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1 Statement of Work: DevOps Support STATEMENT OF WORK THIS AGREEMENT (“Statement of Work” or “SOW”) dated September 14, 2023 , is between Acme, LLC (“Consultant” or “Acme”) and Damdraws (“Client”). This Statement of Work is controlled by the terms and conditions set forth in the Master Services Agreement (“Agreement”) between the aforementioned parties dated October 12, 2023 , which references the following terms: Description of Services and Deliverables Client has a need to support ongoing DevOps efforts within the IT organization on a temporary basis . Damdraws utilizes a Microsoft -focused ecosystem for its infrastructure, including Azure DevOps, Github, and the Azure cloud. Acme consultants will manage the allocation of Azure resources , updates to existing pipelines, and the creation of new ones for various projects as directed by Client. In addition, Damdraws plans to migrate existing pipeline frameworks from Azure DevOps’ legacy task -based system to using code -based (YAML) pipelines , while expanding the use of containers and the Kubernetes framework. Acme will use the following services and deliverables as a basis of work: Deliverables : • Bi-Weekly Engagement Status Reports • Scripts , definitions, and other tangible artifacts related to DevOps Services : • Maintain and update existing DevOps pipelines • Provide consultative advice on migration paths and approaches to DevOps modernization • Attend and conduct any necessary meetings within Damdraws’ work management process DocuSign Envelope ID: 71428AAD-15FB-421B-89D5-A3955AB38EA4Investment Acme will provide the services and deliverables described above at a Monthly per -consultant rate of $21,000 . Acme agrees to perform all services based on Client instruction, Client priority, and available time; however, this does not guarantee completion or delivery of any functionality or schedule. For monthly flat - rate billing, consultants typically work 40 hours per week, with variances to ensure delivery when necessary consistent with Acme’s Results -Focused culture. Consultant vacations less than a period of 10 business days are not deducted from invoicing rates. Hours over 55 per week per Consultant , regularly outside typical working hours , or weekend hours will be billed on a Time and Materials, Overtime rate of $300 per hour per consultant. Acme will send invoices at the conclusion of each month to Ted Smith (eujmpnt@demo.com). Projected Schedule for Delivery and Payment This engagement will begin within 45 days of this Statement of Work’s execution and last until Client wishes to ramp down Acme consultant . Client will provide 30 days of notice to Acme of any headcount actions for consultant(s) under this SOW , including adding additional DevOps consultant (s) or ramp -down of consultant(s) . The start and finish dates are flexible and are not critical to the success of the project. Project Constraints and Flexibility Any project must always balance three types of project constraints: Scope, Cost, and Time. Acme agrees to perform all services based on Client instruction, Client priority, and available time. Client acknowledges that prioritizing two of the project constraints will necessitate flexibility on the third . Expiration This contract will expire if not executed by Client and received by Acme by December 15, 2023 . Travel Expenses If Consultant is engaged to work outside of the ir home metropolitan area, Client agrees to pay for actual and reasonable costs incurred by Acme for travel, living, and boarding, provided anticipated expenses are in accordance with Client’s travel policy. Acme will render invoices for expenses upon completion of the services or monthly, in the event the duration of services exceeds one month. Invoices for expenses are payable upon receipt. DocuSign Envelope ID: 71428AAD-15FB-421B-89D5-A3955AB38EA4Assumptions • All changes and change requests outside the defined Description of Services and Deliverables of this Statement of Work (i) will be accomplished in writing, (ii) will be executed by both parties, and (iii) may have cost and schedule implications if agreed upon in writing by Client . Acme will detail any changes to cost and schedule resulting from such changes in an executed Request for Change or SOW. • Client will provide reasonable access to key personnel in a timely fashion. • Client will provide guidance as to budgetary and licensing restrictions for tool selection. • Client is responsible for providing a technological and processing environment conducive to supporting the system selected by Client and in accordance with the specifications recommended by the software publisher. • Client assumes complete responsibility for the selection, licensing and performance of all hardware and software. Consultant makes no claim, and accepts no responsibility whatsoever, as to the suitability of such hardware and software applications for Clie nt’s business operations and objective. • Client will provide a development and testing environment for integration with other systems. If Client cannot provide such an environment, Client will accept any loss of productivity on production environments due to development, testing, deployment, and support of software on these systems. • Acme is not liable for changes to Client’s third -party systems, or the data therein, while working in conjunction with the respective vendors of each system. • Client will provide a VPN connection to allow Acme to connect to their network remotely. • Acme expects and plans to perform all services in a continuous manner. Delays mandated by Client will have cost and schedule implications. Acme will detail any changes to cost and schedule resulting from such slippage in an executed Request for Change. • Acme will deem all data provided by the Client for development and testing purposes as not personally identifiable as described by GLBA and HIPAA, unless Client formally notifies Acme otherwise. • Client will encrypt and specifically label any data that any Federal or State act protects before providing such data to Acme for development and testing purposes. • Client will have five (5) contiguous business days to review provided deliverables and notify Acme of acceptance or required changes. If Client does not notify Acme within five (5) contiguous business days, Client will have accepted the deliverable. • Formal training is outside the scope of this SOW. • Acme will perform the Services and Deliverables in a professional and workmanlike manner, consistent with industry standards and in accordance with the Agreement . IN WITNESS THEREOF, the parties have executed this Statement of Work as of this ____ day of ____, 2023 . Acme , LLC Damdraws By: ____________________________ ________ By: _____________________________ __________ Name: _ ______________________ __________ Name: _ ______________________________ ____ Title: _________________________ _____ _____ Title: ________________________________ _____ DocuSign Envelope ID: 780d93c0-5e66-479c-a05f-1d6517d582eb Sept. Elon Musk CEO15th |