State_of_Ohio_-_Ohio_Bureau_of_Workers_Compensation_Order_Schedule__SOW_2025-2026_24MAR2025F.pdf

Order Schedule – Americas –for use with OT EULA (v2.0), Apr 2014 Page 1 of 4

Order Schedule

This Order Schedule is effective as of the date of the last signature below (“Order Effective Date”), by and between Open Text Inc. (“OT”) and State of Ohio – Ohio Bureau of Workers Compensation. (“Licensee” or “Customer”).

Licensee Name: State of Ohio – Ohio Bureau of Workers Compensation Licensee Business Contact and Phone: Joe Lopez – joseph.L.1@bwc.ohio.gov – (614) 728-8019 Licensee Shipping Contact and Phone: Joe Lopez – joseph.L.1@bwc.ohio.gov – (614) 728-8019 Shipping Address: 30 W Spring Street., Columbus OH 43215 Billing Address: 30 W Spring Street., Columbus OH 43215 Authorized Site Address: 30 W Spring Street., Columbus OH 43215

Geographic Territories: The Software may be used in the following countries: United States

OpenText Software Licenses SKU QTY LICENSE

MODEL TERM LICENSE

FEE

EnCase Endpoint Investigator – License 1000063851 4,000 Client 12 months $23,811.32

EnCase Forensic Imager 1000048303 1 N/A 12 months $0.00

Endpoint Investigator SAFE 1000045497 1 N/A 12 months $0.00

Endpoint Investigator Snapshot 1000045433 1 N/A 12 months $0.00

Number of Endpoint Investigator NAS Examiners 1000045493 5 N/A 12 months $0.00

Endpoint Investigator Connection 1000045432 25 N/A 12 months $0.00

Endpoint Investigator NAS (Examiner/SAFE) Electronic Key 1000045563 1 N/A 12 months $0.00

EnCase Information Assurance – License 1000063853 4,000 Client 12 months $30,981.54

Information Assurance SAFE - Component 1000045492 1 N/A 12 months $0.00

EnCase Information Assurance Snapshot 1000045430 1 N/A 12 months $0.00

Number of Information Assurance NAS Examiners 1000045496 6 N/A 12 months $0.00

EnCase Information Assurance Connection 1000045429 30 N/A 12 months $0.00

Email Connector 1000045095 1 N/A 12 months $0.00

Document Connectors 1000045096 1 N/A 12 months $0.00

Information Assurance NAS (Examiner/AFE) Electronic Key 1000045558 1 N/A 12 months $0.00

Guidance Prime Protect 1000047413 1 N/A 12 months $0.00

Axcelerate - Investigation 1000052177 2 TB 12 months $29,736.40

Limited use MBIR for Axcelerate Investigation 1000066225 1 N/A 12 months $0.00

Axcelerate – Addon Review and Analysis 20 Additional named users 1000052183 1 User 12 months $42,076.87

Axcelerate – Review and Analysis (R&A) 1000052179 1 N/A 12 months $42,076.87

Mount Image Pro License Key 1000051417 1 N/A 12 months $0.00

Recommind Prime Protect 1000047447 1 N/A 12 months $0.00

Total Software License Fees:

Inclusive of 12 months of Open Text Prime Protect Support and Maintenance $168,683.00 mailto:joseph.L.1@bwc.ohio.gov mailto:joseph.L.1@bwc.ohio.gov

Order Schedule – Americas –for use with OT EULA (v2.0), Apr 2014 Page 2 of 4

The OpenText Software Licenses and Support set out in this Order Schedule and listed in the table above are governed by the End User License Agreement (“EULA”) between Licensee and OT, available at www.opentext.com/agreements Any changes to the EULA shall be negotiated between the parties and binding only upon the execution of a written amendment or addendum by both parties.

License Model Definitions: Unless otherwise provided for in the EULA, the definitions and descriptions for License Models identified in this Order Schedule are found in the version of the “License Model Schedule” located at www.opentext.com/agreements which is effective as of the Effective Date of this Order Schedule.

Support Terms: The provision of support and maintenance services by OT to the Licensee will be governed by the terms of the then-current version of the OT standard Software Maintenance Program Handbook (a copy of which is available at www.opentext.com/agreements or upon request).

Professional/Learning/Training Services SKU QTY FEE OpenText™ eDiscovery Professional Services – Hourly Consulting N/A 50 $13,700.00 EnCase – Hourly Consulting 1000047507 50 $18,300.00

Total Other Fees: $32,000.00

The Professional Services for OpenText™ eDiscovery products set out in this Order Schedule and listed in the table above will be provided pursuant to the OpenText Professional Services Agreement (“PSA”) and applicable SOW, attached here as Appendix A - Statement of Work. For your reference, the direct link to the PSA is here.

The Professional/Learning/Training Services for EnCase products set out in this Order Schedule and listed in the table above will be provided pursuant to the OpenText Cybersecurity Services Handbook (“Handbook”) and applicable SOW attached here as Appendix B – Statement of Work for the applicable services being purchased (available at www.opentext.com/agreements). For your reference, the direct link to the Handbook is here

Notes and Conditions:

Support shall commence from the date the Software is made available from OT to Licensee and continue for the next 12 months

Payment Terms: Net 30 Taxes: Not Included Shipping Information: FOB Shipping Point

Special Provisions Applicable to this Order Document:

The Software in this Order Schedule is licensed on a limited term basis, for a period of 12 months, commencing upon Delivery (“Term”)

Option to Renew:

Upon expiration of the original term, Licensee has the option to renew for one (1) additional one (1) year term (“Renewal “Period”) for the above listed software at the rate of $177,117.15. Please be advised that the price listed here is only inclusive of the License and its associated support, not Professional, Learning, Training Services. If any Professional and/or Learning services are renewed, those will be quoted at the then listed price.

Product Specific Terms:

The license model terms and limitations applicable to the Software: EnCase Endpoint Investigator – License (1000063851) are identical to those that apply to Software licensed under the Client License Model except as noted below.

1) “Client” means any personal computer, workstation, laptop computer, desktop computer, netbook computer, tablet computer, smart phone, mobile communication device, point-of-sale device (such as a cash register), computer used as a scanning station, device running on an operating system compatible with the Encase Endpoint Investigator agent as further described in the Documentation, server or other similar computer or device (physical or virtual).

2) “Internal Network” means a private, proprietary computer network resource (physical or virtual) utilizing Clients established and maintained by Licensee, or owned, leased or otherwise controlled by Licensee or its Affiliates, excluding any portions of the Internet or any other network community open to the public.

3) Licensee must purchase and allocate a Software License for any Client on Licensee’s Internal Network on which any component of the Software can be accessed, deployed, loaded or executed on Licensee’s and its Affiliates’ Internal Network (regardless of whether the Client is accessed, used or deployed by the Software).

4) A Software License may be re-allocated to another Client in the event that the Client is permanently removed from Licensee’s Internal Network. Examples in which the Client may be permanently removed include, but are not limited to, hardware failure, employee turnover, or any other occurrence causing a Client to be permanently taken out of service.

5) At least ninety (90) days prior to the expiration of: (a) the first anniversary of the date that a Transaction Document has been accepted by OT (“Effective Date”); and (b) each subsequent anniversary thereafter, Licensee shall provide OT with a Client information statement (a copy of which is available upon request).

http://www.opentext.com/agreements http://www.opentext.com/agreements http://www.opentext.com/agreements https://www.opentext.com/assets/documents/en-US/pdf/opentext-professional-services-agreement-en.pdf http://www.opentext.com/agreements https://www.opentext.com/assets/documents/en-US/pdf/opentext-cybersecurity-services-handbook-en.pdf

Order Schedule – Americas –for use with OT EULA (v2.0), Apr 2014 Page 3 of 4

The license model terms and limitations applicable to the Software: EnCase Information Assurance – License (1000063853) are identical to those that apply to Software licensed under the Client License Model except as noted below.

1) “Client” means any personal computer, workstation, laptop computer, desktop computer, netbook computer, tablet computer, smart phone, mobile communication device, point-of-sale device (such as a cash register), computer used as a scanning station, device running on an operating system compatible with the Encase Endpoint Investigator agent as further described in the Documentation, server or other similar computer or device (physical or virtual).

2) “Internal Network” means a private, proprietary computer network resource (physical or virtual) utilizing Clients established and maintained by Licensee, or owned, leased or otherwise controlled by Licensee or its Affiliates, excluding any portions of the Internet or any other network community open to the public.

3) Licensee must purchase and allocate a Software License for any Client on Licensee’s Internal Network on which any component of the Software can be accessed, deployed, loaded or executed on Licensee’s and its Affiliates’ Internal Network (regardless of whether the Client is accessed, used or deployed by the Software).

4) A Software License may be re-allocated to another Client in the event that the Client is permanently removed from Licensee’s Internal Network. Examples in which the Client may be permanently removed include, but are not limited to, hardware failure, employee turnover, or any other occurrence causing a Client to be permanently taken out of service

5) At least ninety (90) days prior to the expiration of: (a) the first anniversary of the date that a Transaction Document has been accepted by OT (“Effective Date”); and (b) each subsequent anniversary thereafter, Licensee shall provide OT with a Client information statement (a copy of which is available upon request).

Axcelerate – Investigation The license model terms and limitations applicable to Axcelerate – Investigation (1000052177) are as follows: 1) The uncompressed volume of data managed by the Software and associated modules, in Terabytes, as measured by the Software and reported as described in the Documentation, cannot exceed the number of duly licensed Software Licenses. 2) Capacity reclaimed due to purging of managed data as described in the Documentation can be reused for additional data. 3) Product usage:

(a) for corporate licensees: Axcelerate – Investigation may be used only with respect to Licensee’s own internal investigations and matters; or (b) for law firm licensees: Axcelerate – Investigation may be used only with respect to Licensee providing legal services to its clients, as well as Licensee’s own internal investigations and matters. 4) Review and Analysis projects may not be created, and Review and Analysis functionality may not be used without being duly licensed for such functionality. Use of such functionality requires the appropriate Software License.

Axcelerate – Addon Review and Analysis 20 Additional named users The license model terms and limitations applicable to Axcelerate – Addon Review and Analysis 20 Additional named users (1000052183) are identical to those that apply to Software licensed under the Standard Named User License Model except as noted below. 1) This is an add on SKU. Licensee must also be duly licensed for Axcelerate – Review and Analysis (R &A) (1000052179). 2) Licensee may only allocate Software Licenses to employees or contractors of the Licensee or its Affiliates, or if Licensee is a law firm to its clients and employees or contractors of Licensee’s clients.

Axcelerate – Review and Analysis (R&A) The license model terms and limitations applicable to Axcelerate – Review and Analysis (R&A) (1000052179) are identical to those that apply to Software licensed under the Standard Named User License Model except as noted below. 1) This is an add on SKU.

Licensee must also be duly licensed for Axcelerate – Investigation (TBD1). For the avoidance of doubt, data managed in Axcelerate

– Review and Analysis (R&A) (1000052179) counts toward the total capacity for Axcelerate – Investigation (1000052177). 2) This SKU allows up to five (5) Standard Named Users to be authorized to access the Software. Axcelerate – Addon Review and Analysis 20 Additional named users (1000052183) or Axcelerate – Addon Review and Analysis 5 Additional named users (1000052185) Software Licenses are required for additional users. 3) Product usage: (a) for corporate licensees: Axcelerate – Review and Analysis (R &A) may be used only with respect to Licensee’s own internal investigations and matters; or (b) for law firm licensees:

Axcelerate – Review and Analysis (R&A) may be used only with respect to Licensee providing legal services to its clients, as well as Licensee’s own internal investigations and matters. 4) Licensee may only allocate Software Licenses to employees or contractors of the Licensee or its Affiliates, or if Licensee is a law firm to its clients and employees or contractors of Licensee’s clients.

Limited use MBIR for Axcelerate Investigation "The Limited Use iHub for Axcelerate (1000066225) (""Limited Use iHub for Axcelerate"") is a Limited Use Software License which is subject to the following restrictions: 1) Limited Use iHub for Axcelerate is a bundle composed of the following products with the specified license model, which may only be used with Axcelerate Investigation (1000052177) (""Axcelerate Investigation""). The quantity specified is the maximum allowed per Licensee, regardless of the number of Software Licenses granted which include Limited Use iHub for Axcelerate, and components a through d below are further limited to installation in a single Production Cluster.

a. iHub Platform CPU Core (1000016672) Qty 4 Actuate CPU Core b. Dashboards for iHub CPU Core (1000016100) Qty 4 Actuate CPU Core c. Interactive Viewer for iHub CPU Core (1000016044) Qty 4 Actuate CPU Core d. Report Studio for iHub CPU Core (1000016075) Qty 4 Actuate CPU Core e. BIRT Designer Professional Named Developer (1000014915) Qty 5 Actuate Named Developer 2) Data sources for Limited Use iHub for Axcelerate are limited to: a. Data produced by the runtime execution environments of Axcelerate Investigation (1000052177) and Axcelerate – Review and Analysis (R&A) (1000052179), and stored in the Axcelerate indices and associated databases.(Any data not stored in Axcelerate indices and associated databases may not be used or accessed by the Limited Use iHub for Axcelerate and may only be accessed with a separate full use iHub Software License.) b. Connecting to any other data source is not permitted. 3) Any use in excess of these restrictions requires the purchase of the appropriate full use Software License."

Order Schedule – Americas –for use with OT EULA (v2.0), Apr 2014 Page 4 of 4

Summary of Charges:

Software Licenses and Support: $168,683.00

Professional/Learning/Training Services: $32,000.00 Grand Total (before taxes): $200,683.00

All other terms and conditions of this Order Schedule and the EULA shall remain in full force and effect.

OT: OPEN TEXT, INC. Licensee/Customer: STATE OF OHIO – OHIO BUREAU

OF WORKERS COMPENSATION

Name: ________________________________ Name: ________________________________

Title: _________________________________ Title: _________________________________

Date: _________________________________ Date: _________________________________

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Statement of Work for Professional Services

Customer:

State of Ohio - Ohio Bureau of Workers Compensation

Project:

Ohio BWC OpenText™ eDiscovery Professional Services

Appendix A

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OFFER EXPIRES: 30 April 2025

This Statement of Work for Professional Services (the “SOW”) is entered into by and between Open Text Inc. (“OT”) and State of Ohio - Ohio Bureau of Workers Compensation (“Customer”).

The effective date of this SOW (the “SOW Effective Date”) shall be the date of the last signature set forth below.

This SOW shall be incorporated into and governed by:

(i) the Professional Services Agreement entered into between OT and Customer; and

(ii) where applicable, the Cybersecurity Services Handbook, which can be accessed at https://opentext.com/agreements;

(collectively, herein called the “PSA” or the “Agreement”).

1. Introduction.

1.1 This SOW is for the provision of OT Professional Services (the “Services”) on a time and materials basis for the following project (the “Project”): OpenText™ (OT) eDiscovery Professional Services.

1.2 Pricing provided in this SOW will remain in effect until the “Offer Expires” date set forth above. Prior to execution by both parties, OT reserves the right to make changes in specifications and other information contained in this SOW.

1.3 In the event of any conflict or inconsistency between the PSA and this SOW, this SOW will prevail.

2. High Level Objectives.

2.1 The following are the Customer “High Level Objectives” for the Project.

2.1.1 OT eDiscovery QA Upgrade to the latest release

2.1.2 OT eDiscovery Production upgrade to the latest release

3. Project scope.

3.1 Please note that associated services estimates are based upon OT Services delivery of projects similar in nature.

Detailed requirements specific to Customer, determined through the delivery of Services, may result in changes to deliverables and/or effort estimates. Any change in the anticipated scope, tasks or deliverables will be mutually agreed upon by the parties in writing prior to initiating the change, following OT’s standard Project Change Request Process.

3.2 The manner and means used by OT to perform the Services are in the sole discretion and control of OT. OT may make use of its global affiliates, distributors, service representatives and subcontractors to perform any of its obligations under this Agreement, but OT will remain responsible for the performance of its global affiliates, distributors, service representatives, and subcontractors.

3.3 In consideration of the High Level Objectives above, Customer will engage OT for a period estimated as up to one year for this Project.

4. In-scope approach and deliverables. As further definition of the scope of the Project, the following in-scope activities are included in the Project. OT proposes the following approach to the Project, aligning with OT’s global project delivery method.

4.1 Project management. This consists of any in-scope activities and deliverables associated with Project governance.

4.1.1 Create Work Breakdown Structure of tasks to be delivered by the OT project delivery team.

4.1.2 Provide Inputs into the customer project plan development.

https://opentext.com/agreements

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4.1.3 Manage Resource scheduling and any rescheduling requirements.

4.1.4 Attend customer project meetings.

4.1.5 Produce Budget burn reporting.

4.1.6 Deliver weekly highlight reports to communicate status of delivery of the agreed OT deliverables.

4.1.7 Handle change management for OT deliverables

4.2 Services. This provides the OT eDiscovery Professional Services that are in-scope for this Project.

4.2.1 One OT eDiscovery QA upgrade.

4.2.2 One OT eDiscovery Production upgrade.

5. Out of scope. The following outlines what is not considered in the scope of the Project:

5.1 Out of scope activities.

5.1.1 Additional environments outside of QA and Production.

5.1.2 OT eDiscovery Professional Services outside of the upgrade tasks

6. Services assumptions. The following assumptions can affect the level of effort or period of performance required to complete the tasks identified within the “In-scope approach and deliverables” Section of this SOW. In the event the information provided to OT to quote the fees and schedule for this Project are incomplete and/or misleading, continuation of the Project shall be subject to the parties mutually agreeing on changes to the Project fees and schedule set forth in this SOW.

6.1 Work will begin when the executed SOW and the related purchase order, if one is required, have been received from the Customer and at the earliest possible date at which OT and Customer resources are available or as otherwise agreed to.

6.2 OT and Customer agree to cooperate in good faith to complete the Services and Deliverables in a timely and professional manner. Customer understands and agrees that OT’s ability to provide the Services and Deliverables is dependent upon the active participation of, access to, and provision of, the appropriate Customer resources as may be required by OT and assigned by Customer during the performance of this engagement.

6.3 There are no deliverables beyond what is listed in this SOW. Acceptance is based on OT completing the deliverables stated and acceptance is assumed 5 business days after work is performed unless Customer communicates any issues back to OT during this timeframe.

6.4 OT will provide resources as stated in the “In-scope approach and deliverables” Section of this SOW for this Project. Other OT resources may be called upon, as mutually agreed upon by OT and the Customer, for specific expertise and Customer acknowledges these services will be invoiced at the applicable rate as set forth in the OT Professional Services Standard Price List.

6.5 OT Resources will be scheduled on a business hours basis, Monday to Friday, except public holidays (“Regular Business Hours”).

6.6 If OT and Customer agree to work outside Regular Business Hours, OT will apply a 50% surcharge (i.e., 150% of OT’s normal rate) on weekdays, and a 100% surcharge (i.e. 200% of OT’s normal rate) on weekends and public holidays.

6.7 Work will occur at OT locations, or at alternate locations as mutually agreed to by OT and Customer. (Note: See Travel & Expense for all work outside OT facilities).

6.8 All deliverables pertain specifically to OT eDiscovery (“Software”). Any services required to upgrade or downgrade to different versions are not included unless specified within the Scope of this SOW.

6.9 Customer will provide and configure fully functional environments for Software according to the applicable system requirements outlined by the Software’s documentation. Customer will provide for the following environments: QA and Production.

6.10 Additionally, the following configurations and third party software installation must be completed by Customer:

MS Office, Windows OS, additional recommendations to be provided during the planning phase.

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6.11 OT will only provide knowledge transfer as specifically mentioned in the Scope of this SOW.

6.12 The language for all deliverables and communication will be English. Other languages may be used as agreed by both parties from time to time.

6.13 As applicable, all deliverables will be provided to Customer on OT's document templates under the following file format and the mediums: Links to OpenText web addresses, or PDF files.

7. Project Change Request process. In the event a change in scope is requested during the delivery of this service, the following change control process will be used.

7.1 A written description of the changes (“Change Request”) will be prepared jointly by Customer and OT.

7.2 The Change Request will describe the change, the rationale for the change, and specify any change in the charges, estimated schedule, or other terms.

7.3 The Change Request shall indicate the detailed cost and any impact of the change request upon the planned deliverables and their respective timelines.

7.4 Both Customer and OT must sign the Change Request to authorize implementation of proposed changes.

7.5 The terms of a mutually agreed upon Change Request will prevail over those of this SOW or any previous Change Request.

8. Term and termination.

8.1 Term. The SOW Term shall begin on the SOW Effective Date and continue until the earlier of: (i) the completion of the Project described herein; or (ii) the SOW is terminated as set forth in Section 8.2 below.

8.2 Termination.

8.2.1 This SOW may be terminated in the event of a default as defined under the PSA.

8.2.2 In the event the PSA is terminated, the terms and conditions of the PSA shall remain in effect for purposes of this SOW until this SOW is terminated as set forth in this Section and subject to any continuing terms of the

PSA.

8.2.3 In the event the PSA includes any termination for convenience clause, such clause shall not apply to this

SOW.

8.3 Effects of termination. Upon termination of this SOW: (i) OT shall cease to perform the affected Services; (ii) OT may immediately invoice and Customer shall immediately pay all accrued Service Fees, Expenses and Applicable Taxes owed under the terminated SOW; and (iii) each party shall, upon written request, destroy or promptly return to the other party the other party’s Confidential Information relating to this SOW, except to the extent that such Confidential Information may be retained by a party for purposes of performing its obligations under the PSA and/or any other SOW(s) that remain in effect.

9. Services fees, expenses and payment schedule.

9.1 Time & Materials (“T&M”). “T&M” means that Services Fees will be calculated, invoiced and paid according to the following.

9.1.1 Customer acknowledges that this is a non-binding estimate and agrees to pay the hours actually performed by OT. Invoices and payments for Services rendered shall follow the requirements of the terms and conditions of this SOW. Invoices shall be sent to the attention of Customer’s Contact Person as specified below under contact information.

9.1.2 Services Fees will be calculated by multiplying the number of hours/days worked by OT in respect of the Services by the applicable hourly/daily rate set forth in the applicable SOW, subject to any additional conditions as described in the SOW (for example, changes in rates for work on weekends or outside of normal business hours).

9.1.3 Unless otherwise specified in the SOW, milestones and acceptance criteria in the applicable SOW shall only be used for Project management purposes, and shall not affect OT’s ability to invoice the Customer or Customer’s obligation to pay.

9.1.4 Invoices and payments for Services rendered shall follow the requirements of the terms and conditions of this SOW. Invoices shall be sent to the attention of Customer’s Contact Person as specified below under contact information. Invoices will be issued based on the following fee schedule.

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9.1.5 Customer is obligated to pay for completed Services as invoiced, regardless of whether all Services referenced under the SOW have been completed.

9.1.6 In the event any fees are referenced as payable upon a milestone at a defined date, and the milestone completion has been delayed, such fees shall be deemed payable upon such date unless the applicable delay is solely caused by OT.

9.1.7 In the event that the Services as set forth in this SOW are put on hold by Customer, these Services will be deemed completed and accepted at the earlier of (i) the end of the applicable Project time period defined herein;

or (b) the end of the then current 12 month period beginning on the Effective Date of this SOW or applicable anniversary thereof, unless otherwise mutually agreed in writing by the parties. Upon such Services being deemed completed: (i) the results of the applicable Project shall be deemed accepted; and (ii) the applicable Project fees and charges shall be due and payable.

9.1.8 Any reference to “total estimated services fees and expenses”, “total fee”, “maximum fee”, “fee quote” or “quoted fee” (or other similar phrases) are a good faith estimate of the aggregate Services Fees which is provided for planning and budgeting purposes only and shall not be interpreted to mean that all of the Services will be provided for an aggregate Services Fee equal to or less than such estimate.

9.1.9 T&M Fee Schedule.

A. All rates listed below are in the following currency: US Dollars

B. All Units shown below are stated in hours.

C. Services Fees and Expenses.

Description Rate

(USD)

Estimated Hours Estimated Fees (USD)

OT eDiscovery Professional Services $274 50 $13,700

Total Estimated Fees 50 $13,700

9.2 Expiry Date. 365 days from the SOW Effective Date.

9.3 Initial deposit. Upon the SOW Effective Date, OT shall invoice Customer an initial deposit of fifteen percent (15%) of the Total Estimated Services Fees set forth above.

9.4 Expenses. Customer shall reimburse OT for reasonable and documented travel, lodging and meals directly associated with the performance of Services under this SOW (the “Expenses”).

9.5 Applicable taxes. As set forth in the PSA, Customer is responsible for taxes associated with invoiced services unless Customer is tax exempt and has provided OT with a Tax Exemption Form.

9.6 Travel time. In the event OT personnel Customer travel in the course of the performance of the Services, Customer shall pay OT for the related travel time of such OT personnel in either (i) a minimum of a one-half (1/2) day (4 hour) increments, or (ii) full day (8 hour increments), at the rates set forth above.

9.7 Currency conversion. Travel expenses incurred in a foreign currency will be converted to the invoice currency at an exchange rate calculated based on the average exchange rate for the month in which the expense was incurred and rounded to the nearest two decimal places.

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9.8

10. Contact information.

OT Customer OT Contact Person:

Name: Michael Lehoux

Title: Lead Strategy Consultant

Phone: 860-625-0863

Email: mlx@opentext.com

Customer Contact Person:

Name: Joseph Lopez

Title: Assistant Director, Special Investigations Department Employee Safety & Integrity Unit

Phone: 614-728-8019

Email: Joseph.L.1@bwc.ohio.gov

11. Customer purchase order information. The following information concerns Customer’s purchase order.

Customer MUST SELECT one of the following boxes:

☐ A purchase order has been provided to OT as of execution of this SOW.

☐ A purchase order will be issued within 30 days from the execution of this SOW. Customer understands that work will not begin until the purchase order is received by OT (See Services assumptions).

Customer does not require a purchase order for the Services ordered hereto.

OT must include the following reference # on OT’s invoice. If no reference # applies, enter N/A.

Purchase order number: (Enter the PO number. If no PO number, enter N/A).

Purchase order Hard Copy: Please Select

If a purchase order will not be issued, complete the following information:

Customer BILL TO: (Address to where invoices will be sent.)

Contact Name:

Street Address:

City:

State/Province:

Zip/Postal Code:

Email Address:

Phone Number:

Customer SHIP TO: (Address of Customer location receiving the Services.)

Contact Name:

Street Address:

City:

State/Province:

Zip/Postal Code:

Email Address:

Phone Number:

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12. Customer tax Information.

Customer MUST SELECT one of the following boxes:

Customer is exempt and the Tax Exemption Certificate is provided to OT as of execution of this SOW.

NOTE: For tax exemption to apply, the Tax Exemption Certificate must include and match the BILL TO Account Name and SHIP TO State set forth above.

☐ Customer is non-exempt.

Insert Customer TAX ID / VAT Number (as applicable):

13. Entire agreement; amendment; waiver. The SOW, together with the Agreement and each schedule, change order, amendment or addendum to this SOW agreed upon by the parties, represents the entire agreement of the parties, and supersedes any prior or current understandings, whether written or oral with respect to the subject matter of this SOW.

It is expressly agreed that if Customer issues a purchase order or other document in connection with this SOW, such document will be deemed to be for Customer’s internal administrative convenience only, any provisions contained therein shall not amend or be used in interpreting this SOW or the Agreement, and not providing a purchase order does not relieve Customer from the responsibility to make timely payments as set forth in this SOW and the Agreement. Any amendment of this SOW must be in writing and signed by both parties. Neither party will be deemed to have waived any of its rights under this SOW or the Agreement by lapse of time or by any statement other than by a written waiver signed by a duly authorized representative. No waiver constitutes a waiver of any prior or subsequent breach. Section headings are for convenience only and will not be construed as a part of this SOW or this Agreement.

This SOW is not binding on OT until signed by an authorized representative of OT. If signed first by OT, such OT signature is void if Customer does not sign and return this SOW to OT by the earlier of (i) the OFFER EXPIRES date set forth above, or (ii) within 30 days of the date of the OT signature.

OT and Customer hereby agree to the terms and conditions of this SOW by having an authorized representative sign their name in the space provided below.

Open Text Inc. State of Ohio - Ohio Bureau of Workers Compensation

Signature: Signature:

Print Name: Print Name:

Title: Title:

Date: Date:

The remainder of this page intentionally left blank.

Statement of Work

Appendix B

Statement of Work – Stand Alone (v2021-01a) Page 2 of 7

Statement of Work

This Statement of Work (this “SOW”), dated ______________________, (the “Effective Date”), is by and between the Open Text entity (“OT”) and the Customer entity (“Customer”) identified in the signature block below, respectively. This SOW shall be incorporated into and become a part of either a previously agreed-to professional services agreement between Customer and OT, if indicated in Schedule A or in the absence of such an agreement, the OT online Professional Services Agreement found at https://opentext.com/agreements (as applicable, the “PSA”). If there is a conflict between the terms of this SOW and the PSA, this SOW will govern over the PSA to the extent of the conflict. All Schedules attached hereto are made a part hereof and incorporated herein. This SOW defines the professional services (“Services”) to be delivered by OT to Customer, which are described in more detail on Schedule A, and the fees to be paid by Customer to OT in exchange for the Services, which are set forth in detail on Schedule B.

I. SCOPE OF SERVICES

The scope (“Scope”) of the Services is limited to performing the tasks expressly described on Schedule A. Any tasks requested by Customer not expressly described on Schedule A as being within the Scope will only be performed by OT pursuant to a mutually agreed Change Order as set forth in Section VI.

II. PERFORMANCE SCHEDULE; ALLOCATED OT RESOURCES

Services to be performed hereunder will not be scheduled or performed prior to OT’s receipt of a fully executed copy of this SOW, and if applicable, the PSA. Unless otherwise agreed in writing between OT and Client, OT will begin performing the Services on, and estimates that performance will be completed by, the dates set forth on Schedule A (“Performance Schedule”). OT requires Customer’s confirmation of this Performance Schedule at least ten (10) days prior to commencement of remote Services, at least ten (10) days prior to onsite Services of OT consultants within the continental U.S., and at least fifteen (15) days prior confirmation for international onsite Services. If Customer does not confirm the Performance Schedule within the prescribed periods, or changes a scheduled task with less than ten (10) calendar days written notice to OT, OT reserves the right to invoice Customer (and Customer agrees to pay such invoice) for (a) OT’s actual costs incurred as a result of such re-scheduling or cancellation, and (b) fifty percent (50%) of the aggregate engagement fee if OT, after making commercially reasonable efforts to do so, is unable to re-allocate the scheduled consultant(s) to another engagement during the scheduled dates.

III. DELIVERABLES

OT will deliver to Customer the Deliverables, if any, set forth on Schedule A either at the times described in the Performance Schedule, at the completion of the Services, or as otherwise agreed in writing between Customer and OT.

IV. FEES AND EXPENSES - ESTIMATE

1. In exchange for the Services, Customer agrees to (i) pay the fees as set forth on Schedule B (“Total Estimated Services Fees”); (ii) any applicable taxes; and (iii) reimburse OT for any expenses expressly set forth on Schedule B. Unless otherwise specified in Schedule B, any prepayment amount set forth therein shall be invoiced by OT prior to the start of Services, and shall be paid in full by Customer in accordance with the terms of the PSA.

2. Unless Schedule B indicates Services are to be provided for a fixed fee(s) and notwithstanding any other fixed amounts set forth therein, Schedule B is only an estimate of OT’s fees and expenses. Customer will be billed for actual Services provided on a time and materials basis, but not for any computer processing time (acquiring and searching), until the completion of the Services. Customer is obligated to pay for completed Services as invoiced, regardless of whether all Services in the SOW have been completed. OT will notify Customer in the event that actual Services to be provided are expected to exceed the Scope and/or the estimate, and OT will not perform services exceeding the Scope and/or the estimate unless and until authorized by Customer. The parties must confirm all modifications to the Scope, estimates, expenses, and the SOW generally by mutually executing a change order, in form and substance satisfactory to OT.

3. Customer hereby agrees that OT may charge additional amounts for Services to be performed on an urgent basis or outside Regular Business Hours (as defined in Schedule A). For Hourly Based Services, the rates in Schedule B are valid for work within Regular Business Hours. Rates for any work outside Regular Business Hours are 1.5-times the rate(s) in Schedule B for work on weekdays, and 2.0-times the rate(s) in Schedule B for work on weekends and public holidays.

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5. Upon the SOW Effective Date, OT shall invoice Customer retainer as set forth in Schedule B.

6. Unless Schedule B indicates Services are to be provided for a fixed fee(s), notwithstanding the calculated invoiced amounts outlined in this SOW, OT will invoice and Customer agrees to pay a minimum amount equal to 10% of the total SOW value per month, regardless of the amount of hours used under this SOW. If the hours used by Customer are greater than the 10% minimum monthly amount of the total SOW value, then OT will invoice for the actual amount utilized.

7. The following applies unless Schedule B indicates Services are to be provided for a fixed fee(s).

a. Customer acknowledges that OT may have provided pricing volume discounts associated with the hourly rates quoted in this SOW. These discounts are in consideration of the volume of Quantity (“Qty”) the Customer commits to utilize as part of this SOW and as detailed in Schedule B.

b. In the event Customer does not utilize the committed Qty within the term of this SOW, OT may invoice Customer an Adjustment Fee to adjust for the discount provided relative to the actual Qty utilized. The amount of the Adjustment Fee is determined pursuant to the following table.

% of total SOW Qty used <65% 65%-80% 80%-90%

Adjustment Fee 10% of Total Estimated Services Fees

7% of Total Estimated Service Fees 5% of Total Estimated Service Fees

8. If Schedule B indicates Services are to be provided for a fixed fee(s), then any changes in the scope agreed to by the parties pursuant to OT’s Change Control process, will result in changes to the Fixed Fee.

9. In the event any fees are referenced as payable upon a milestone at a defined date, and the milestone completion has been delayed, such fees shall be deemed payable upon such date unless the applicable delay is solely caused by OT.

10. In the event that the Services as set forth in this SOW are put on hold by Customer, these Services will be deemed completed and accepted at the earlier of (i) the end of the applicable Project time period defined herein; or (b) the end of the then current 12 month period beginning on the Effective Date of this SOW or applicable anniversary thereof, unless otherwise mutually agreed in writing by the parties. Upon such Services being deemed completed: (i) the results of the applicable Project shall be deemed accepted; and (ii) the applicable Project fees and charges shall be due and payable.

11. If Customer has purchased the Services to be performed by OT hereunder through an OT-authorized third party (“Third Party”) and not directly from OT, Customer agrees to pay to such Third Party in a timely manner all fees and other amounts as agreed between Customer and such Third Party. Such Third Party shall then pay to OT all amounts due to OT in connection herewith in an amount and in a timely manner as agreed between such Third Party and OT.

https://opentext.com/agreements

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12. If Customer is a service provider (including but not limited to a law firm), and the Services are to be performed by OT for an end user of the Services that is Customer’s client (an “End User”), Customer agrees to obtain End User acknowledgement and agreement to the effect that the Services performed by OT are pursuant to the terms and conditions of the PSA and this SOW.

V. BILLING INSTRUCTIONS; CUSTOMER INFORMATION AND PROJECT LEADS

Invoices for Services and other correspondence under this SOW will be directed to Customer as set forth on Schedule A. Customer’s and OT’s (and End User’s, if applicable) respective project coordinators for this engagement are set forth on Schedule A.

VI. ADDITIONAL TERMS AND CONDITIONS

1. Ownership of OT Software Products. OT may utilize EnCase software products, other OT software products or other non-OT software products in connection with providing Services hereunder. No rights whatsoever to any of these software products are granted to Customer hereunder, and to the extent Customer requires a license, Customer must obtain a license separately and use per the applicable license terms for such software.

2. Scope-Specific Terms and Conditions: Additional terms and conditions specific to the Scope to be performed hereunder, if any, are set forth on Schedule C.

3. Effectiveness. This SOW shall expire one (1) year from the Effective Date. If Customer fails to schedule the Services within this time period, any amount paid for such Services but unused shall be forfeited and will not be refunded by OT or applied to future orders.

4. Estimates. All estimates set forth on any Schedules attached hereto, including those of fees, expenses, or expected time of performance, have been developed by OT in reliance upon information provided by Customer to OT. Customer represents and warrants to OT that all information provided to OT in connection with this SOW is complete and accurate as of the time it is provided to OT. If such information is ever no longer complete and/or accurate, Customer agrees to promptly inform OT of any appropriate revisions and/or updates. Any modifications requested by Customer shall be subject to the parties’ mutual agreement and execution of change order per the PSA.

5. Change Orders. Any changes to the terms set forth in this SOW, including any changes in scope requested by Customer, shall require a written change order per the PSA, or other mutually agreed-upon document (each, a “Change Order”). The Change Order should include a written description of the changes and any modifications to the fees, expenses, Performance Schedule, Deliverables, or other terms, and must be executed by both parties to authorize implementation. OT may, at its sole discretion, perform Services on an urgent basis at Customer’s request, prior to an executed Change Order, in reliance that Customer shall in good faith pay OT’s reasonable and customary charges for urgent services.

6. Customer will defend, indemnify and hold OT (and its officers, directors, agents and employees) harmless from any and all losses, liabilities, suits, damages, claims, demands, and expenses (including, without limitation, reasonable attorneys' fees) (collectively, “Claims”), whether based on contract, tort (including strict liability) or crimes, resulting from a claim by a third party (for clarity, the term “third party” includes but is not limited to a government entity, as well as Customer employees and agents) based on actions by OT undertaken upon the instructions of Customer (and if applicable, the End User), either as set forth in an SOW or as subsequently communicated to OT.

7. Customer agrees that OT shall have a right to notify law enforcement if, during the performance of the Services, OT (a) observes information that, in the opinion of OT, may constitute child pornography, (b) believes in its opinion that continued performance of the Services will commit or aid and abet any crime, or (c) discovers evidence of the planning of a future crime. In such an event, OT shall also notify Customer of such evidence, and Customer agrees that OT shall have a right to discontinue performance of Services and/or terminate this SOW, without liability or penalty.

IN WITNESS WHEREOF, the respective authorized representative of each party has executed this SOW as of the Effective Date.

Ohio Bureau of Workers Compensation: Open Text Corporation (or its affiliate) :

By: _____________________________________________________

By: _____________________________________________________

Name/Title: Date:

Name/Title: Date:

-- OT INTERNAL USE ONLY --

REF:

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Schedule A to SOW

“PSA Effective Date”, if applicable: Not Applicable

SCOPE OF SERVICES; PHASES AND DELIVERABLES

These hours can be used for any of the following services as long as there are enough hours to complete the below taskings. If there are not enough hours for a specific service then the client will need to purchase those additional hours to cover the services being requested.

Product Readiness EnCase Installation/ Upgrades EnCase Enablement EnCase Assist EnCase Manage

• Experienced consultants with real world expertise

• High-level design/scoping of initial deployment of EnCase products

• Recurring Health Checks / Upgrades

• Scoped to network configuration and business goals

• Workflow development

• Best practice knowledge transfer

• Incident and problem management to agreed SLAs

• Product customizations

• Enhanced proactive and preventative services delivered directly by OpenText PS experts

• Dedicated Services Program Manager to ensure delivery

• Continuous improvement and operation optimization

• Case work / engagement support / staff augmentation

• Enhanced, proactive and preventative services delivered directly by OpenText PS experts

• Dedicated Services Program Manager to ensure delivery

• Continuous improvement and operation optimization.

• Recurring monthly Audits

• Recurring Quarterly Health

Checks

• Quarterly Business Reviews

• Bi-annual upgrades

• Deliverable: Installation Report/ Client Architecture Document

• Deliverable: Reporting/ Documentation

• Deliverable: Status Reports/ Documentation

• Deliverable: Status Reports/ Health Checks/ Install Reporting/ Acceptance Test Reporting

Program Manager Responsibilities Task Descriptions:

1. EnCase Services liaison for Customer with OT

2. Engagement kick-off planning and hosting

3. Engagement issues and escalation management

4. Engagement Status Calls

5. Engagement planning (including project plan delivery, as appropriate)

6. OT resources scheduling

7. Represent OT at Customer internal meetings

8. Engagement budget and delivery timeline reporting

PERFORMANCE SCHEDULE; ALLOCATED OT CONSULTANTS

OT estimates that the following consultant(s) will be required to complete the Services within the following Performance Schedule:

Start Date (estimated): 10-business days after Effective Date Completion Date (estimated): 6 Months after Start Date

OT Consultant Required?

Project coordinator (or similar) Yes Technical Consultant Yes Incident / Breach Response Consultant No Other No

• OT schedules consultants by 2-hour increments, up to 8 hours per day, between the hours of 9am to 6pm (consultant’s time zone location or local time zone for

Alternate Locations), Monday to Friday, except public holidays (“Regular Business Hours”) for work from OT locations. For Alternate Locations, OT schedules its consultants in 8-hour increments.

• Services outside Regular Business Hours must be agreed in writing (email is sufficient) by OT and Customer.

• Services will be performed at OT locations, or at alternate locations as mutually agreed to by OT and Customer (“Alternate Locations”).

• Unless specified in Scope of Services above, OT will schedule Services in consecutive days based on Regular Business Hours and OT’s standard delivery methodologies. Customer will be charged a minimum of 2 hours per month for project coordination during the Performance Schedule.

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BILLING INSTRUCTIONS; CUSTOMER/END USER INFORMATION AND PROJECT LEADS

Invoices for Services and other correspondence hereunder, including delivery of electronically stored information (“ESI”), will be directed to Customer/End User as follows:

CUSTOMER: Ohio Bureau of Workers Compensation END USER (if applicable):

Address: 30 W. Spring Street, Columbus, OH. 43215 Address:

Phone: 740-877-1405 Phone:

Attn: Joe Lopez Attn:

Email: joseph.l.1@bwc.state.oh.us Email:

Project coordinator Name / Title / Email:

Project coordinator Name / Title / Email:

OT:

Project coordinator Name: TBD Email:

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Schedule B to SOW Fees and Expenses Estimate*

Customer agrees to pay OT the following fees, at the hourly rates or fixed amounts, set forth below and to reimburse OT for the Service-related…