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March 2020 ACS Service Descriptions (PDF)

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## NETSUITE ADVANCED CUSTOMER SUPPORT

Service Descriptions

## TABLE OF CONTENTS

| Direct Customer Services........................................................................................................................................................2       |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| NetSuite ACS Advise.........................................................................................................................................................2           |
| NetSuite ACS Monitor .......................................................................................................................................................5           |
| NetSuite ACS Optimize......................................................................................................................................................9            |
| NetSuite ACS Architect....................................................................................................................................................14            |
| NetSuite ACS Platform ....................................................................................................................................................19            |
| NetSuite ACS Platform Plus.............................................................................................................................................22               |
| Extended Services.................................................................................................................................................................25    |
| NetSuite ACS Monitor Extended Service ........................................................................................................................25                        |
| NetSuite ACS Optimize Extended Service.......................................................................................................................26                         |
| NetSuite ACS Architect Extended Service.......................................................................................................................27                        |
| Partner Services ....................................................................................................................................................................28 |
| NetSuite Advanced Partner Support.................................................................................................................................28                    |
| NetSuite Enterprise Partner Support.................................................................................................................................31                  |
| NetSuite ACS Platform Plus - Third Party Implementer.................................................................................................34                                 |

Please Note: The following terms, as used in the order or the Agreement and whether or not capitalized, shall have the same meaning as the applicable defined term: 'Agreement' and 'Master Agreement'; 'Customer', 'Client', 'Company' and 'You'; 'Program Documentation' and 'Documentation'; 'Ordering Document', 'Order' and 'Order Form'; 'Services Term' and 'Services Period'; 'Your Data', 'Company Data' and 'Your Content'.

## DIRECT CUSTOMER SERVICES

## NetSuite ACS Advise

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support ('ACS') Service hours per quarter (with each quarter consisting of 3 months) specified in Your order  to provide any of the following premium support services ('Services') related to Your Oracle NetSuite Cloud products:

1. Remediate issues You have encountered with any of the following:
- a. Oracle NetSuite SuiteCloud workflows, scripts and integrations;
- b. Oracle NetSuite Ecommerce websites and Point of Sale.
2. Provide guidance on development activities.
3. Provide guidance on application usage and configuration.
4. Provide advice and assistance with execution in areas of performance or scalability.
5. Provide optimization and sustainment guidance and execution consisting of assistance with any of the following:
- a. Making changes to Your business process flows;
- b. Making requested integration(s); and
- c. Data importing activities.
6. Provide website maintenance ('WM') consisting of assistance with any of the following:
- a. Creating new ecommerce functionality;
- b. Providing web store scripting;
- c. Providing landing or other new pages, templates or layouts; and
- d. Advisory assistance with Search Engine Optimization ('SEO').
7. Oracle will provide overall coordination and management of resources related to requests received from You for any Services set out above; provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of fifteen (15) Service hours, such individual request shall not be considered eligible for delivery by Oracle under Your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Obtain  Oracle  NetSuite  Cloud  products  and  NetSuite  Support  under  separate  contract  prior  to  the commencement of Services under Your order and maintain such Oracle NetSuite Cloud products and NetSuite Support for the duration of the Services provided under Your order.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.

- c. Provide,  for  all  Oracle  resources  performing  Services  at  your  site,  a  safe  and  healthful  workspace  (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Be responsible for any sandbox instances required by Oracle.
- h. Be responsible for user acceptance testing ('UAT').
- i. Be responsible for Your organizational change enablement and communication activities.
- j. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- k. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per quarter allowed for the performance of Services.
- l. Provide Oracle with dedicated user access to Your systems necessary for the performance of Services.
- m. Be responsible for any third-party payment processor fees and/or services.
- n. Procure, if required, a Google Analytics account and provide Oracle with authorized access to Your Google Analytics account to facilitate the collection of website data, and enable Oracle to access Your Google Analytics account, if required, via the use of a third party application program interface (API) agreed to by Oracle.
- o. Provide all images (to include product items, shipping items, information items and categories), materials or other content that Oracle will integrate into Your website as part of the Services described above and obtain all proper licenses for any such images, materials and content.

## 2. Project Assumptions

- a. Oracle will determine if recommended changes need to be tested in a sandbox instance prior to being applied to production or can be applied directly to production.
- b. All Services are performed remotely unless otherwise mutually agreed in writing.
- c. All Services communication are in English.
- d. You do not require Oracle consultants to work outside standard local country workday hours.
- e. Remediation services identified in section A.1 are available based upon Your purchased NetSuite support level.  Remediation Services at the NetSuite Basic Support level will be available on business days between 8:00 am and 5:00 pm standard local country time, and at the NetSuite Premium Support level, the remediation Services will be available 24 hours per day, 7 days a week.
- f. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite instance by searching for 'supported browsers' in the search tool and clicking on the resulting document.  Notwithstanding the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.
- g. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- h. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.
- i. Anything not expressly listed in the description of services is not included in the scope of, or estimated fees for, services.  Items identified as out of scope include, without limitation, the following; the following is not an exhaustive list.

## i. Services that impact financials.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

The maximum number of allowable Service hours per quarter (including any Extended Services purchased for such quarter) identified in Your order must be used by You in that quarter.  Any portion of the Services or Service hours not used that quarter will be automatically forfeited by You in that quarter, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that quarter for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services.

If the last quarter of the Term is less than three (3) months, then the quarterly Service hours for the last quarter will be pro-rated by Oracle.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per quarter indicated in Your order for any given quarter ('Extended Hours').  Oracle will invoice You for any such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate only one (1) primary contact who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## A. Description of Services

1. ACS Review.
- a. In addition to the Service hours set out in your order to perform the ACS Services as set out in section A.2 directly below, Oracle will, if deemed necessary, perform an ACS Review (as defined below) of Your Oracle NetSuite instance within the first month ('ACS Review period') of the commencement of Services, with the determination of hours necessary to perform an ACS Review being solely in the discretion of Oracle. The ACS Review  may  consist  of  an  assessment  of  Your  business  needs,  current  configuration,  current  third-party solutions being used, current integrations, current customizations, transaction volumes and outstanding needs not being met by Your current Oracle NetSuite instance ('ACS Review'). This ACS Review will only be provided where Oracle deems such a review necessary and has not previously performed an ACS Review of Your Oracle NetSuite instance.

## 2. ACS Services.

- a. During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support ('ACS') Service hours per quarter (with each quarter consisting of 3 months) specified in Your order for any of the following premium support services ('Services') related to Your Oracle NetSuite Cloud products.
- i. Remediate issues You have encountered with any of the following:
1. Oracle NetSuite SuiteCloud workflows, scripts and integrations;
2. Oracle NetSuite Ecommerce websites and Point of Sale.
- ii. Provide guidance on development activities.
- iii. Provide guidance on application usage and configuration.
- iv. Provide  assistance  with  release  management  support  consisting  of  providing  awareness  of  upcoming releases with possible impacts to Your Oracle NetSuite instance.
- v. Provide  performance  and  scalability  guidance  and  execution  consisting  of  assistance  with  any  of  the following:
1. Quarterly reporting of key performance indicators ('KPI').
2. Recommend changes in areas of performance or scalability.
- vi. Provide  optimization  and sustainment  guidance  and execution  consisting  of  assistance  with  any  of  the following:
1. Making changes to Your business process flows.
2. Making requested integration(s).
3. Data importing activities.
- vii. Provide website maintenance ('WM') consisting of assistance with any of the following:
1. Creating new ecommerce functionality.
2. Performing website instance updates.
3. Provide web store scripting.
4. Provide landing or other new pages, templates or layouts.
5. Provide Built-to-Perform ('BTP') and other performance-related assistance.
6. Provide Search Engine Optimization ('SEO') reviews.
7. Provide KPI reviews.
8. Provide design reviews.
- viii. Provide Bronto Marketing Platform assistance with any of the following:
1. Provide strategic engagement and deliverability recommendations

2. Configure Bronto account and integration settings.
3. Create email messages, content tag templates, webforms and pop-ups.
4. Design digital creative assets and copy for Your marketing campaigns.
5. Test email messages for proper client rendering across the latest supported versions.
6. Schedule delivery of email messages per Your direction.
7. Provide email performance reports and strategic initiative documents.
- ix. Oracle  will  assign  an  Oracle  customer  success  manager  that  will  provide  overall  coordination  and management  of,  and  execution  by,  Oracle's  resources  related  to  requests  received  from  You  for  any Services set out above; provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of forty (40) Service hours, such individual request shall not be considered eligible for delivery by Oracle under Your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Obtain  Oracle  NetSuite  Cloud  products  and  NetSuite  Support  under  separate  contract  prior  to  the commencement of Services under Your order and maintain such Oracle NetSuite Cloud products and NetSuite Support for the duration of the Services provided under Your order.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.
- c. Provide,  for  all  Oracle  resources  performing  Services  at  your  site,  a  safe  and  healthful  workspace  (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Be responsible for any sandbox instances required by Oracle.
- h. Be responsible for user acceptance testing ('UAT').
- i. Be responsible for Your organizational change enablement and communication activities.
- j. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- k. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per quarter allowed for the performance of Services.
- l. Provide Oracle with dedicated user access to Your systems necessary for the performance of Services.
- m. Be responsible for any third-party payment processor fees and/or services.
- n. Procure, if required, a Google Analytics account and provide Oracle with authorized access to Your Google Analytics account to facilitate the collection of website data, and enable Oracle to access Your Google Analytics account, if required, via the use of a third party application program interface (API) agreed to by Oracle.

- o. Provide all images (to include product items, shipping items, information items and categories), materials or other content that Oracle will integrate into Your website as part of the Services described above and obtain all proper licenses for any such images, materials and content.
- p. If the hours required for Oracle to perform the ACS Review described in the Description of Services above exceeds the total quantity of Service hours allocated for the quarter as specified in Your order, You will purchase Extended Hours (as defined below) necessary for Oracle to complete such ACS Review.

## 2. Project Assumptions

- a. Oracle will determine if recommended changes need to be tested in a sandbox instance prior to being applied to production or can be applied directly to production.
- b. All Services including the ACS Review will be performed remotely unless otherwise agreed to by Oracle. Onsite activities will incur additional travel expenses as identified in section C.
- c. All Services communication are in English.
- d. You do not require Oracle consultants to work outside standard local country workday hours.
- e. Remediation services identified in section 2.a.i are available based upon Your purchased NetSuite support level. Remediation Services at the NetSuite Basic Support level will be available on business days between 8:00 am and 5:00 pm standard local country time, and at the NetSuite Premium Support level, the remediation Services will be available 24 hours per day, 7 days a week.
- f. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite instance by searching for 'supported browsers' in the search tool and clicking on the resulting document.  Notwithstanding the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.
- g. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- h. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

The maximum number of allowable Service hours per quarter (including any Extended Services purchased for such quarter) identified in Your order must be used by You in that quarter.  Any portion of the Services or Service hours not used that quarter will be automatically forfeited by You in that quarter, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that quarter for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services.

If the last quarter of the Term is less than three (3) months, then the quarterly Service hours for the last quarter will be pro-rated by Oracle.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per quarter indicated in Your order for any given quarter ('Extended Hours').  Oracle will invoice You for any such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate primary contacts, not to exceed two (2), who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## NetSuite ACS Optimize

## A. Description of Services

1. ACS Review.
- a. In addition to the Service hours set out in your order to perform the ACS Services as set out in section A.2 directly below, Oracle will perform an ACS Review (as defined below) of Your Oracle NetSuite instance within the first three (3) months ('ACS Review period') of the commencement of Services, and annually thereafter during the Term, with the determination of hours necessary to perform each ACS Review being solely within the discretion of Oracle but in no event will Oracle provide additional hours exceeding twenty-five (25) per month during the ACS Review period. The ACS Review may consist of an assessment of Your business needs, current  configuration,  current third-party  solutions  being  used, current integrations,  current customizations, transaction volumes and outstanding needs not being met by Your current Oracle NetSuite instance ('ACS Review').

## 2. ACS Services.

- a. During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support ('ACS') Service hours per month specified in Your order for any of the following premium support services ('Services') related to Your Oracle NetSuite Cloud products.
- i. Remediate issues You have encountered with any of the following:
1. Oracle NetSuite SuiteCloud workflows, scripts and integrations;
2. Oracle NetSuite Ecommerce websites and Point of Sale.
- ii. Provide guidance on development activities.
- iii. Provide guidance on application usage and configuration.
- iv. Provide assistance with release management support consisting of any of the following:
1. Providing awareness of upcoming releases with possible impacts to Your Oracle NetSuite instance.
2. Guidance on additional capabilities that You could leverage.
3. Regression testing of Your Oracle NetSuite instance against the targeted release.
- v. Provide  performance  and  scalability  guidance  and  execution  consisting  of  assistance  with  any  of  the following:
1. Quarterly reporting of key performance indicators ('KPI').
2. Recommending changes in areas of performance or scalability.
3. Managing, maintaining and modifying Your Oracle NetSuite instance to support development, testing and release activities.
- vi. Provide  optimization  and sustainment  guidance  and execution  consisting  of  assistance  with  any  of  the following:
1. Making changes to Your business process flows.
2. Making requested integration(s).
3. Data importing activities
- vii. Provide Bronto Marketing Platform assistance with any of the following:
1. Provide strategic engagement and deliverability recommendations
2. Configure Bronto account and integration settings.
3. Create email messages, content tag templates, webforms and pop-ups.
4. Design digital creative assets and copy for Your marketing campaigns.
5. Test email messages for proper client rendering across the latest supported versions.
6. Schedule delivery of email messages per Your direction.

7. Provide email performance reports and strategic initiative documents.
- viii. Provide  platform  and  systems  architecture  guidance  that  may  consist  of  assistance  with  any  of  the following:
1. Defining the role of Oracle NetSuite in a multi-vendor business solutions environment including master data management and data transaction architecture.
2. Informing You of the possible impacts of potential Oracle NetSuite Cloud products releases.
3. Providing  strategies  to  support,  maintain  and  manage  Your  Oracle  NetSuite  instance  that  support development, testing and release activities.
- ix. Provide website maintenance ('WM') consisting of assistance with any of the following:
1. Creating new ecommerce functionality.
2. Performing website instance updates.
3. Providing web store scripting.
4. Providing landing or other new pages, templates or layouts.
5. Providing Built-to-Perform ('BTP') and other performance-related assistance.
6. Providing Search Engine Optimization ('SEO') reviews
7. Providing KPI reviews
8. Providing design reviews.
- x. Create website analysis reports reflecting a rolling cumulative analysis of KPIs for Your NSE website instances, including:
1. Traffic;
2. Transactions;
3. Revenue; and
4. Conversion rate.
- xi. Produce performance reports that describe Your website's performance of page load times. Website pages covered in this report are:
1. Homepage;
2. Search;
3. Category;
4. Item (Product Detail Page);
5. Proceed to Checkout; and
6. Login.
- xii. Provide a Customer Learning Cloud Support Pass for one (1) trainee named by You for each NetSuite ACS Optimize unit purchased.  The trainee named by You may be changed by You on an annual basis.  You may access the Customer Learning Cloud Support Pass service description at https://www.netsuite.com/tos.
- xiii. Provide access to NetSuite public training courses for only one (1) trainee per course for each NetSuite ACS Optimize unit purchased. For each course You order and do not cancel in writing in advance of the day the course is scheduled to commence, You acknowledge and agree that the computation of Service hours under Your order for such scheduled training, regardless of attendance or partial attendance by Your trainee will be as follows: one (1) day of public training for one (1) registrant will consume two (2) hours from the monthly allotment.
- xiv. If the aggregate quantity of NetSuite ACS Optimize purchased over the course of the Term of Your order exceeds  one  (1)  unit,  then  for  each  additional  unit  purchased,  Oracle  will  provide  You  with  up  to  an additional forty (40) Service hours to activate an approved add-on module, provided the activation services are requested by You and approved by Oracle in writing.
- xv. Assign a named optimizing team to provide optimization and sustainment guidance.
- xvi. Oracle  will  assign  an  Oracle  customer  success  manager  that  will  provide  overall  coordination  and management  of,  and  execution  by,  Oracle's  resources  related  to  requests  received  from  You  for  any Services set out above; provided however, if any individual request from You for any Services set out above

exceeds an estimated duration (as determined solely by Oracle) of forty (40) Service hours, such individual request shall not be considered eligible for delivery by Oracle under Your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Obtain  Oracle  NetSuite  Cloud  products  and  NetSuite  Support  under  separate  contract  prior  to  the commencement of Services under Your order and maintain such Oracle NetSuite Cloud products and NetSuite Support for the duration of the Services provided under Your order.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.
- c. Provide,  for  all  Oracle  resources  performing  Services  at  your  site,  a  safe  and  healthful  workspace  (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Be responsible for any sandbox instances required by Oracle.
- h. Be responsible for user acceptance testing ('UAT').
- i. Be responsible for Your organizational change enablement and communication activities.
- j. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- k. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per month allowed for the performance of Services.
- l. Provide Oracle with dedicated user access to Your systems necessary for the performance of Services.
- m. Be responsible for any third-party payment processor fees and/or services.
- n. Procure, if required, a Google Analytics account and provide Oracle with authorized access to Your Google Analytics account to facilitate the collection of website data, and enable Oracle to access Your Google Analytics account, if required, via the use of a third party application program interface (API) agreed to by Oracle.
- o. Provide all images (to include product items, shipping items, information items and categories), materials or other content that Oracle will integrate into Your website as part of the Services described above and obtain all proper licenses for any such images, materials and content.
- p. If the hours required for Oracle to perform the ACS Review described in the Description of Services above exceeds the total quantity of Service hours allocated for the month as specified in Section A.1a above, You will purchase Extended Hours (as defined below) necessary for Oracle to complete such ACS Review.

## 2. Project Assumptions

- a. Oracle will determine if recommended changes need to be tested in a sandbox instance prior to being applied to production or can be applied directly to production.
- b. All Services including the ACS Review will be performed remotely unless otherwise agreed to by Oracle. Onsite activities will incur additional travel expenses as identified in section C.
- c. All Services communication are in English.
- d. All enablement content is designed, developed, delivered and presented in English, or other languages that may be made available by Oracle at its sole discretion.
- e. You do not require Oracle consultants to work outside standard local country workday hours.
- f. Remediation services identified in section 2.a.i are available based upon Your purchased NetSuite support level. Remediation Services at the NetSuite Basic Support level will be available on business days between 8:00 am and 5:00 pm standard local country time, and at the NetSuite Premium Support level, the remediation Services will be available 24 hours per day, 7 days a week.
- g. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite instance by searching for 'supported browsers' in the search tool and clicking on the resulting document.  Notwithstanding the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.
- h. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- i. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

The maximum number of allowable Service hours per month (including any Extended Services purchased for such month) identified in Your order must be used per month in that month.  Any portion of the Services or Service hours not used that month will be automatically forfeited by You in that month, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that month for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services. Additionally, as pertains only to the ACS Review as set out in section A.1 above, any monthly hours, up to the maximum number of hours allowed each month during the ACS Review period, that are deemed by Oracle to be unnecessary to complete the performance of an ACS Review are likewise automatically forfeited each month and do not entitle you to any refund, or any credit toward additional or other services.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per month  indicated  in  Your  order  for  any  given  month  ('Extended  Hours').    Oracle  will  invoice  You  for  any  such Extended Hours at the Extended Hourly Rate as set out in Your order.

## F. Primary Point of Contact

You agree to designate primary contacts, not to exceed three (3), who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## A. Description of Services

1. ACS Review.
- a. In addition to the Service hours set out in your order to perform the ACS Services as set out in section A.2 directly below, Oracle will perform an ACS Review (as defined below) of Your Oracle NetSuite instance within the first three (3) months ('ACS Review period') of the commencement of Services, and annually thereafter during the Term, with the determination of hours necessary to perform each ACS Review being solely within the discretion of Oracle but in no event will Oracle provide additional hours exceeding fifty (50) per month during the ACS Review period. The ACS Review may consist of an assessment of Your business needs, current configuration, current third-party solutions being used, current integrations, current customizations, transaction volumes and outstanding needs not being met by Your current Oracle NetSuite instance ('ACS Review').

## 2. ACS Services.

- a. During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support ('ACS') Service hours per month specified in Your order for any of the following premium support services ('Services') related to Your Oracle NetSuite Cloud products.
- i. Remediate issues You have encountered with any of the following:
1. Oracle NetSuite SuiteCloud workflows, scripts and integrations;
2. Oracle NetSuite Ecommerce websites and Point of Sale.
- ii. Provide guidance on development activities.
- iii. Provide guidance on application usage and configuration.
- iv. Provide assistance with release management support consisting of any of the following:
1. Providing awareness of upcoming releases with possible impacts to Your Oracle NetSuite instance.
2. Guidance on additional capabilities that You could leverage.
3. Regression testing of Your Oracle NetSuite instance against the targeted release.
- v. Provide  performance  and  scalability  guidance  and  execution  consisting  of  assistance  with  any  of  the following:
1. Quarterly reporting of key performance indicators ('KPI').
2. Recommend changes in areas of performance or scalability.
3. Managing, maintaining and modifying Your Oracle NetSuite instance to support development, testing and release activities.
- vi. Provide  optimization  and sustainment  guidance  and execution  consisting  of  assistance  with  any  of  the following:
1. Making changes to Your business process flows.
2. Making requested integration(s).
3. Data importing activities
- vii. Provide Bronto Marketing Platform assistance with any of the following:
1. Provide strategic engagement and deliverability recommendations
2. Configure Bronto account and integration settings.
3. Create email messages, content tag templates, webforms and pop-ups.
4. Design digital creative assets and copy for Your marketing campaigns.
5. Test email messages for proper client rendering across the latest supported versions.
6. Schedule delivery of email messages per Your direction.
7. Provide email performance reports and strategic initiative documents.

- viii. Provide  platform  and  systems  architecture  guidance  that  may  consist  of  assistance  with  any  of  the following:
1. Defining the role of Oracle in a multi-vendor business solutions environment including master data management and data transaction architecture.
2. Informing You of the possible impacts of potential Oracle NetSuite Cloud product releases.
3. Providing  strategies  to  support,  maintain  and  manage  Your  Oracle  NetSuite  instance  that  support development, testing and release activities.
- ix. Provide website maintenance ('WM') consisting of assistance with any of the following:
1. Creating new ecommerce functionality.
2. Performing website instance updates.
3. Providing web store scripting.
4. Providing landing or other new pages, templates or layouts.
5. Providing Built-to-Perform ('BTP') and other performance-related assistance.
6. Providing Search Engine Optimization ('SEO') reviews
7. Providing KPI reviews
8. Providing design reviews.
- x. Create website analysis reports reflecting a rolling cumulative analysis of KPIs for Your NSE website instances, including:
1. Traffic;
2. Transactions;
3. Revenue; and
4. Conversion rate.
- xi. Produce performance reports that describe Your website's performance of page load times.  Website pages covered in this report are:
1. Homepage;
2. Search;
3. Category;
4. Item (Product Detail Page);
5. Proceed to Checkout; and
6. Login.
- xii. Provide a Customer Learning Cloud Support Pass for two (2) trainees named by You for each NetSuite ACS Architect unit purchased.  The two (2) trainees named by You may be changed by You on an annual basis. You may access the Customer Learning Cloud Support Pass service description at https://www.netsuite.com/tos
- xiii. Provide  access to  NetSuite  public  training  courses  for  up  to  only  two  (2)  trainees  per  course  for  each NetSuite ACS Architect unit purchased. For each course You order and do not cancel in writing in advance of the  day  the  course  is  scheduled  to  commence,  You  acknowledge  and  agree that the computation  of Service hours under this contract for such scheduled training for each trainee that registers for a course and does not cancel it as set out above, regardless of attendance or partial attendance by Your trainee(s) will be as follows; one (1) day of public training for one (1) registrant will consume two (2) hours from the monthly allotment.
- xiv. If the aggregate quantity of NetSuite ACS Architect purchased over the course of the Term of Your order exceeds  one  (1)  unit,  then  for  each  additional  unit  purchased,  Oracle  will  provide  You  with  up  to  an additional forty (40) Service hours of activation services to activate an approved add-on module, provided the activation services are requested by You and approved by Oracle in writing.
- xv. Assign a named support team to provide overall coordination and management of support-related cases submitted by You for any Oracle NetSuite Cloud products.
- xvi. Assign a named optimizing team to provide optimization and sustainment guidance.

- xvii. Oracle  will  assign  an  Oracle  customer  success  manager  that  will  provide  overall  coordination  and management  of,  and  execution  by,  Oracle's  resources  related  to  requests  received  from  You  for  any Services set out above; provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of forty (40) Service hours, such individual request shall not be considered eligible for delivery by Oracle under your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Obtain  Oracle  NetSuite  Cloud  products  and  NetSuite  Support  under  separate  contract  prior  to  the commencement of Services under Your order and maintain such Oracle NetSuite Cloud products and NetSuite Support for the duration of the Services provided under Your order.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.
- c. Provide,  for  all  Oracle  resources  performing  Services  at  your  site,  a  safe  and  healthful  workspace  (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), you will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Be responsible for any sandbox instances required by Oracle.
- h. Be responsible for user acceptance testing ('UAT').
- i. Be responsible for Your organizational change enablement and communication activities.
- j. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- k. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per month allowed for the performance of Services.
- l. Provide Oracle with dedicated user access to Your systems necessary for the performance of Services.
- m. Be responsible for any third-party payment processor fees and/or services.
- n. Procure, if required, a Google Analytics account and provide Oracle with authorized access to Your Google Analytics account to facilitate the collection of website data, and enable Oracle to access Your Google Analytics account, if required, via the use of a third party application program interface (API) agreed to by Oracle.
- o. Provide all images (to include product items, shipping items, information items and categories), materials or other content that Oracle will integrate into Your website as part of the Services described above and obtain all proper licenses for any such images, materials and content.
- p. If the hours required for Oracle to perform the ACS Review Services described in the Description of Services above exceeds the total quantity of Service hours allocated for the month as specified in Section A.1.a above, You will purchase Extended Hours (as defined below) necessary for Oracle to complete such ACS Review.

Oracle NetSuite ACS Service Descriptions\_v030220

## 2. Project Assumptions

- a. Oracle will determine if recommended changes need to be tested in a sandbox instance prior to being applied to production or can be applied directly to production.
- b. All Services including the ACS Review will be performed remotely unless otherwise agreed to by Oracle. Onsite activities will incur additional travel expenses as identified in section C.
- c. All Services communication are in English.
- d. All enablement content is designed, developed, delivered and presented in English, or other languages that may be made available by Oracle at its sole discretion.
- e. You do not require Oracle consultants to work outside standard local country workday hours.
- f. Remediation services identified in section 2.a.i are available based upon Your purchased NetSuite support level. Remediation Services at the NetSuite Basic Support level will be available on business days between 8:00 am and 5:00 pm standard local country time, and at the NetSuite Premium Support level, the remediation Services will be available 24 hours per day, 7 days a week.
- g. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite instance by searching for 'supported browsers' in the search tool and clicking on the resulting document.  Notwithstanding the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.
- h. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- i. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

The maximum number of allowable Service hours per month (including any Extended Services purchased for such month) identified in Your order must be used by You in that month.  Any portion of the Services or Service hours not used that month will be automatically forfeited by You in that month, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that month for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services. Additionally, as pertains only to the ACS Review as set out in section A.1 above, any monthly hours, up to the maximum number of hours allowed each month during the ACS Review period, that are deemed by Oracle to be unnecessary to complete the performance of an ACS Review are likewise automatically forfeited each month and do not entitle you to any refund, or any credit toward additional or other services.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per month  indicated  in  Your  order  for  any  given  month  ('Extended  Hours').    Oracle  will  invoice  You  for  any  such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate primary contacts, not to exceed four (4), who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## NetSuite ACS Platform

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support Platform ('ACS Platform') Service hours per month specified in Your order to assist You with any of the following premium support services ('Services') related to Your Oracle NetSuite Cloud instance:

1. Provide  guidance  to  address  technical  performance  issues  You  have  encountered  with  workflows,  scripts  and integrations.
2. Provide assistance with release management support consisting of any of the following:
- a. Providing awareness of upcoming releases with possible performance impacts.
- b. Upon request, providing guidance on additional capabilities within a release that You could leverage.
- c. Providing performance and scalability testing against a targeted release.
3. Provide performance and scalability guidance with any of the following:
- a. Development activities;
- b. Application usage and functionality;
- c. Recommending changes;
- d. Testing and release activities;
- e. Integration(s); and
- f. Data importing activities
4. Provide platform and systems architecture guidance with any of the following:
- a. Defining the role of Oracle in a multi-vendor business solutions environment including master data management and data transaction architecture.
- b. Informing You of the possible impacts of potential releases.
- c. Providing strategies to maintain and manage development, testing and release activities.
5. Assign a named support team to provide overall coordination and management of, support related cases submitted by You for any Oracle NetSuite Cloud products.
6. Oracle  will  assign  an  Oracle  named  platform  team  and  a  platform  success  manager  that  will  provide  overall coordination and management of, and execution by, Oracle's resources related to requests received from You for any Services set out above; provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of eighty (80) Service hours, such individual request shall not be considered eligible for delivery by Oracle under your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Obtain Cloud Services and NetSuite Support under separate contract prior to the commencement of Services under Your order and maintain such Cloud Services and NetSuite Support for the duration of the Services provided under Your order.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.

Oracle NetSuite ACS Service Descriptions\_v030220

- c. Provide, for all  Oracle  resources  performing  Services  at  Your  site, a  safe  and healthful  workspace (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Be responsible for any sandbox instances required by Oracle.
- h. Be responsible for user acceptance testing ('UAT').
- i. Be responsible for ensuring any changes recommended by Oracle are implemented.
- j. Be responsible for Your organizational change enablement and communication activities.
- k. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- l. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per month allowed for the performance of Services.
- m. Provide Oracle with dedicated user access to Your systems necessary for the performance of Services.
- n. Be responsible for any third-party payment processor fees and/or services.

## 2. Project Assumptions

- a. Oracle will determine if recommended changes need to be tested in a sandbox instance prior to being applied to production or can be applied directly to production.
- b. All Services are performed remotely unless otherwise mutually agreed in writing.
- c. All Services communication are in English.
- d. You do not require Oracle consultants to work outside standard local country workday hours.
- e. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite Cloud instance by searching for  'supported  browsers'  in  the  search  tool  and  clicking  on  the  resulting  document.    Notwithstanding  the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.
- f. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- g. Your primary form of communication with Oracle outside of meetings described as a part of  the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

Oracle NetSuite ACS Service Descriptions\_v030220 20 The maximum number of allowable Service hours per month (including any Extended Services purchased for such month) identified in Your order must be used by You in that month.  Any portion of the Services or Service hours not used that month will be automatically forfeited by You in that month, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that month for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per month  indicated  in  Your  order  for  any  given  month  ('Extended  Hours').    Oracle  will  invoice  You  for  any  such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate primary contacts, not to exceed four (4), who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## NetSuite ACS Platform Plus

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support Platform Plus ('ACS Platform Plus') Service hours per month specified in Your order to assist You with any of the following premium support services ('Services') related to Your Oracle NetSuite Cloud instance:

1. Provide  guidance  to  address  technical  performance  issues  You  have  encountered  with  workflows,  scripts  and integrations.
2. Provide performance and scalability guidance with any of the following:
- a. Development activities;
- b. Application usage and functionality;
- c. Recommending changes;
- d. Testing and release activities;
- e. Integration(s); and
- f. Data importing activities
3. Provide platform and systems architecture guidance with any of the following:
- a. Defining the role of Oracle in a multi-vendor business solutions environment including master data management and data transaction architecture.
- b. Informing You of the possible impacts of potential releases.
- c. Providing strategies to maintain and manage development, testing and release activities.
4. Oracle  will  assign  an  Oracle  named  platform  team    and  a  platform  success  manager  that  will  provide  overall coordination and management of, and execution by, Oracle's resources related to requests received from You for any Services set out above; provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of eighty (80) Service hours, such individual request shall not be considered eligible for delivery by Oracle under your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Obtain  Oracle  NetSuite  Cloud  products  and  NetSuite  Support  under  separate  contract  prior  to  the commencement of Services under Your order and maintain such Oracle NetSuite Cloud products and NetSuite Support for the duration of the Services provided under Your order.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.
- c. Provide, for all  Oracle  resources  performing  Services  at  Your  site, a  safe  and healthful  workspace (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.

- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Be responsible for any sandbox instances required by Oracle.
- h. Be responsible for user acceptance testing ('UAT').
- i. Be responsible for ensuring all changes recommended by Oracle are implemented.
- j. Be responsible for Your organizational change enablement and communication activities.
- k. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- l. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per month allowed for the performance of Services.
- m. Provide Oracle with dedicated user access to Your systems necessary for the performance of Services.
- n. Be responsible for any third-party payment processor fees and/or services.

## 2. Project Assumptions

- a. Oracle will determine if recommended changes need to be tested in a sandbox instance prior to being applied to production or can be applied directly to production.
- b. All Services are performed remotely unless otherwise mutually agreed in writing.
- c. All Services communication are in English.
- d. You do not require Oracle consultants to work outside standard local country workday hours.
- e. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite instance by searching for 'supported browsers' in the search tool and clicking on the resulting document.  Notwithstanding the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.
- f. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- g. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

The maximum number of allowable Service hours per month (including any Extended Services purchased for such month) identified in Your order must be used by You in that month.  Any portion of the Services or Service hours not used that month will be automatically forfeited by You in that month, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that month for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per month indicated in  Your  order for  any  given  month  ('Extended  Hours').    Oracle  will  invoice  You  for  any  such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate primary contacts, not to exceed four (4), who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## EXTENDED SERVICES

## NetSuite ACS Monitor Extended Service

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support ('ACS') Monitor Extended Service hours per quarter (with each quarter consisting of 3 months) specified in Your order to apply towards any of the ACS premium support services ('Services') set out in Section A.2.a.i through A.2.a.ix of Your base purchase of NetSuite ACS Monitor ('Your base Monitor order'). These ACS Monitor Extended Service hours per quarter are supplemental to the ACS Service hours per quarter purchased by You under Your base Monitor order and shall co-terminate with the end of each quarter established under, and pursuant to the terms of, Your base Monitor order.

## B. Other Terms and Conditions

Except as set forth in section A above, You agree that all the terms and conditions set out in Your base Monitor order are hereby agreed to for Your order as if fully set forth herein, including section B (Your Obligations and Assumptions), section  C  (Expenses),  section  D  (Unused  Services),  section  E  (Extended  Hours)  and  section  F  (Primary  Point  of Contact). The following shall be treated as an additional obligation for Your order only as if added to section B (Your Obligations  and  Assumptions):  You  must  place  and  Oracle  must  accept  Your  base  Monitor  order  prior  to  the commencement of Services under Your order and You shall maintain Your base Monitor order for the duration of the Services provided under Your order.

## NetSuite ACS Optimize Extended Service

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support ('ACS') Optimize Extended Service hours per month specified in Your order to apply towards any of the ACS premium support services ('Services') set out in Section A.2.a.i through A.2.a.xi of Your base purchase of NetSuite ACS  Optimize  ('Your  base  Optimize  order').  These  ACS  Optimize  Extended  Service  hours  per  month  are supplemental to the ACS Service hours per month purchased by You under Your base Optimize order and shall coterminate with the end of each month established under, and pursuant to the terms of, Your base Optimize order.

## B. Other Terms and Conditions

Except as set forth in section A above, You agree that all the terms and conditions set out in Your base Optimize order are hereby agreed to for Your order as if fully set forth herein, including section B (Your Obligations and Assumptions), section  C  (Expenses),  section  D  (Unused  Services),  section  E  (Extended  Hours)  and  section  F  (Primary  Point  of Contact). The following shall be treated as an additional obligation for Your order only as if added to section B (Your Obligations  and  Assumptions):  You  must  place  and  Oracle  must  accept  Your  base  Optimize  order  prior  to  the commencement of Services under Your order and You shall maintain Your base Optimize order for the duration of the Services provided under Your order.

## NetSuite ACS Architect Extended Service

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You with up to the quantity of Advanced Customer Support ('ACS') Architect Extended Service hours per month specified in Your order to apply towards any of the ACS premium support services ('Services') set out in Section A.2.a.i through A.2.a.xi of Your base purchase of NetSuite ACS  Architect  ('Your  base  Architect  order').  These  ACS  Architect  Extended  Service  hours  per  month  are supplemental to the ACS Service hours per month purchased by You under Your base Architect order and shall coterminate with the end of each month established under, and pursuant to the terms of, Your base Architect order.

## B. Other Terms and Conditions

Except as set forth in section A above, You agree that all the terms and conditions set out in Your base Architect order are hereby agreed to for Your order as if fully set forth herein, including section B (Your Obligations and Assumptions), section  C  (Expenses),  section  D  (Unused  Services),  section  E  (Extended  Hours)  and  section  F  (Primary  Point  of Contact). The following shall be treated as an additional obligation for Your order only as if added to section B (Your Obligations  and  Assumptions):  You  must  place  and  Oracle  must  accept  Your  base  Architect  order  prior  to  the commencement of Services under Your order and You shall maintain Your base Architect order for the duration of the Services provided under Your order.

## PARTNER SERVICES

## NetSuite Advanced Partner Support

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You, as a third party implementer of Oracle NetSuite products, with up to the quantity of Advanced Partner Support ('APS') Service hours per quarter (with each quarter consisting of 3 months) specified in Your order to assist You with any of the following premium support services ('Services') related to Your customers' Oracle NetSuite instances, Oracle NetSuite SuiteCommerce website instances or Oracle NetSuite Point-of-Sale modules ('Oracle NetSuite Cloud products'); such Services are provided to You for the sole purpose of guiding You with implementing the Oracle NetSuite Cloud products for Your customers:

1. Guidance remediating issues Your customers have encountered with any of the following:
- a. Oracle NetSuite SuiteCloud workflows, scripts, integrations;
- b. Oracle NetSuite Ecommerce websites and Point of Sale
2. Guidance on development activities.
3. Guidance on application usage and configuration.
4. Guidance with performance and scalability.
5. Guidance with any of the following release management activities:
- a. Advisement on upcoming releases including Proactive Feature Change Notifications; and
- b. Advisement regarding regression testing of Your customers' Oracle NetSuite instance against targeted release.
6. Guidance with optimization and sustainment that may consist of assistance with any of the following:
- a. Your customers' business process flows;
- b. Integration(s); and
- c. Data importing activities
7. Guidance with platform and systems architecture that may consist of assistance with any of the following:
- a. Defining the role of Oracle NetSuite in a multi-vendor business solutions environment including master data management and data transaction architecture; and
- b. Providing strategies to support, maintain and manage adequate development, testing and release activities.
8. Guidance with website maintenance that may consist of assistance with any of the following:
- a. Creating new ecommerce functionality;
- b. Performing website instance updates;
- c. Providing web store scripting;
- d. Providing landing or other new pages, templates or layouts;
- e. Providing Built-to-Perform (BTP) and other performance-related assistance; and
- f. Providing Search Engine Optimization (SEO) reviews.
9. Assign an Oracle partner engagement manager ('engagement manager') that will provide overall coordination and management of the Services set out in this section A (Description of Services); provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of fifteen (15) Service hours, such individual request shall not be considered eligible for delivery by Oracle under Your order.

## B. Your Obligations and Project Assumptions

You  acknowledge  that  Your  timely  provision  of  and  access  to  assistance,  cooperation,  complete  and  accurate information  and  data  from  Your  officers,  agents,  and  employees  (collectively,  'cooperation')  are  essential  to  the

performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Prior to providing any Services to You, ensure Your customers obtain Oracle NetSuite Cloud products under separate contract and maintain such Oracle NetSuite Cloud products, without interruption, during the period such Services are being provided to You.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.
- c. Provide, for all  Oracle  resources  performing  Services  at  Your  site, a  safe  and healthful  workspace (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. Use  commercially  reasonable  efforts  to  undertake  product  enablement  prior  to  engaging  Services  for  any specific Oracle NetSuite Cloud product, where such enablement is available.
- g. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- h. Be responsible for any sandbox instances required by Oracle.
- i. Be responsible for user acceptance testing ('UAT').
- j. Be responsible for Your organizational change enablement and communication activities.
- k. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- l. Use commercially reasonable efforts to attend all scheduled meetings. The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per quarter allowed for the performance of Services.
- m. Provide Oracle with view only access to Your customer's systems necessary for the performance of Services.
- n. Procure, if required, a Google Analytics account and provide Oracle with authorized view only access to Your customers' Google Analytics account.

## 2. Project Assumptions

- a. All Services are performed remotely unless otherwise mutually agreed in writing. Oracle will not agree to perform any Services at Your customers' sites.
- b. All Services communication are in English.
- c. You do not require Oracle consultants to work outside standard local country workday hours.
- d. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within Your  Oracle NetSuite instance by searching for 'supported browsers' in the search tool and clicking on the resulting document.
- e. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- f. Oracle  resources  cannot  execute,  deploy  code,  or  otherwise  make  changes  to  customer  data  within  Your customers' Oracle NetSuite Cloud products.
- g. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

Subject  to  the  following  paragraph  of  this  section,  the  maximum  number  of  allowable  Service  hours  per  quarter (including any Extended Services purchased for such quarter) identified in Your order must be used by You in that quarter.  Any portion of the Services or Service hours not used that quarter will be automatically forfeited by You in that quarter, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that quarter for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services.

If  the  last  quarter  of  the  Term  is  less  than  three  (3)  months,  then  the  quarterly  Service  hours  will  be  pro-rated accordingly.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per quarter indicated in Your order for any given quarter ('Extended Hours').  Oracle will invoice You for any such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate a primary contact who will work together with Oracle to facilitate an efficient delivery of Services. Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## NetSuite Enterprise Partner Support

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You, as a third party implementer of Oracle NetSuite products, with up to the quantity of Enterprise Partner Support ('EPS') Service hours month specified in Your order to  assist  You  with  any  of the following premium support services ('Services') related to Your customers' Oracle NetSuite  instance,  Oracle  NetSuite  SuiteCommerce  website  instance  or  Oracle  NetSuite  Point-of-Sale  modules ('Oracle NetSuite Cloud products'); such Services are provided to You for the sole purpose of guiding You with implementing the Oracle NetSuite Cloud products for Your customers:

1. Guidance remediating issues Your customers have encountered with any of the following:
- a. Oracle NetSuite SuiteCloud platform workflows, scripts and integrations;
- b. Oracle NetSuite Ecommerce websites and Point of Sale
2. Provide performance and scalability guidance on development activities.
3. Provide guidance on application usage, configuration and product functionality.
4. Provide assistance with release management support consisting of any of the following:
- a. Providing awareness of upcoming releases with possible performance impacts to Your customers.
- b. Upon  request,  providing  guidance  on  additional  capabilities  within  a  release  that  Your  customers  could leverage.
- c. Providing performance and scalability testing against a targeted release.
7. Provide performance and scalability guidance with any of the following:
- g. Development activities;
- h. Application usage and functionality;
- i. Recommending changes;
- j. Testing and release activities;
- k. Integration(s); and
- l. Data importing activities
5. Provide platform and systems architecture guidance with any of the following:
- a. Defining the role of Oracle in a multi-vendor business solutions environment including master data management and data transaction architecture.
- b. Informing You of the possible impacts of potential Oracle NetSuite Cloud products releases.
- c. Providing strategies to maintain and manage development, testing and release activities.
6. Provide website maintenance guidance with any of the following:
- a. Creating new ecommerce functionality.
- b. Performing website instance updates.
- c. Providing web store scripting.
- d. Providing landing or other new pages, templates or layouts.
- e. Providing Built-to-Perform ('BTP') and other performance-related assistance.
- f. Providing Search Engine Optimization ('SEO') reviews
7. Oracle will assign an Oracle platform success manager that will provide overall coordination and management of, and execution by, Oracle's resources related to requests received from You for any Services set out above; provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of forty (40) Service hours, such individual request shall not be considered eligible for delivery by Oracle under your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Prior to providing any Services to You, ensure Your customers have obtained Oracle NetSuite Cloud products under separate contract and maintain such Oracle NetSuite Cloud products, without interruption, during the period such Services are being provided to You.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.
- c. Provide, for all  Oracle  resources  performing  Services  at  Your  site, a  safe  and healthful  workspace (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).
- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Use  commercially  reasonable  efforts  to  undertake  product  enablement  prior  to  engaging  Services  for  any specific Oracle NetSuite Cloud product, where such enablement is available.
- h. Be responsible for any sandbox instances required by Oracle.
- i. Be responsible for user acceptance testing ('UAT').
- a. Be responsible for ensuring all changes recommended by Oracle are implemented.
- j. Be responsible for Your organizational change enablement and communication activities.
- k. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- l. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per quarter allowed for the performance of Services.
- m. Provide Oracle with view only access to Your customers' systems necessary for the performance of Services.
- n. In Oracle's sole discretion You may be required to purchase at least one unit of NetSuite ACS Platform Plus to align with Your customers' implementation with a minimum term of no less than six (6) months.
- o. Procure, if required, a Google Analytics account and provide Oracle with authorized view only access to Your customers' Google Analytics account.'

## 2. Project Assumptions

- a. All Services are performed remotely unless otherwise mutually agreed in writing.
- b. All Services communication are in English.
- c. You do not require Oracle consultants to work outside standard local country workday hours.
- d. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite Cloud instance by searching for  'supported  browsers'  in  the  search  tool  and  clicking  on  the  resulting  document.    Notwithstanding  the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web

browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.

- e. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- f. Oracle resources cannot execute, deploy code, or otherwise make changes to customer data in Your customers' Oracle NetSuite Cloud products.
- g. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

The maximum number of allowable Service hours per month (including any Extended Services purchased for such month) identified in Your order must be used by You in that month.  Any portion of the Services or Service hours not used that month will be automatically forfeited by You in that month, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that month for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per month  indicated  in  Your  order  for  any  given  month  ('Extended  Hours').    Oracle  will  invoice  You  for  any  such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate primary contacts, not to exceed four (4), who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.

## NetSuite ACS Platform Plus - Third Party Implementer

## A. Description of Services

During the Term (as defined in Your order), Oracle will provide You, as a third party implementer of Oracle NetSuite products, with up to the quantity of Advanced Customer Support Platform Plus ('ACS Platform Plus') Service hours per month specified in Your order to assist You with any of the following premium support services ('Services') related to Your Customer's Oracle NetSuite instance, Oracle NetSuite SuiteCommerce website instance or Oracle NetSuite Point-of-Sale modules ('Oracle NetSuite Cloud products'); such Services are provided to You for the sole purpose of guiding You with implementing the Oracle NetSuite Cloud products for Your customers.

1. Provide guidance to address technical performance issues Your customer has encountered with workflows, scripts and integrations.
2. Provide performance and scalability guidance with any of the following:
- a. Development activities;
- b. Application usage and functionality;
- c. Recommend changes;
- d. Testing and release activities;
- e. Integration(s); and
- f. Data importing activities
3. Provide platform and systems architecture guidance with any of the following:
- a. Defining the role of Oracle in a multi-vendor business solutions environment including master data management and data transaction architecture.
- b. Informing You of the possible impacts of potential Oracle NetSuite Cloud products releases.
- c. Providing strategies to maintain and manage development, testing and release activities.
4. Oracle will assign an Oracle platform success manager that will provide overall coordination and management of, and execution by, Oracle's resources related to requests received from You for any Services set out above; provided however, if any individual request from You for any Services set out above exceeds an estimated duration (as determined solely by Oracle) of eighty (80) Service hours, such individual request shall not be considered eligible for delivery by Oracle under your order.

## B. Your Obligations and Project Assumptions

You acknowledge that Your timely provision of and access to office accommodations, facilities, equipment, assistance, cooperation,  complete  and  accurate  information  and  data  from  Your  officers,  agents,  and  employees  (collectively, 'cooperation') are essential to the performance of any Services as set forth in Your order.  Oracle will not be responsible for any deficiency in performing Services if such deficiency results from Your failure to provide full cooperation.

You  acknowledge  that  Oracle's  ability  to  perform  the  Services  depends  upon  Your  fulfillment  of  the  following obligations and the following project assumptions:

## 1. Your Obligations

- a. Prior to providing any Services to You, ensure Your customers obtain Oracle NetSuite Cloud products under separate contract and maintain such Oracle NetSuite Cloud products, without interruption, during the period such Services are being provided to You.
- b. Provide Oracle with full access to relevant functional, technical and business resources with adequate skills and knowledge to support the performance of Services.
- c. Provide, for all  Oracle  resources  performing  Services  at  Your  site, a  safe  and healthful  workspace (e.g.,  a workspace that is free from recognized hazards that are causing, or likely to cause, death or serious physical

harm, a workspace that has proper ventilation, sound levels acceptable for resources performing Services in the workspace, and ergonomically correct work stations, etc.).

- d. Provide any notices, and obtain any consents, required for Oracle to perform Services.
- e. Limit  Oracle's  access  to  any  production  environments  or  shared  development  environments  to  the  extent necessary for Oracle to perform Services.
- f. As required by U.S. Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a Notice regarding Oracle H-1B employee(s) at the work site prior to the employee's arrival on site.
- g. Use  commercially  reasonable  efforts  to  undertake  product  enablement  prior  to  engaging  Services  for  any specific Oracle NetSuite Cloud product, where such enablement is available.
- h. Be responsible for any sandbox instances required by Oracle.
- i. Be responsible for user acceptance testing ('UAT').
- j. Be responsible for ensuring all changes recommended by Oracle are implemented.
- k. Be responsible for Your organizational change enablement and communication activities.
- l. Do not film or record Oracle's delivery of Services, Oracle resources, or any Oracle materials.
- m. Use commercially reasonable efforts to attend all scheduled meetings.  The repeated cancellation of meetings may result in delay and inefficient use of the maximum number of Service hours per month allowed for the performance of Services.
- n. Provide Oracle with view only access to Your customers' systems necessary for the performance of Services.

## 2. Project Assumptions

- a. All Services are performed remotely unless otherwise mutually agreed in writing. Oracle will not agree to perform any Services at Your customers' sites.
- b. All Services communication are in English.
- c. You do not require Oracle consultants to work outside standard local country workday hours.
- d. The  Services  described  above  will  be  limited  to  supported  browsers.  Oracle's  updated  published  list  of supported browsers can be found on SuiteAnswers within in Your Oracle NetSuite Cloud instance by searching for  'supported  browsers'  in  the  search  tool  and  clicking  on  the  resulting  document.    Notwithstanding  the foregoing, Oracle may in its sole discretion de-support or refuse to perform Services on any supported web browsers or mobile device operating system that it believes to be vulnerable or otherwise insecure and will inform You of such decision.
- e. Oracle will utilize responsive design techniques for mobile websites. Responsive design will apply only to the currently popular commercial tablets (iOS and Android) that utilize standard screen ratios.
- f. Oracle resources cannot execute, deploy code, or otherwise make changes to customer data in Your customers' Oracle NetSuite Cloud products.
- g. Your primary form of communication with Oracle outside of meetings described as a part of the Services described in section A above will be by email and the Oracle NetSuite case management tool.

## C. Expenses

In addition to the fees set forth in Your order, You agree to reimburse Oracle for travel and out of pocket expenses related to providing any on-site Services.  All expenses invoiced monthly hereunder are due and payable in accordance with the payment terms of Your order.

## D. Unused Services

Oracle NetSuite ACS Service Descriptions\_v030220 35 The maximum number of allowable Service hours per month (including any Extended Services purchased for such month) identified in Your order must be used by You in that month.  Any portion of the Services or Service hours not used that month will be automatically forfeited by You in that month, with no further action required of either party, and You will not be entitled to a refund, or any credit toward additional or other services, for any unused portion of the fees paid for any unused Service hours in that month for the Services.  In order for Oracle to provide Services set out in the above Description of Services after the Term, Oracle and You must mutually agree upon a separate order for such Services.

## E. Extended Hours

During the Term of Your order, the parties may mutually agree in writing to increase the quantity of Service hours per month indicated in  Your  order for  any  given  month  ('Extended  Hours').    Oracle  will  invoice  You  for  any  such Extended Hours at the Extended Hourly Rate set out in Your order.

## F. Primary Point of Contact

You agree to designate primary contacts, not to exceed four (4), who will work together with Oracle to facilitate an efficient delivery of Services.  Additional designated contacts authorized by You may contact Oracle, and You agree that any such contact will utilize Service hours.