Statement of Work - Onboarding & Adoption

This Statement of Work (this “SOW”) is entered into and governed by the Master Subscription Agreement, Subscription Terms, or other similar written agreement (the “Agreement”), by and between Customer (“Customer”), and Harness Inc. (“Harness”). This SOW, the Order Form or similar document through which Customer has ordered the Professional Services and the Agreement constitute the complete agreement regarding the Professional Services provided by Harness under this SOW. 

Any defined terms not specifically defined herein shall have the meaning given to them in the Agreement.

1. DEFINITIONS

“Adoption” means Professional Services designed to enhance adoption of the Harness Platform among Customer’s Users beyond the initial onboarding use cases by providing strategic and tactical guidance on using and operating the applicable Harness Platform Module(s) purchased, under an Order Form, as detailed for each Module in the Module Appendix.

“Business Day” means any weekday, Monday through Friday, for 8 hours, falling between 9:00 A.M. and 5:00 P.M. in the time zone of the Harness implementation engineering team, excluding holidays and weekends, unless otherwise agreed in writing by the parties.

“Harness Solutions Factory” means the automation framework leveraging a set of Harness Platform Modules as specified in the Module Appendix that Customer may elect to use upon agreement with Harness documented in writing to facilitate industry best practices and scale Customer’s use of the Harness Platform Modules purchased by Customer under an Order Form.

“Implementation Design Document” means a document provided to the Customer within 5 Business Days of the completion of the Project Initiation Phase which shall contain the following, as appropriate: 

• a high level installation architecture and design for the applicable Module;
• the required Customer software, infrastructure and personnel to support the Project;
• prioritized tasks and actions required by each Party;
• prerequisites/tasks to be completed by the Customer before sprints can begin;
• an outline of Customer’s use cases for the applicable Module’s that are in scope of this SOW.

“Module Appendix” means the document describing the different Onboarding and Adoption Professional Services packages including the applicable objectives and target outcomes and limitations applicable to the Harness Solutions Factory, accessible at: https://www.harness.io/services/module-appendix.

“Onboarding” means the Professional Services designed to assist Customer with the implementation and deployment of the applicable Harness Platform Module, based on best practice, and appropriate use cases as detailed for each Module in the Module Appendix.

“Project” means the specific set of Onboarding and/or Adoption activities and target outcomes,  including all tasks and respective responsibilities as specified in this SOW.

“Project Plan” means a unique portal within Harness’s project management software created by Harness during the Project Initiation Phase detailing the Project execution plan including (i) a Project timeline; (ii) key dates; (iii) task details for Harness and Customer; (iv) risks, issues and/or blockers that may impact the Project timeline and which will be available for Customer to access, view Project status, and track any tasks assigned to the Customer throughout the term of this SOW.

“Project Week” means 5 Business Days dedicated to facilitating the execution of the Project. 

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2. PROFESSIONAL SERVICES DELIVERY MODEL

Harness will provide subject matter experts to work collaboratively with Customer’s technical champions using a "We Guide, You Drive" model. This model has been proven highly effective for similar engagements and offers significant advantages for Customer:

• Faster Time-to-Value: Customer technical champions gain hands-on experience immediately, accelerating their ability to manage and use the applicable Module effectively after the Project concludes.
• Enhanced Knowledge Transfer: By having Customer technical champions perform the Project activities with Harness’s guidance, knowledge transfer happens organically throughout the Project term. This builds deep expertise within the Customer’s personnel and minimizes dependency on external resources.
• Streamlined Engagement: This model eliminates time-consuming onboarding processes such as system access provisioning, security clearances, VPN setup, and hardware allocation that add no direct value to the Project target outcomes.

Project work will be conducted through:

• Synchronous Work Sessions (Virtual Meetings): Live interactive sessions where Harness experts guide Customer technical champions through Project tasks, provide real-time feedback, and address questions.
• Asynchronous Work Periods: Between synchronous sessions, Harness experts will:
  
  • Research optimal approaches for Customer’s specific use cases;
  • Generate code snippets and configuration templates;
  • Prepare documentation and reference materials;
  • Develop demonstration scenarios;
  • Troubleshoot technical challenges; and
  • Create architecture and design documents.
• Participation in Customer Ceremonies: Where appropriate, Harness will join Customer's regular ceremonies (sprint planning, reviews, etc.) to ensure alignment with Customer’s internal processes.

All SOW Materials (as defined in section 4 below) created by Harness as part of the Project will be provided during synchronous sessions or via agreed communication channels.

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3. PROJECT INITIATION PHASE; PROJECT ACTIVITIES IN SCOPE; PROJECT WEEK DETAILS & TIMELINES
   
   1. Project Initiation Phase. The Project begins with an initiation phase (the “Project Initiation Phase”) that includes the kick-off meeting and Customer use case discovery workshops which will be scheduled by the Harness team taking into account Customer’s preferred schedule. The intent of the Project Initiation Phase is to (i) introduce and align Customer’s  stakeholders, decision makers, engineers and the Harness Project team; (ii) establish a clear understanding of the scope of the Professional Services under this SOW; (iii) determine key technical resources and Customer prerequisites needed from the Customer; (iv) perform discovery and design review with the Customer; and (v) align on the general ways of working during the Project. The Project Initiation Phase shall result in the Harness providing Customer with the Implementation Design Document and Project Plan.
   2. Project Activities in Scope. Harness will perform the Onboarding and/or Adoption Professional Services activities listed below in accordance with the package level purchased by Customer under the applicable Order Form and the Module Appendix. 

Project Week Details & Timelines. Harness will provide a team of subject matter experts who will work with the Customer during the SOW term in order to deliver the Project as described in this SOW. Additionally, Harness will schedule a series of working sessions with the Customer during each Project Week. The goal of these working sessions is to provide an opportunity for live collaboration between the parties’ engineering teams. Each working session will focus on completing tasks for the then-current Project Week, and will not exceed (i) three (3) hours in duration per Business Day, and (ii) three (3) working sessions in a given Project Week. The Customer’s Project participants should expect to perform follow-on tasks and actions from the live working sessions, and these action items will need to be completed prior to the next live session as part of the overall Project Week in order for the Project Week to move forward. Customer shall schedule and commit its personnel as appropriate to meet the Project Week schedule, and to support Harness in its delivery of the Project pursuant to the Project Plan. Customer commitment of its team members is essential to completing the Project in a timely manner.

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4. LICENSE

Subject to Customer’s payment in full of all fees due under the relevant Order Form, Harness grants Customer a limited, non-exclusive, non-transferable and non-sublicensable right and license to use the Implementation Design Document, Project Plan and any snippets or other documentation provided by Harness to Customer in performing the Professional Services under this SOW (collectively “SOW Materials”) under this SOW during the applicable Order Form Term in connection with Customer’s use of the applicable Module.  For the avoidance of doubt any Customer Confidential Information contained in the SOW Materials shall remain the sole and exclusive property of Customer. To the extent Customer uses the Harness Solutions Factory, the additional limited license in the Module Appendix applies.

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5. RESPONSIBILITIES, LIMITATIONS/EXCLUSIONS 
   
   1. Customer Responsibilities. Harness’s ability to deliver the Professional Services under this SOW is dependent upon Customer’s full and timely cooperation with Harness, as well as the accuracy and completeness of any information and data Customer provides to Harness. Customer is responsible for delays and any additional costs caused by Customer’s failure to comply with the responsibilities detailed in this section. Customer will:
      
      • complete the Customer prerequisites set forth in the Implementation Design Document; 
      • provide all requested contact information for the Customer’s key business leaders and stakeholders required for Harness to provide the Professional Services;
      • coordinate communications with, provide contacts for and manage all participating third parties (including any contractors, service providers, consultants or suppliers); 
      • provide appropriate technical resources to work collaboratively with Harness, including assigning designated subject matter expert(s) from Customer’s staff who, on Customer’s behalf, will grant all approvals, provide information, make decisions, attend meetings, and otherwise be available to assist Harness in facilitating the delivery of the Professional Services;
      • deliver timely responses to requests for information, technical questions and requested decisions pertaining to the Project;
      • assign a designated project manager to facilitate the Project delivery in accordance with the Project Plan;
      • facilitate connections or provide timely access to systems, information, and personnel necessary for Harness to perform the Professional Services.
      • ensure the availability of all hardware, firmware, and software required to deliver the Professional Services and provide network access to integrate with required tooling and systems; and
      • (if applicable) provide reasonable access and working space at the site  as Harness may request.
   2. Harness Responsibilities. Harness is responsible for providing the Professional Services. Where Harness is performing Professional Services on-site for a Customer, Harness personnel shall conduct themselves in accordance with the standard health, safety, and security policies of Customer applicable to its staff and or visitors generally, as long as such policies are provided to Harness in writing, in advance. Customer agrees to provide written notice to Harness of any applicable non-standard policies (for example, the requirement of security clearance) prior to executing an Order Form for the Professional Services. Harness may perform the Professional Services from locations and/or through use of its affiliates, partners, contractors, and subcontractors, worldwide, provided that Harness will be responsible for such parties in accordance with the Agreement.
   3. Limitations/Exclusions. Customer acknowledges and agrees that following limitations apply to this SOW:
      
      • The Project will be completed using only approved methods by Harness for generally available versions of the Module(s) in scope.
      • The agreed use cases in scope of this SOW will be “production-grade”; however it is the Customer's sole responsibility and prerogative to promote such use cases from a non-production environment to the Customer’s production environment.
      • Customer is responsible for any third party system integrations that are not supported by native integrations with the Harness Platform.  
      • The Professional Services will be delivered as a single, continuous workstream, as set forth in the Project Plan. Environments requiring multiple engagements, phases, or timelines that exceed the agreed Project Plan and Implementation Design Document are excluded from the scope of this SOW. If Customer requires additional scope, the parties must execute a Change Order or enter into a separate Order Form and Statement of Work.
      • Recording of meetings and working sessions is allowed as mutually agreed to. All Professional Services are provided remotely unless pre-approved travel arrangements are made with the Customer subject to Section 6.2 below.
      • Once the Project  is completed, Customer is responsible for maintaining any changes or improvements to any SOW Materials delivered under the SOW.
      • The following are expressly excluded from the scope of Professional Services provided under this SOW: (i) hardware provision, maintenance and repair; (ii) software provision, maintenance and upgrades; (iii) instructor-led training; (iv) operational runbooks or execution plans.
      • For the avoidance of doubt, Harness Support for the applicable Module(s) is provided in accordance with the Agreement and is not part of this SOW.
      • The Professional Services provided under this SOW are specific to the designated Module(s) licensed by Customer under the applicable Order Form, and do not include any consultation, guidance, or support for any other Modules(s), software, products, solutions or materials provided by Harness or third parties.
      • The Professional Services do not include:
        
        • any custom development or modifications to the Harness Platform core code or functionality; 
        • creation, delivery or support of custom-built modules or custom/bespoke extensions or features for a Module; or
        • assistance with integrations or features that are not supported by the Harness Platform.

6. FEES & EXPENSES
   
   1. Fees. Customer shall pay to Harness the fees for the Professional Services under this SOW in accordance with the applicable Order Form and the Agreement. All Professional Services under this SOW must be utilized in accordance with the Project Plan and in any case within the applicable Order Form Term or else they will be forfeited. Any changes in the Project activities in scope agreed under section 3 of this SOW as further specified in the Implementation Design Document and any work in excess of the agreed Project Plan will be subject to the change process under section 7.1.
   2. Expenses. Expenses are not included in the SOW fees set forth above. If any travel expenses are incurred with respect to the Project, Harness will invoice for travel expenses as incurred and monthly in arrears and Customer shall pay such invoices in accordance with the Agreement. For the avoidance of doubt, all travel expenses must be pre-approved by the Customer. The duration of visits requested by the Customer cannot exceed two (2) Business Days unless otherwise mutually agreed in writing.

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7. CHANGE PROCESS, ADDITIONAL PROFESSIONAL SERVICES
   
   1. Change Process. Either party may request a change to Professional Services or other elements of a SOW upon written notice to the other party (“Change Request”). Within a reasonable time of receipt of a Change Request, each party’s project leads will meet (virtually or in person) to discuss the Change Request. Harness will then prepare a change order describing proposed changes to the SOW, including any adjustments to the schedule, fees or expenses (a “Change Order”). Change Orders are not binding unless expressly agreed to in writing by both parties and may be subject to additional fees. If the parties are unable to agree on resolution of a Change Request, either party may commence an escalation process.  ‍
   2. Additional Professional Services. During an Order Form Term, Customer may purchase additional Professional Services packages for the relevant Module(s) at the then applicable Professional Services package price or as otherwise agreed between the parties.