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. Missouri-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 rejection notice. 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.

5. PROJECT SCHEDULE AND MILESTONES

• Timeline with milestones, dates, and responsible party.

6. FEES AND EXPENSES

• Fee basis (T&M, fixed, milestone); rate card; milestone payments; expense policy; taxes.
• Invoicing frequency; late payment per MSA.

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). No change is effective without signed CR.

9. CLIENT RESPONSIBILITIES

• Points of contact; decision timelines; approvals; facilities/equipment; data provision.

10. PERSONNEL AND SUBCONTRACTORS

• Key personnel, roles, backfill/notice requirements; subcontractor use and approvals.
• Worker Classification. Provider represents that personnel are independent contractors satisfying applicable classification tests.

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.
• Missouri Data Breach Notification. Per Mo. Rev. Stat. section 407.1500, Provider shall notify Client of any breach of security affecting personal information within applicable timeframes.

13. INTELLECTUAL PROPERTY AND LICENSE

• Background IP: Each party retains ownership of its pre-existing materials.
• Deliverables: [Select: (a) Work Made for Hire assigned to Client; (b) Licensed to Client].
• Provider Materials: Provider grants Client license to use Provider Materials embedded in Deliverables.

14. WARRANTY AND SUPPORT PERIOD

• Provider warrants Deliverables 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 expenses.
• Transition assistance: up to [X] hours at [rate].

16. DOCUMENT HIERARCHY

• MSA governs except where this SOW expressly states otherwise.

17. MISSOURI-SPECIFIC PROVISIONS

17.1 Governing Law and Venue. This SOW shall be governed by the laws of the State of Missouri, without regard to conflict of laws principles. Any action shall be brought exclusively in state or federal courts located in [St. Louis City/St. Louis County / Jackson County (Kansas City)], Missouri.

17.2 Jury Waiver. TO THE FULLEST EXTENT PERMITTED BY MISSOURI LAW, EACH PARTY WAIVES JURY TRIAL RIGHTS IN ANY ACTION ARISING OUT OF THIS SOW.

17.3 Data Breach Notification. In the event of a breach of security involving personal information, Provider shall notify Client in accordance with Mo. Rev. Stat. section 407.1500.

17.4 Electronic Signatures. Valid per Missouri UETA (Mo. Rev. Stat. sections 432.200-432.295).

18. SIGNATURES

CLIENT:

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

PROVIDER:

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