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EXHIBIT 1
<br /> 4010055386-NA SOW-Insight-IGNORE TEST Automation
<br /> Insight Statement of Work#4010055386 v 1.0
<br /> 4.4. Pricing Notes
<br /> 1. Pricing offer is valid for 30 days from the date a copy of this SOW is first presented to Client. This SOW
<br /> must be executed and returned to Insight by Client within such 30-day period or pricing will expire.
<br /> 2. Travel expenses, if applicable, are not reimbursable.
<br /> 3. Pricing and estimated time to complete this engagement are based upon Client providing necessary access
<br /> to internal experts, location(s), all critical systems,applications,and hardware required to complete the
<br /> project.Any additional requirements, including without limitation, additional screening,background check,
<br /> vaccination or covid-related requests and other out-of-scope or previously undisclosed resource-related
<br /> requests may result in Service commencement or completion delays and additional fees.
<br /> 4. Client acknowledges that cancellation of this engagement may cause Insight to incur non-refundable pre-
<br /> approved travel expenses and other costs.Accordingly,if Client cancels this engagement,Client shall pay
<br /> Insight the fees set forth below.Such cancellation shall be in writing and shall be effective when received by
<br /> Insight.
<br /> Cancellationod Cancellation Fee
<br /> Less than 3 business days prior to start of 100%of total cost of engagement
<br /> engagement
<br /> OR
<br /> $12,500.00,whichever is less
<br /> Between 3 and 10 business days prior to start of 10%of total cost of engagement
<br /> engagement
<br /> OR
<br /> $2,500.00,whichever is less
<br /> More than 10 business days prior to start of None
<br /> engagement
<br /> 5. If an Insight resource arrives on site per an agreed-upon schedule and is unable to start or complete the
<br /> project due to any Client, site,andlor equipment issues,any applicable travel expenses will be incurred.
<br /> 6. Insight is not responsible for delays or repeated tasks caused by factors outside of Insight's control.These
<br /> factors include, but are not limited to, availability of Client personnel, equipment,and facilities.
<br /> 7. Client will compensate Insight for any out-of-scope work requested by Client on an hourly basis at Insight's
<br /> standard hourly rates(unless otherwise agreed to in writing by the parties).
<br /> 4.5. Client Work Product
<br /> All results of the Services described in and delivered pursuant to this SOW,including Deliverables and Client's
<br /> proprietary information contained therein, authored or created by Insight specifically for Client as a Work Made for
<br /> Hire, excluding any Insight IP incorporated therein ("Work Product"),will be and remain the property of Client. Insight
<br /> retains all right,title, and interest in,without limitation, any intellectual property rights in works of authorship, know-
<br /> how, or any invention, device,process,method,development, design, specifications, technique, apparatus, reports,
<br /> schematic, or technical information(whether patentable or not),documentation, software or enhancements,
<br /> improvements,alterations, interfaces,workflows, and best practices developed,invented, created,or reduced to
<br /> practice by Insight and used for the Services,including any derivatives or modifications("Insight IP").To the extent
<br /> Work Product includes any works of authorship that are Insight IP, Insight grants Client a nonexclusive and non-
<br /> transferable license to use each such portion of the Work Product for its internal business purposes, provided that no
<br /> Insight IP may be unbundled or separated from the Work Product or used on a stand-alone basis.
<br /> Rev_0412022Q Page 6 of 10
<br /> Version Date: [Rate of SOW]
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