, offset any amounts
owing CLIENT under a HexaBuild issued credit memo or otherwise against any
amounts owing HexaBuild by CLIENT. CLIENT shall pay HexaBuild interest in an
amount equal to the lesser of three and one-half percent (3.5%) per month or the
maximum amount permitted by law of all undisputed amounts owing hereunder and
not paid within thirty (30) days of the date of invoice.
If the project is hourly, time and materials, then weekly billing will be
utilized, and a $10,000 retainer payment is required prior to the start of a
project phase to secure resources.
If additional work is required that is outside the scope of this project as
outlined in the Project Deliverables and Services Section, then the standard
HexaBuild hourly rate of $275 will be used. This rate is for work performed
during regular business hours. After hours work will have a surcharge of 1.5
times the hourly rate. Weekend and Holiday work will have a surcharge of 2 times
the hourly rate. All additional hourly rate work will be billed weekly.
text
TRAVEL AND LIVING EXPENSES
heading
It is anticipated HexaBuild will perform the Services at its headquarters in
Phoenix, AZ or nearby CLIENT or CUSTOMER location(s). Should HexaBuild personnel
be required to travel to fulfill this engagement, CLIENT will be provided either
an estimate per-diem travel expense or a bundled fixed free price inclusive of
travel and expenses.
HexaBuild's standard US domestic travel fixed per-diem rate is $750 per day.
HexaBuild's standard International travel fixed per-diem rate is $1,250 per day
with a minimum of 3 days.
Prior to HexaBuild personnel commencing travel, CLIENT shall authorize expenses
by issuing a Purchase Order for the project or professional service engagement.
HexaBuild shall invoice CLIENT the per-diem travel expenses incurred monthly, if
that is the travel expense method used.
text
PROJECT SCHEDULE AND COMPLETION
heading
HexaBuild shall commence work under this Statement of Work on a mutually
agreeable date after receipt of a fully executed Statement of Work. The
estimated start date is on or about March 1, 2022, with an estimated completion
date on or about December 31, 2022 assuming no changes or delays. HexaBuild
shall notify CLIENT of completion of a project or Service performed by providing
a Statement of Completion (SOC); a sample is provided in Statement of Completion
section. CLIENT has five (5) working days from the receipt of the SOC to
schedule appropriate personnel to review the particular Project or Services
performed and sign the SOC. The signing of the SOC, or CLIENT’s failure to
respond to the SOC within the designated five (5) day period, signifies CLIENT’s
acceptance that Project or Services have been performed as described in the SOC
and in accordance with the Statement of Work. To refuse acceptance of the
Services performed, CLIENT shall provide HexaBuild with full details that show
that Services do not conform to the Statement of Work. HexaBuild shall address
such non-conformance in a timely manner and the process for acceptance detailed
herein shall be repeated until such time as all deficiencies have been resolved
and the Services meet the requirements of the Statement of Work. Acceptance may
not be withheld due to defects in Services that do not represent a material
non-conformance with the requirements of the Statement of Work.
text
CLIENT RESPONSIBILITIES
heading
CLIENT is responsible for the following:
* Providing physical access to office buildings, conference rooms, desks, and
other physical working areas that are used for the duration of work.
* Providing physical access to the data center, server rooms, MDF/IDF closets
including passwords and logins to network equipment necessary to complete
scope of work.
* Providing someone onsite and/or designate a project contact for support that
is reachable during work hours and after hours if required for the project.
* Network access to reach resources needed for the statement of work, which may
include public Internet access, public and private cloud resources and SaaS
platforms.
* Any information required by the on-site consultant to complete the work
including but not limited to IP addresses, host names, and other device
configuration information.
* Timely access to requested documents, people and resources to complete the
project on time and within budget.
text
CLIENT acknowledges that failure to satisfy or perform these items may result in
a delay in the provision of Services and in additional cost for those Services.
In that event, HexaBuild shall not be liable to CLIENT nor be deemed to have
breached this SOW for any errors, delays or other consequences arising from
CLIENT's failure to timely provide documents, materials or information or to
otherwise cooperate with HexaBuild in order for HexaBuild to timely and properly
perform its obligations. If CLIENT delays the Project from its agreed starting
date or suspends performance of the project for a period longer than 10 working
days, then CLIENT shall either pay the standard daily rate of the HexaBuild
personnel assigned to the project, based on the percentage of their time
allocated to the project, for the period of the delay beginning on the eleventh
working day, in order to keep the current team members; or HexaBuild may
reallocate the personnel at its discretion, and CLIENT shall pay any costs of
retraining new personnel. In addition, CLIENT shall pay all costs and expenses
incurred by HexaBuild due to the delay and shall adjust all timelines to reflect
additional time required due to the delay.
text
Please indicate a primary CLIENT contact for the SOW Project:
CLIENT Project Contact:
Title:
Email:
Phone:
text
PERSONNEL
heading
HexaBuild shall, in its sole discretion, determine which of its personnel shall
be assigned to the Project, to replace or reassign such personnel and/or
subcontract to qualified third persons part or all of the performance of the
Services. CLIENT may request the removal or reassignment of any HexaBuild
personnel at any time; however, CLIENT shall be responsible for extra costs
relating to such removal or reassignment of HexaBuild personnel. HexaBuild shall
not have any liability for any costs that may occur or project delays due to
such removal or reassignment of HexaBuild personnel. CLIENT agrees that it will
not hire a current or former employee of HexaBuild who is involved in the
Services under this SOW or any other SOW between HexaBuild and CLIENT, during
the term of the operative SOW and for a period of one (1) year thereafter. As
liquidated damages, and not as a penalty, should CLIENT hire a current or former
HexaBuild employee in violation of this section, CLIENT shall pay to HexaBuild
five (5) times the annual compensation of such employee on the date the employee
is hired. If payment is not made on such date, the liquidated damage payment
shall be ten (10) times the annual compensation of such employee.
text
KEY PROJECT ASSUMPTIONS
heading
Key assumptions that were used in the development of this Statement of Work,
including time estimates for activities and associated fees, are listed below.
CLIENT represents that the assumptions listed below are correct as of the date
of execution of this Statement of Work. CLIENT acknowledges that, if it is
determined during the course of performance under this Statement of Work that
one or more of the Key Project Assumptions are incorrect, delay in the provision
of Services and additional cost for those Services may result. In that event,
HexaBuild shall not be responsible for any such delay or additional cost.
HexaBuild will provide written notice to CLIENT and CLIENT shall take whatever
remedial steps are necessary upon receipt of notice. The parties will in good
faith determine whether a change or addition to the Statement of Work is
warranted. Failure to reach agreement shall excuse HexaBuild’s further
performance under the Statement of Work. This provision shall not, however,
relieve CLIENT’s obligation to pay HexaBuild for services that have been
provided.
Where applicable, CLIENT’s Site shall be ready prior to the date scheduled for
HexaBuild to perform the Services. Costs associated with CLIENT’s failure to (1)
make the CLIENT Site ready (as determined by Customer), or (2) meet any of the
other responsibilities specified in this Statement of Work shall be billed at
HexaBuild’s then-current time and materials rates plus travel and other related
expenses. Any additional costs incurred by CLIENT as a result of delays shall be
the sole responsibility of the CLIENT.
Unless specified otherwise in this Statement of Work or agreed to in writing by
the parties, Services shall be performed during Normal Business Hours. CLIENT
may be responsible for any additional labor costs associated with Services
performed outside Normal Business Hours, which are above and beyond the scope of
this Statement of Work.
In the event HexaBuild is required to provide third-party materials under this
Statement of Work (i.e. cables, racks, etc.), CLIENT shall be responsible for
any maintenance and/or warranty obligations therein.
Any acceptance tests conducted in respect of the Services detailed in this
Statement of Work shall apply only to the Services detailed herein and shall not
constitute acceptance or rejection of any Product purchased or licensed
separately by CLIENT.
HexaBuild shall have a lead time of no less than 2 business days from acceptance
of CLIENT’s purchase order to begin Services.
Any personnel change requests made by CLIENT shall result in a schedule
extension of no more than 15 days for HexaBuild.
Union labor is not required.
text
Unless expressly provided herein, the following Services are not included in
this Statement of Work:
* Support and maintenance of Products.
* Any customization of, or labor, to install software.
* Support or replacement of Product that is altered, modified, mishandled,
destroyed, or damaged by natural causes or damaged due to a negligent or
willful act or omission by CLIENT or a third party or use by CLIENT or a
third party other than as specified in the applicable HexaBuild supplied
documentation.
* Services to resolve software or hardware problems resulting from third-party
equipment or services or problems beyond HexaBuild’s control.
* Services for non-HexaBuild software installed on any Product.
* Any hardware upgrades required to run new or updated software.
* Any fiber channel cabling.
* Backup of existing data on systems being serviced. HexaBuild highly
recommends CLIENT backup data for proper rollback procedures in the event
they are needed.
* Any service or support not expressly outlined in the SOW.
text
CHANGES OR ADDITIONS TO STATEMENT OF WORK
heading
Either CLIENT or HexaBuild may request changes or additions to this Statement of
Work by submitting to the other party a written document that requests a change
in the scope of services or an adjustment of the price or schedule.The parties
shall agree upon changes or additions to this Statement of Work by executing a
Change Request that describes the requested changes or adjustments in detail.If
a Change Request will increase or decrease the cost or time required completing
this Statement of Work, the Change Request shall set forth the appropriate
adjustments to completion deadlines and/or compensation. Changes requested by
either party shall not be implemented until both parties approve the Change
Request in writing.
text
PROJECT CHANGE REQUESTS
heading
Either Party may request a modification to any material provision of the
Statement of Work by submitting a Project Change Request (“PCR”). Upon receipt
of a PCR, HexaBuild will estimate the financial and schedule impacts, if any.
The Parties will review these estimates to determine whether the PCR would be
mutually acceptable. If the Parties agree on the PCR, HexaBuild will attach the
final PCR to the SOW. If the Parties are unable to agree within five (5)
business days after the PCR is submitted, then the submitting Party may either
withdraw the PCR or terminate the SOW with reasonable notice. If the SOW is
terminated, due to an ability to reach agreement on a PCR, the only payments due
are for the Work Product (defined herein below) delivered, Services performed,
and expenses incurred by HexaBuild prior to the effective termination date.
text
CUSTOMER MATERIALS DELAY
heading
CLIENT acknowledges that HexaBuild's performance of the Services and delivery of
the Work Product is contingent on CUSTOMER’s timely delivery of any CUSTOMER
materials (“CUSTOMER Materials”) provided to HexaBuild in connection with the
Services. CLIENT and CUSTOMER agrees that any reasonable scheduling or financial
impacts caused by CUSTOMER’s failure to deliver CUSTOMER Materials within the
specified time will be treated as a Project Change Request (PCR).
text
TERMINATION
heading
Either party may terminate this SOW for material breach upon thirty (30) days'
written notice specifying the nature of the breach if such breach has not been
substantially cured within the thirty (30) day period. During the 30-day cure
period for termination due to breach; each party shall continue to perform its
obligations under this SOW. Either party may terminate this SOW immediately upon
provision of written notice if the other party becomes insolvent or files for
bankruptcy or legal protections. If this SOW is terminated, CLIENT shall pay
HexaBuild for all Services performed in accordance with this SOW and reimburse
HexaBuild for all costs and expenses incurred in performing those Services,
including all non-cancelable costs incurred prior to termination but paid after
the termination date. CLIENT shall immediately pay for all Services actually
performed, even if the parties' original payment schedule deferred payment for
certain services (e.g milestone-based payments) until a later time. CLIENT shall
pay for all actual costs, including time spent by HexaBuild personnel (which
shall be billed at HexaBuild’s standard daily rates in effect as of the date of
the termination notice), incurred to complete activities associated with the
termination.
text
CONFIDENTIALITY
heading
Each party acknowledges that, in connection with this SOW, and its relationship
with the other party, it may obtain information of a confidential and
proprietary nature ("Confidential Information") concerning the other party. Such
Confidential Information may include, but is not limited to, industrial secrets,
trade secrets, know-how, inventions, techniques, processes, programs,
schematics, software source documents, data, existing and potential clients or
partners, existing and potential business ventures, reports, financial
information, and sales and marketing plans or information which the receiving
party knows or has reason to know is confidential, proprietary, or trade secret
information of the other party. Each party shall at all times, during the term
of this SOW and for a period of three (3) years after its termination, keep in
trust and confidence all such Confidential Information, and shall not use such
Confidential Information other than as expressly authorized by the other party,
nor shall the receiving party disclose any such Confidential Information to
third parties without the other party’s prior written consent. Each party
further agrees to immediately return to the other party all Confidential
Information (including copies thereof) in that party's possession, custody, or
control upon termination of this SOW or at any time and for any reason. The
obligations of confidentiality shall not apply to information which (a) has
entered the public domain except where such entry is the result of the receiving
party’s breach of this SOW; (b) prior to disclosure here-under was already
rightfully in the receiving party's possession; (c) subsequent to disclosure
here-under is obtained by the receiving party on a non-confidential basis from a
third party who has the right to disclose such information to the receiving
party; or (d) is required to be disclosed pursuant to a court order, so long as
the party to whom the Confidential Information belongs is given adequate notice
and the ability to challenge such required disclosure. Each party agrees that it
shall not disclose the terms of this SOW to any third party without the prior
written consent of the other party.
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INTELLECTUAL PROPERTY
heading
NOTHING IN THIS SOW SHALL ALTER OR AMEND THE LICENSE AGREEMENTS PROVIDED WITH
THE HARDWARE OR SOFTWARE PURCHASED FROM HEXABUILD. THE FOLLOWING PROVISIONS
APPLY ONLY TO THOSE FURTHER SERVICES, DELIVERABLES AND OTHER INTELLECTUAL
PROPERTY DEVELOPED AS A RESULT OF THE SERVICES, WHETHER OR NOT RELATED TO
HARDWARE OR SOFTWARE SOLD BY HEXABUILD. ALL WORK INVENTIONS, KNOW-HOW, TRADE
SECRETS, DISCOVERIES, FORMULAS, IMPROVEMENTS, IDEAS, WRITINGS, COMPUTER
PROGRAMS, EXPRESSIONS, PATENTS, TRADEMARKS, COPYRIGHTS, AND ALL OTHER
INTELLECTUAL PROPERTY DEVELOPED OR PROVIDED BY HEXABUILD ARE AND SHALL REMAIN
THE PROPERTY OF HEXABUILD.
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OWNERSHIP
heading
Other than HexaBuild Materials, Open Source Software and any Third Party
Materials (defined herein) CUSTOMER shall own a limited license for
the intellectual property associated with the deliverables, works of authorship
or other products developed or created and delivered by HexaBuild to CUSTOMER in
the course of performing Services (“Work Product”), as well as CUSTOMER’s
derivative works thereof, subject to CUSTOMER and CLIENT payment in full under
such SOW and subject to HexaBuild's rights in the underlying intellectual
property embodied therein or used by HexaBuild to perform the Services.
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INDEPENDENT CONTRACTOR RELATIONSHIP
heading
The parties are independent contractors and nothing contained herein shall be
construed to place them in the relationship of partners, principal, and agent,
employer/employee or joint ventures. Neither party shall have the power or right
to bind or obligate the other party or shall hold itself out as having such
authority.
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WARRANTY
heading
NOTHING IN THIS SOW SHALL AFFECT THE WARRANTIES PROVIDED WITH ANY HARDWARE
PURCHASED OR SOFTWARE LICENSED BY CLIENT. ANY AND ALL SERVICES AND DELIVERABLES
PROVIDED HERE-UNDER SHALL BE PERFORMED IN A WORKMANLIKE MANNER. EXCEPT AS
SPECIFIED IN THIS SECTION, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS,
AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR
CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY
QUALITY, AGAINST INFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR
TRADE PRACTICE, ARE HEREBY WAIVED BY CLIENT TO THE MAXIMUM EXTENT ALLOWED BY
LAW. CLIENT MUST NOTIFY HEXABUILD PROMPTLY OF ANY CLAIMED BREACH OF ANY
WARRANTY. CLIENT’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF WARRANTY SHALL BE, AT
HEXABUILD’S ELECTION, RE-PERFORMANCE OF THE SERVICES; OR TERMINATION OF THIS SOW
AND REFUND THE PORTION OF THE FEES PAID TO HEXABUILD BY CLIENT FOR SUCH
NON-CONFORMING SERVICES OR DELIVERABLES. THIS DISCLAIMER AND EXCLUSION SHALL
APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF
ITS ESSENTIAL PURPOSE. THE WARRANTY PROVIDED IS SUBJECT TO THE LIMITATION OF
LIABILITY SET FORTH IN THE LIMITATION OF LIABILITY SECTION BELOW.
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LIMITATIONS OF LIABILITY
heading
Notwithstanding anything else herein, all liability of HexaBuild, its suppliers,
and its subcontractors shall be limited to the amount paid by CLIENT to
HexaBuild under this SOW during the three months (maximum) preceding the event,
related to the SOW only, or circumstances giving rise to such liability. The
liability of HexaBuild and its suppliers and subcontractors under this SOW shall
be cumulative and not per incident.
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CONSEQUENTIAL DAMAGES WAIVER
heading
IN NO EVENT SHALL EITHER PARTY, ITS SUPPLIERS, OR ITS SUBCONTRACTORS BE LIABLE
FOR (A) ANY INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOST
PROFITS; LOST REVENUE OR LOST DATA; OR ANY OTHER INDIRECT DAMAGES IN CONNECTION
WITH THE PERFORMANCE OF OR FAILURE TO PERFORM UNDER THIS SOW, REGARDLESS OF
WHETHER SUCH LIABILITY ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR
OTHERWISE; OR (B) ANY COSTS OR EXPENSES FOR THE PROCUREMENT OF SUBSTITUTE
EQUIPMENT OR SERVICES IN EACH CASE, EVEN IF HEXABUILD, ITS SUPPLIERS OR ITS
SUBCONTRACTORS HAVE BEEN INFORMED OF THE POSSIBILITY THEREOF.
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DEFINITIONS
heading
As used herein, the following terms shall have the definitions set forth below.
Consultant - individuals, either an employees of HexaBuild or an approved
subcontractor or agent who performs the work on behalf of the CLIENT.
CUSTOMER/CLIENT Site(s) or Site(s) — the physical site(s) designated by the
CUSTOMER/CLIENT (other than HexaBuild sites) where the Services may be
performed.
Deliverable — all documentation, whether in hard copy or electronic forms, such
as analyses, reports, manuals, test results, or any other item other than
Product provided by one party to the other pursuant to the terms of this
Statement of Work.
Implementation — the activities specified in this Statement of Work such as
project management, design review, configuring, staging, installation, and
testing performed by HexaBuild.
Installation — the physical activity required to place a Product into a CLIENT
Site.
Milestone — a specific goal, objective, or event pertaining to Services
described under the terms of this Statement of Work.
Network — a connection of Products and other equipment and devices that
communicate with each other.
Normal Business Hours — The hours of Monday through Friday 8 a.m. to 5 p.m.
local time, excluding any HexaBuild holidays. A list of HexaBuild holidays will
be provided upon request. Product(s) — HexaBuild hardware and / or software in
connection with which Services are being provided herein.
Project Plan — a plan documenting all aspects of the Services.
Professional Services or Services — the services provided by HexaBuild to CLIENT
under this Statement of Work.
Site Survey — an assessment by HexaBuild of the readiness of the CLIENT Site for
the Implementation of the Product as further defined below.
Staging — the assembly and software loading of Product prior to Installation at
CLIENT Site.
Work Product - deliverables, works of authorship or other products developed or
created and delivered by HexaBuild in the course of performing Services
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MISCELLANEOUS
heading
Any notice required or permitted to be given here-under shall be in writing and
shall be deemed given on the date received if delivered personally or by a
reputable overnight delivery service, or three (3) days after the date
postmarked if sent by registered or certified mail, return receipt requested,
postage to the address set forth in the first paragraph. CLIENT agrees that
HexaBuild may use subcontractors to fulfill HexaBuild's obligations under this
SOW. Each such subcontractor shall be subject to all of the terms and conditions
and entitled to all rights and protections applicable to HexaBuild. In the event
HexaBuild shall be delayed or hindered in or prevented from the performance of
any act required here-under by reasons of strike, lockouts, labor troubles,
inability to procure materials or services, failure of power or restrictive
government or judicial orders, government shutdowns, or decrees, riots,
insurrection, war, Acts of God, inclement weather or other reason or cause
beyond HexaBuild’s control, then performance of such act shall be excused for
the period of such delay. CLIENT shall comply with applicable laws and
regulations governing the use, export, re-export, and transfer of products and
technology, and shall obtain all required authorizations, permits, or licenses.
CLIENT’s obligation under this paragraph shall survive the expiration or
termination of this SOW.
Neither party may assign any of its rights or obligations under this SOW without
the prior written consent of the other party, provided, however, that without
such consent, either party may assign this SOW in connection with the transfer
or sale of all or substantially all of its assets, stock or business, or its
merger with another entity, provided further, however, the assignee has the
financial ability to fulfill assignor's obligations here-under. Subject to the
foregoing, this SOW shall be binding upon, inure to the benefit of and be
enforceable by the parties and their respective successors and permitted
assigns. This SOW shall be construed, governed and interpreted in accordance
with the laws of the State of Arizona, exclusive of its conflicts of law
provisions. Any legal proceedings brought by or on behalf of either party to
enforce or interpret the terms of this SOW, during the term of this SOW and
thereafter, shall be valued exclusively in the State or Federal Courts in the
County of Maricopa, State of Arizona.The parties expressly waive any objections
to such venue based upon forum non-convenience or any other legal basis. The
failure to enforce any right or provision herein shall not constitute a waiver
of that right or provision. Any waiver of a breach of a provision shall not
constitute a waiver of any subsequent breach of that provision. If any
provisions herein are found to be unenforceable, it is the intent of the parties
that such provisions be replaced, reformed or narrowed so that their original
business purpose can be accomplished to the extent permitted by law, and that
the remaining provisions shall not in any way be affected or impaired thereby.
This SOW contains the entire understandings of the parties with respect to the
subject matter herein, and supersedes all previous agreements (oral and
written), negotiations and discussions. The descriptive headings of the sections
of this SOW are inserted for convenience only and shall not control or affect
the meaning or construction of any terms or provisions. Any modifications to the
provisions herein or in any SOW must be in writing and signed by the parties.
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SIGNATURES
heading
This Statement of Work shall be valid only if signed by CLIENT on or before June
30, 2022 unless thereafter ratified by HexaBuild in its sole judgment. IN
WITNESS THEREOF, the duly authorized representatives of the parties hereto have
caused this Statement of Work and its associated Attachments to be duly executed
as of the date first written above.
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CLIENT
HEXABUILD, INC. an Arizona Corp.
Authorized Signature
Authorized Signature
Date
Date
Name (print) Name
(print)
Title (print)
Title (print)
By signing, I acknowledge that I am authorized to sign on behalf of CLIENT
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Signature
Aaron Hemmila
Signature
Steve Rogers
* February 2022 SunMonTueWedThuFriSat 30 31 01 02 03 04 05 06 07 08 09 10 11 12
13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 01 02 03 04 05 06 07 08 09 10
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* Today Clear Done
Aaron Hemmila
* February 2022 SunMonTueWedThuFriSat 30 31 01 02 03 04 05 06 07 08 09 10 11 12
13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 01 02 03 04 05 06 07 08 09 10
11 12
* Today Clear Done
Steve Rogers
Aaron Hemmila
Steve Rogers
Aaron Hemmila
Steve Rogers
© Copyright 2022 HexaBuild
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Once the document has been completed by all signers, you will be able to
download the final signed version (with eSignature certificate).
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CHAT
Steve Rogers: WWT Experian Team, Tim just send over the HexaBuild RFP response
package to help complete the WWT response for the Experian IPv6 response. This
is the SOW that goes along with the HexaBuild scope and level of effort. We
utilized the same SOW structure that was previously executed between HexaBuild
and WWT for the Walmart IPv6 services we just recently provided. The expectation
is that WWT Legal should create a similar WWT PSSA that is also based on the
Walmart opportunity and we should be able to avoid a lot of extra Legal work and
cycles as this was already approved. This is a good staring point for further
discussion, prior to your final submittal to Experian for the response. Note:
Our SOWs can also be forwarded from within the Pandadoc tool to other parties
within WWT. Respectfully, Steve Rogers 510-366-4066
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