STATEMENT OF WORK

TABLE OF CONTENTS

1. Project Overview
2. Scope of Services
3. Deliverables and Acceptance Criteria
4. Assumptions and Dependencies
5. Project Schedule and Milestones
6. Fees and Expenses
7. Service Levels (if applicable)
8. Change Control
9. Client Responsibilities
10. Personnel and Subcontractors
11. Location and Tools
12. Data and Security Requirements
13. Intellectual Property and License
14. Warranty and Support Period
15. Termination and Wind-Down
16. Document Hierarchy
17. Arkansas-Specific Provisions
18. Signatures

1. PROJECT OVERVIEW

• Project name and description; business objectives; success metrics; key stakeholders.

2. SCOPE OF SERVICES

• In-scope tasks: [LIST].
• Out-of-scope tasks: [LIST].
• Methods/approach; deliverable formats; iteration limits (e.g., up to [X] revision cycles per deliverable).

3. DELIVERABLES AND ACCEPTANCE CRITERIA

Acceptance Process. Client shall review each Deliverable within [5] Business Days of delivery ("Review Period") and provide written acceptance or a rejection notice identifying specific deficiencies. Failure to respond within the Review Period results in deemed acceptance.

Cure Cycle. Upon rejection, Provider will have [10] Business Days to cure and redeliver.

4. ASSUMPTIONS AND DEPENDENCIES

• Environment, data, access, third-party tools/licenses, and client inputs required.
• Assumptions that affect pricing/timing.

5. PROJECT SCHEDULE AND MILESTONES

• Timeline with milestones, dates, and responsible party.
• Critical path items and slack; project management cadence.

6. FEES AND EXPENSES

• Fee basis (T&M, fixed, milestone); rate card; milestone payments; expense policy; taxes.
• Invoicing frequency; late payment per MSA; expenses pre-approval thresholds.
• Early termination true-up: fees earned through termination effective date plus non-cancellable committed costs.

7. SERVICE LEVELS (IF APPLICABLE)

• Uptime/response/resolution targets; measurement methods; service credits if applicable.

8. CHANGE CONTROL

Process. Either party may submit a change request (CR). Provider will supply impact analysis. No change effective without signed CR.
Disputes. If parties cannot agree within [X] days, either may escalate per the MSA.

9. CLIENT RESPONSIBILITIES

• Points of contact; decision timelines; approvals; facilities/equipment; data provision.
• Timely feedback within Review Periods; access to SMEs.

10. PERSONNEL AND SUBCONTRACTORS

• Key personnel, roles, backfill/notice requirements; subcontractor use and approvals.
• Worker Classification Acknowledgment: Provider and its personnel are independent contractors, not employees of Client.

11. LOCATION AND TOOLS

• Onsite/remote expectations; travel requirements; tools/platforms to be used.

12. DATA AND SECURITY REQUIREMENTS

• Data classification; access controls; security configurations; privacy requirements; return/deletion at project end.
• Incident notification timelines and contacts.

13. INTELLECTUAL PROPERTY AND LICENSE

• Background IP: Each party retains ownership of its pre-existing materials.
• Deliverables: [Select one: (a) Work Made for Hire and assigned to Client; (b) Licensed to Client].
• Provider Materials/Open Source: Provider grants Client a [perpetual/non-exclusive] license.

14. WARRANTY AND SUPPORT PERIOD

• Provider warrants Deliverables will conform to Acceptance Criteria for [30/60/90] days after acceptance.
• Post-Warranty support per [Support Addendum/Rate Card].

15. TERMINATION AND WIND-DOWN

• Termination for convenience: Client pays for work performed plus approved non-cancellable expenses.
• Transition assistance (optional): up to [X] hours/days at [rate].

16. DOCUMENT HIERARCHY

• MSA governs except where this SOW expressly states otherwise.

17. ARKANSAS-SPECIFIC PROVISIONS

17.1 Governing Law and Venue. This SOW shall be governed by Arkansas law. Exclusive jurisdiction in state or federal courts in Pulaski County (Little Rock), Arkansas.

17.2 Data Breach Notification. In the event of a breach of security involving personal information (as defined in Ark. Code Ann. Section 4-110-103), Provider shall notify Client in accordance with Arkansas Personal Information Protection Act (Ark. Code Ann. Sections 4-110-101 et seq.).

17.3 Electronic Signatures. This SOW may be executed electronically pursuant to Arkansas Uniform Electronic Transactions Act (Ark. Code Ann. Section 25-32-101 et seq.).

17.4 Jury Waiver. TO THE FULLEST EXTENT PERMITTED BY ARKANSAS LAW, EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY.

18. SIGNATURES

CLIENT:

Signature: ___________________________
Name: [___]
Title: [___]
Date: [___]

PROVIDER:

Signature: ___________________________
Name: [___]
Title: [___]
Date: [___]