Description of Services. The Company shall perform the following Services subject to Rippling applications and features available to The Client’s active subscriptions:

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Phase 1 Implementation:

I. This project includes an implementation of all products within the original subscription contract with Rippling for the following entity of The Client: 

II. The Company will deliver a hands-on implementation including product configuration, data imports and training in 4 Phases; Discovery, Configuration, Training/UAT, Go Live. For all products, sign off of configuration and deployment decisions will be obtained by the customer via email. Sign off is required to be completed within 7 Calendar Days (Sunday-Saturday) from The Client. If Sign off is not completed after the end of the 7th Calendar Day, The Company will consider the deliverable complete and signed off. If deployment is decided to be before the first payroll run, The Company will own deployment. If deployment is on or after the first payroll run, The client will own deployment. Any scope not signed off by the date of expiration within the Implementation scope, it will be assumed that the scope is completed and  signed off and The Client is taking full ownership for the configuration. The deliverables per product are listed below:

1. Payroll/Global Payroll

1. The Company will:
   
   1. Install the Rippling payroll module for all entities in scope. 
   2. Partner in communication with the Rippling Payroll Import team for current tax year data import and discrepancies.
   3. Assist with pushing deductions from Rippling’s Benefits product to Payroll application
   4. Conduct 1 hour(s) of training to learn how to process payroll within Rippling. This joint training session is delivered to Payroll Admins.
   5. Meet with The Client to process their first payroll run and future payroll runs as described during Hypercare (see Phase 1, section 2).
   6. Share documentation of payroll policies for hiring, mid pay period changes, corrections, terminations, and severance runs. 
   7. Review missing company information such as tax details and employee bank account information.
   8. Review Rippling pre-built Payroll Reports. 
   9. Configure up to 4 Pay schedules.
   10. Configure General Ledger integration. 
   11. Plan for a First Check Date of:
2. The Company will not:
   
   1. Configure State or Local tax registration information unless purchasing the Annual Management SKU from The Company. 
   2. Enter employee data such as W-4s, bank account details or state tax forms in order for payroll to be run.

2. Time & Attendance

1. The company will:
   
   1. Configure 1 Default Time Policy, 2  custom time policies, 1 Alert Trigger, 1 Custom Break Policy, 1 Custom Overtime Policy, 1 Custom Payment Policy.
   2. Conduct 1 hour(s) of joint training to learn how to create and edit policies, review Timecard and edit alerts within Rippling. This joint training session is delivered to Time & Attendance Admins.

3. Scheduling

1. The company will:
   
   1. Configure up to 5 work schedules
   2. Provide up to 1 hour of training to the client. This training is only delivered to system Admins.

4. Rippling Platform 

1. The Company will:
   
   1. Configure up to 1 entity and information required for environment setup.
   2. Configure up to 1 Work Domain setup.
   3. Configure up to 5 Total Work Locations. If The Client has remote workers, “Remote work locations” is considered 1 of the 5 locations. 
   4. Configure up to 20 Departments or sub-departments.
   5. Configure up to 3 Job Dimensions. 
   6. Configure up to 4 Business Partners Groups (Finance, HR, IT, and Recruiting).
   7. Configure up to 2 custom Employment Types.
   8. Configure up to 5 custom Termination Reasons.
   9. Configure exceptions within the Info Collected Section of Company Settings for delivered fields.
   10. 1 Data import pertaining to the People Census for Active Employees.
   11. 1 Data import pertaining to the People Census for Active Contractors.
   12. 1 Data import pertaining to the People Census for Terminated Employees.
   13. 1 Data import pertaining to the People Census for Terminated Contractors.
   14. Conduct one 0.5 hour of training on how to use the Security application and how to edit settings which have been configured. This joint training session is delivered to Security/IT & Super Admins.
   15. Conduct 1 hour(s) of training on the value and information held within the Company Details and Company Settings sections of Rippling.
   16. Configure up to 3 approval policies, 5 workflows, 3 Reports. 3 custom permission profiles not included as system defaults. 
   17. Install and configure 3 applications which are not covered in Rippling’s App Management package.
   18. Configure up to 5 Document Templates
2.  The Company will not:
   
   1. Get data from the legacy system for census.

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5. Time Off

1. The Company will:
   
   1. Configure up to 3 Vacation Policies, 1 Work From Home Policy, 1 Jury Duty Policy, 1 Unpaid Time Off Policy, 1 Holiday Policy, 1 Work Hour Policy, 1 Weekend Policy due before the payment of The Client’s first payroll on Rippling.
   2. Conduct 1 hour(s) of training on how to create and/or edit Time Off Policies. This joint training session is delivered to Time Off Admins. 
2. The Company will not:
   
   1. Import time off balances on behalf of The Client.

6. Compensation Bands

1. The Company will:
   
   1. Configure up to 20 Levels and up to 5 Level Tracks.
   2. Configure up to 20 Job Families.
   3. Configure up to 100 Compensation Bands.
   4. 1 hour(s) of training on how to create and/or edit Levels, Job Families and Compensation Bands. This joint training session is delivered to Compensation Band Admins.
2. The Company will not:
   
   1. Make any configuration changes to Geographic Pay Differentials. If this is necessary, The Client will be required to change this.

7. Benefits Administration

1. The Company will:
   
   1. Configure The Client sponsored group benefit plans including - Medical Plans, Dental Plans, Vision Plans, Basic Life & ADD, Short Term Disability Plans, Long Term Disability Plans, Voluntary Life & ADD, Accident, Critical Illness, and Hospital Indemnity plans. 
   2. Import of employee and dependent benefit elections for all plans mentioned above if The Client provides the data in Rippling’s import format. 
   3. 1 hour(s) of training on how to create and/or edit Insurance Applications (Medical, Dental, Vision, and Insurance applications within Rippling). This joint training session is delivered to Insurance Admins. 
2. The Company will not:
   
   1. Import employee and dependent benefit elections for all plans mentioned above if The Client provides the data outside of Rippling’s import format. The Company will additionally not manipulate the data on the customer’s behalf. 

8. Flex Benefits

1. The Company Will:
   
   1. Configure the Commuter Benefits app, HSA app and FSA app. 
   2. Import of employee election and balance data for FSA and/or Commuter providers to Rippling FSA and Commuter products if The Client provides the data in Rippling’s import format.
      
      1. Note: Employees must initiate their own transfer for HSA funds. Neither AYP nor Rippling will do this on a customers’ behalf. 
      2. Employees must opt into HSA and Commuter benefits in Rippling. Neither AYP nor Rippling will do this on a customers’ behalf. 
   3. 1 hour(s) of training on how to assist employees with Q&A related to their flex benefit plans and contributions. 
2. The Company will not:
   
   1. Initiate employee transfers of HSA funds. 
   2. Opt into or elect HSA, FSA or Commuter benefit plans. 

9. COBRA & ACA

1. The Company will:
   
   1. Configure Rippling’s COBRA app and ACA hours tracking if applicable.
      
      1. 1094 and 1095 form filing can only be done in January. This is not included in implementation but can be sold as a separate standalone project picked back up in January 2025.
   2. Migration of data from previous COBRA providers to Rippling COBRA.
   3. 1 hour(s) of training on how to handle COBRA enrollment and payments, along with a proactive overview of the annual 1094 an and 1095 form filing process.

10. Learning Management

1. The Company will:
   
   1. Configure up to 5 courses offered through the Rippling course library or custom courses from the client/GO1. 
      
      1. Rippling Library Course - Add a pre-built course from one of the Rippling catalogs. The US course catalog includes more than 20 options targeted at US-based employees on popular subjects such as compliance, information security, and inclusion. The Global course catalog includes courses covering everything from global security in 10+ languages to country-specific sexual harassment training. 
      2. GO1 Course - Purchase a course from our partner, Go1, and pull the course directly in Rippling with our seamless integration. 
      3. Custom Course - Add a course you've built or purchased separately by uploading an e-learning SCORM package.
   2. Conduct a .5 hour(s) of training on how to track course completion progress and manage courses ongoing. 
2. The Company will not:
   
   1. Create custom SCORM files on your behalf unless otherwise negotiated in your implementation contract. 

11. Surveys

1. The Company will:
   
   1. Configure up to 2 Surveys within Rippling.
   2. Conduct a 0.5 hour(s) of training on how to create and/or edit Surveys. This joint training session is delivered to Survey Admins.

12. Recruiting

1. The Company will:
   
   1. Configure the Settings and Templates and Defaults section of the Recruiting applications. 
   2. Configure 1 custom email template. 
   3. Configure 1 pipeline.
   4. Conduct 1 hour(s) of training on how to use the Recruiting application and how to edit settings and templates that have been configured. This joint training session is delivered to Recruiting Admins.
2. The Company will not:
   
   1. Activate or turn on The Client Job Board(s).
   2. Import active job requisitions, candidates or resumes on behalf of The Client.
   3. Import historical recruiting data for prior years.

13. Headcount Planning

1. The Company will:
   
   1. Configure up to 1 Headcount Plan.

14. Performance Management

1. The Company will:
   
   1. Configure up to 1 Performance Review (Milestone or Performance) up to 50 total questions across all review types (self review, peer review, downward review, upward review, etc).
2. The Company will not:
   
   1. Conduct Performance Reviews.
   2. Setup custom reporting for Performance Reviews.
   3. Create additional workflows outside of the “Rippling Unity” scope due to the coupling of the Performance application. Any workflows created to support the Performance application will be considered part of “Unity” product scope.

15. E-verify Integration

1. The Company will:
   
   1. Send documentation to assist with the installation and configuration by The Client.
2. The Company will not:
   
   1. Configure the integration as it cannot be installed by The Company. 

16. Azure Full Connector

1. The Company will:
   
   1. Assist with integration of the Azure application with Rippling.
   2. Map attributes for push of data from Rippling to Azure.
   3. Configure the Azure IDP process.

17. Expense Management

1. The Company will:
   
   1. Configure 5 expense policies.
   2. Configure all Mileage Rates for countries in scope.
   3. Configure a delegation policy.
   4. Conduct .5 hour(s) of training.

18. Bill Pay

1. The Company will:
   
   1. Upload 5 scheduled bills.
   2. Conduct .5 hour(s) of training.

19. Application Management

1. The Company will:
   
   1. Assist with integration installation and configure 3 applications in which the Application Management, Azure Full Connector or Okta integrator package is required, including group and attribute management. 

20. Device & Inventory Management

1. The Company will:
   
   1. Complete the installation of each product per the requirements from The Client.
   2. Conduct .5 hour(s) of training.

21. Reporting

1. The Company will:
   
   1. Configure up to 3 reports based on the customer’s requirements as outlined in the Rippling Unity (aka “Rippling Platform”) scope.
   2. Conduct a 1 hour(s) training on how to build custom reports, leverage recipes, Data manager and overall benefits of Formulas. 

22. Okta Integration

1. The Company will:
   
   1. Assist with integration of the Okta application with Rippling.
   2. Map attributes for push of data from Rippling to Okta.
   3. Configure the Okta IDP process.

23. Carrier Connect EDI

1. Kick off of the carrier connections product with client, broker, carrier, and Rippling EDI/API team. 
2. The Company will not:
   
   1. Handle the coordination of EDI files on The Client’s behalf beyond the initial kick off call with the carrier. This is a 12-16 week process, therefore exceeding the timeline of this SOW.

24. The Company will partner in communication with Rippling in the submission of JIRA tickets for product feedback, payroll imports and Support tickets from the start of implementation through the end of Hypercare.

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25. Imports

1. The Client will not provide access to their legacy HR systems. The Company is not expected to export data from The Client's legacy system(s) in order to complete any data imports tasks. The Client will need to provide any data exports in scope to The Company based upon the agreed upon timeline during the project and in the correct format needed to import data into Rippling.
2. The Company will only be responsible for data manipulation on the Employee Census Import.
3. If any imports need to be redone due to project delays or incorrect data, or dual maintenance of HCM systems, the customer will be invoiced on an hourly basis.
4. The following are examples of imports which are out of scope for the implementation package. These examples and others which are out of scope are to be completed and billed on an hourly basis per the Hourly Services or Advisory Services rates. While these imports can be considered important, they are not critical to the implementation and its go live:
   
   1. Payroll history imports
   2. YTD payroll imports (if legacy payroll system is not a trusted provider of Rippling’s discretion)
   3. Document or File Migration (not including the templates listed in Rippling Platform scope of the implementation)
   4. Closed Job Requisition Import
   5. Dispositioned Candidates Import and any data not allowed on the Active Candidate or Active Job Requisition Imports pertaining to the Recruiting implementation.
   6. Time off history import (if supported by platform)
   7. Performance Management or Performance Cycle Imports
   8. Dual Maintenance post Census Import

26. Any delay of the first Rippling check date will incur a $500 fee and must be agreed to by both parties in writing.

27. Testing

1. The Company will:
   
   1. Fix configuration which has a documented “failed” status test scenario which does not have a change or alteration to the requirements originally gathered.
2. The Company will not:
   
   1. Own, execute or create Test Scenarios.

28. Translations/Language of Configuration

1. The Company will:
   
   1. Configure only in American English. 
2. The Company will not:
   
   1. Configure any application, report, or use any type of language other than American English. Any use of translations will be completed by The Client.

29. The Company will commit the following resources to this implementation:

1. One Project Manager
2. One Implementation Consultant

30. Communications to Stakeholders

1. The Company will:
   
   1. Assist in drafting communications to internal stakeholders at The Client.
2. The Company will not:
   
   1. Deliver or sign communications to internal stakeholders at The Client. 
   2. Train employees that are not prescribed administrators for product training included in the project scope. 

Phase 2 Hypercare:

1. 2 weeks of post Go Live support at 3 hours per week. Go Live is determined by the date of the first check date or date in which employees are paid through Rippling.

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B. General Working Practices

1. Both the client and company will look to achieve a 2 business day SLA (or response time) to any communications. This is not a guarantee but a guideline both parties look to achieve. 
2. Any work that is asked to review will be assumed completed or accepted if no changes are requested or communications after 7 calendar days of being notified of the work completion. 
3. Any meetings in which the client does not attend or cancels within 24 hours of the meeting start time will be billed via the retainer scope for the time booked. Any meetings rescheduled within 24 hours of the meeting start time are also considered a cancellation of that specific meeting as it blocks the company and other customers from working together. 

C. Hourly Services

1. The Client will:
   
   1. Pay for the hours worked by the Company based on the pricing table below in the agreed upon timeline of the MSA. Invoices  for this scope of work would be sent after the month ends. These fees or costs are separate from the implementation cost. 
   2. Own all internal budget processes and approvals as The Company may have multiple stakeholders throughout the relationship.
   3. Own all internal budget processes and approvals as The Company may have multiple stakeholders throughout the relationship.
   4. Request work via email or meetings with The Company and its affiliates. 
   5. Pay for meetings in which they do not attend and/or cancel or notify the Company within 24 hrs of the scheduled meeting. These meetings are considered “No Shows”. 
2. The Company will:
   
   1. Track time for all requested time worked and deliverable requested and agreed upon by both parties.
   2. Provide an invoice monthly based on time worked. 
   3. Allow for the scope of the work to be open ended to allow for the most value to The Client 
   4. Update The Client within reason on how much time has been spent in total
   5. Hours can be used on the following but are not limited to:
      
      1. Advise in configurations within Rippling per The Client’s strategic goals and needs.
      2. Configure Rippling per The Client’s requirements and based upon Rippling product capabilities and limitations.
      3. Attend meetings pertaining to requirements gathering and advise on Rippling best practices.
      4. Train or educate the The Client’s admin team on how to use Rippling for their needs. 
      5. Recruiting strategy and placement of hires. 
      6. Payroll tax notice advice. 
3. The Company will not:
   
   1. Rollover or carryover hours from a previous or current period to following or future periods

D. Tax registrations

1. The Company will:
   
   1. Complete registration for the following types of payroll tax accounts upon request from the client:
      
      1. US States and/or territory accounts 
      2. Local accounts
   2. Investigate payroll tax accounts upon request from the client.
   3. Start and complete deliverables upon the request of the Client with agreement from both parties on the scope via email. 
   4. Invoice The Client for any fees associated with the creation or activation processes of the accounts in scope charged to The Company. The Client agrees to pay these invoices within the agreed upon MSA timeline based on the pricing table below. Invoices will be generated for any requested item and therefore if the client cancels the request deliverables will still be invoiced for the time spent. 
2. The Company will not:
   
   1. Provide legal or accounting advice on The Client’s taxation. 

2. Excluded Services:

Under no circumstances will the Services provided by The Company include the following:

1. Advising on compliance with US state, US federal and International regulations.
2. Advising on the content of any company documents and their compliance with state and federal regulations.

3. Timeline for Services

The Implementation Services shall commence on SignatorySignatureDate and shall be completed by , subject to any delays caused by change orders, untimely acceptance of deliverables, or other issues outside of The Company’s Control. The Hourly Services shall commence on SignatorySignatureDate and shall be completed by “END DATE” subject to any delays caused by change orders, untimely acceptance of deliverables, or other issues outside of The Company’s Control.

2

1. Description of Services. The Company shall perform the following Services subject to Rippling applications and features available to The Client’s active subscriptions:

A. Phase 1 Implementation:

1. This project includes an implementation of all products within the original subscription contract with Rippling for the following entity of The Client: 
2. The Company Will:
   
   1. Attend meetings with the HCM Software provider and internal meetings
   2. Provide a strategic project manager throughout the Client's HCM implementation. The resource will help guide the company to better decision making and assist in leading the project to completion.
   3. Help guide the implementation team to better decision making
   4. Assist in leading the project to Completion which is defined by end of the contract date, . 
3. The Company Will Not:
   
   1. Provider hands on platform support for configuration
   2. Assist in data manipulation or migration tasks
   3. Provide product training to admins or employees of the Client
   4. Produce documentation for admins or employees 
4. The first check date is defined on the Order Form
5. If the First Check Date is to move, the Client and the Company will agree on a Change Order in order to extend the scope and costs of the resourcing for the remainder of the project.