Implementation Service Description

Objectives

The Implementation Service (the “Implementation Service”) is designed to provide Proof Subscribers with a straightforward and cost-effective approach to architect, implement, and start using the Proof Platform quickly and effectively. This Implementation Service Description outlines the service in detail. The Implementation Service includes access to Proof’s Solution Engineering organization to consult and assist with API integration for an embedded product experience. The performance of the Implementation Service is governed by the Proof General Terms. Capitalized terms not otherwise defined have the meanings given in the General Terms, the Proof Glossary, or this Implementation Service Description. If a Subscriber has a separately negotiated agreement in lieu of the General Terms, that agreement governs the Implementation Service.

The Implementation Service is delivered as a time and materials engagement, not to exceed the number of hours stated on the Order Form, unless Subscriber provides prior written consent via a mutually agreed change authorization. Additional hours beyond the Engagement Term are invoiced monthly in arrears at the rate reflected on the Order Form. The Implementation Service is delivered remotely and during business hours of 8 AM to 5 PM Eastern Time, Monday to Friday.

Approach and Activities

The following activities are included within the scope of the Implementation Service, as the project dictates and time allows. Not all activities will necessarily be performed.

Architecture Discovery and Planning Phase

A discovery and planning session is typically delivered first. Proof Solution Engineering will meet with Subscriber executive stakeholders to:

• ​Validate Subscriber business objectives and their vision in the context of their use case(s)

Proof Solution Engineering will further meet with Subscriber’s application owner, application architect, or any required business stakeholders to:

• ​Gather information about the Subscriber environment and requirements
• ​Plan architecture design, deployment, and configuration roll-out
• ​Determine key architectural design decisions that may affect other implementation details
• ​Plan training session delivery, as applicable

Architecture Design and Implementation Assistance Phase

Once the Architecture Discovery and Planning Phase is completed, Proof Solution Engineering will deliver remote consulting engagements, typically including the following, as time allows:

• ​Provide real-world subject matter expertise to assist in design guidance for the solution
• ​Provide configuration guidance for the Proof Platform
• ​Provide technical product expertise around endpoint usage, webhook management/implementation, change management workflows, and document tagging best practices
• ​Assist with the implementation of the API
• ​Provide all necessary access documentation and testing materials/resources

Launch Support Phase

• ​Provide supplementary data reporting to validate success of the integration (transaction completion, meeting success rate, throughput time for signer receiving documents to complete signing, etc.)
• ​Provide a review of the integration (either written asynchronously or via a joint meeting, as decided by the Subscriber)
• ​Provide a list of recommendations to further enhance the solution as part of future Subscriber deployments (as applicable)
• ​Provide knowledge transfer on:
  • ​Security principles and practices
  • ​Architecture and design best practices
  • ​Automation and controls
  • ​Product deployment, configuration, and usage
  • ​Organizational alignment best practices
• ​Record sessions of discussion and/or strategy development for posterity

Outcomes

By the end of the engagement, the following outcomes are expected to be achieved:

• ​All phases are complete but the hours required to achieve completion will not exceed the number of hours stated on the Order Form
• ​Basic and advanced configurations and rules meeting requirements are defined
• ​Proof solution is implemented for the primary target use case and is deployed to production. Notwithstanding the foregoing, Proof is not responsible for completing the implementation if the configuration or operation of a Subscriber system or application prevents completion of the implementation
• ​Go-live deployment review is complete
• ​At least one Subscriber employee is trained and enabled as a Proof Subject Matter Expert (SME) to own relevant design decisions for the Subscriber moving forward. Proof recommends Subscriber build a written or recorded playbook of the Proof workflow which is made available to Subscriber’s administrators and users (Proof can help with this documentation upon request).
• ​Landing page within Subscriber’s workflow clearly outlines for Subscriber’s customers how the flow works and what to expect (Proof can help with this documentation upon request)
• ​Business goals agreed upon with the Subscriber’s executive stakeholders during the Architecture Discovery and Planning Phase are achieved

Prerequisites and Assumptions

For the Implementation Service to be successful, the following prerequisites and assumptions are made:

• ​Subscriber will have a pre-production environment replicating production, with the ability to generate a load representative of the load in production
• ​Subscriber agrees to commit application architects and other application subject matter experts responsible for the applications to work with Proof Solution Engineering for the duration of the engagement
• ​Subscriber agrees to commit the appropriate technical resources for the duration of the delivery engagement, including the technical resources with administrator access to all systems potentially involved in the workflow
• ​Subscriber agrees to assign a Technical Project Manager to be the point person to work with Proof Solution Engineering and help coordinate the delivery of activities
• ​Subscriber agrees to attend regular status review meetings with Proof Solution Engineering, as needed
• ​Up to 10% of consulting time may be utilized towards project management with the Implementation Service. Additional consulting hours may be utilized towards project management, as needed.
• ​Hours not used within one hundred and eighty (180) days following the date of the full execution of the Order Form with which this Implementation Service Description is associated will expire without the right of a refund

Warranty

The Implementation Service will be performed in a professional and workmanlike manner. The Proof Solution Engineering team operates and provides services during Business Hours using commercially reasonable efforts to resolve any issues related to the objectives outlined in this Implementation Service Description. For the avoidance of doubt, Proof and the Solution Engineering team do not make any guarantees or warranty as to the results that may be obtained upon the completion of this Implementation Service engagement or from Subscriber’s use of the Implementation Service.

Ownership

Except for the rights expressly granted under this Implementation Service Description, Proof retains all right, title, and interest in and to the Implementation Service, including all related intellectual property rights. Proof will own all rights, title, and interest in any work product produced as part of the Implementation Service ("Work Product"), including all intellectual property rights. Proof grants to Subscriber a worldwide, non-exclusive, non-transferable, non-sublicensable right to use the Work Product solely for Subscriber’s internal business purpose and solely with the Implementation Service separately licensed.

Incident Priority Levels and Resolution

Priority Level 1: Critical Business Impact

• ​The Incident seriously affects the functionality of the Services (or component thereof) and cannot be circumvented such that most of the significant functionality of the Services (or component thereof) is available.

Priority Level 2: Significant Business Impact

• ​The Incident partially affects the functionality of the Services (or component thereof), but can be circumvented so that most of the significant functionality of the Services (or component thereof) is available.

Priority Level 3: Minimal Business Impact

• ​The Incident can be circumvented such that the Services (or component thereof) can be used with only slight inconvenience. The problem can be considered insignificant and has no significant effect on the usability of the Services (or component thereof).

Conditions for Closure of Help-Desk Ticket

• ​Level 1: The Incident is considered resolved and closed when an Incident Resolution has been fully implemented.
• ​Level 2: The Incident is considered resolved and closed when an Incident Resolution has been fully implemented.
• ​Level 3: The Incident is considered resolved and closed when one of the following occurs: (i) an Incident Resolution has been fully implemented, or (ii) 10 business days have elapsed since Proof’s communication of the information that Proof reasonably believes will resolve the Incident (communicated by email to Subscriber’s designated contact for such Incident), and Subscriber has not responded to Proof. The Incident can be reopened later if it has not been resolved.

On-Demand Notary and Platform Availability Credits

Cumulative On-Demand Notary Availability Downtime (per calendar month)

• ​Up to 240 minutes: No On-Demand Notary Downtime Credit
• ​241-360 minutes: 1%
• ​361-480 minutes: 3%
• ​481-600 minutes: 5%
• ​601 minutes or greater: 7%

Platform Availability Percentage (per calendar month)

• ​99.9% or higher: No Platform Downtime Credit
• ​97% - 99.9%: 1%
• ​95% - 97%: 3%
• ​93% - 95%: 5%
• ​Below 93%: 7%

Incident Priority Response Times

Personal Information Categories, Sources, Purposes, Recipients, and Retention

• ​

  Personal Identifiers: Collected directly and indirectly from users, notaries, data analytics providers, and others. Used to provide services, communicate, secure environment, verify, improve, advertise, and for legal obligations. Shared with affiliates, service providers, and others. Retained for the duration of the business relationship plus any legally required period.

• ​

  California Customer Records Personal Information: Collected directly and indirectly from users and other sources. Used for service provision, communication, security, verification, improvement, advertising, and legal obligations. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.

• ​

  Characteristics of Protected Classifications: Collected directly and indirectly. Used for service provision, communication, security, verification, improvement, advertising, and legal obligations. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.

• ​

  Commercial Information: Collected directly and indirectly. Used for service provision, communication, security, verification, improvement, advertising, legal obligations, and transaction records. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.

• ​

  Biometric Information: Collected directly and indirectly. Used for service provision, communication, security, verification, improvement, legal obligations, and transaction records. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.

• ​

  Internet and Other Electronic Network Activity Information: Collected indirectly. Used for service provision, security, fraud prevention, verification, improvement, advertising, and analytics. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.

• ​

  Geolocation Data: Collected indirectly. Used for service provision, security, verification, improvement, advertising. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.

• ​

  Sensory Data: Collected directly and indirectly. Used for service provision, communication, security, verification, improvement, legal obligations, and transaction records. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.

• ​

  Professional or Employment-Related Information: Collected directly and indirectly. Used for service provision, communication, security, verification, improvement, advertising, and application processing. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period. For job applicants, up to 7 years for non-hired applicants.

• ​

  Non-public Education Information: For job applicants, collected directly and via recruiting software and background check providers. Used for application processing. Shared with affiliates and background screening companies. Retained up to 7 years for non-hired applicants.

• ​

  Inferences Drawn from Information: Collected indirectly. Used for service provision, advertising, analytics, and improvement. Shared with affiliates and service providers. Retained for the duration of the business relationship plus any legally required period.