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NUTRACO STATEMENT OF WORK #2 (Revised)

NUTRACO STATEMENT OF WORK #2 (Revised V2)

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NUTRACO STATEMENT OF WORK #2 (Revised V2)

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STATEMENT OF WORK #2

THIS STATEMENT OF WORK #2 (this “SOW”), effective as of 9/09/2024 (the “Effective Date”), is made by and between Clark Technology (“Clark”) and Nutraco (“Client”). Clark and Client are individually referred to as a “Party” and collectively, the “Parties”.

1. Overview. Client has engaged Clark for the purpose of providing the services described herein (the “Services”). The term of this SOW shall commence on the Effective Date and shall continue until completion of the Services as described herein, unless earlier terminated pursuant to the Agreement. This SOW shall be governed by the Software Development Agreement, dated April 8, 2024 between Client and Clark (the “Agreement”). In the event of any conflict or inconsistency between the terms of this SOW and the terms of the Agreement, the terms of this SOW shall govern and take precedence, but only with respect to the specific services, deliverables, and obligations described herein.

2. Project Scope This project involves the development of an HR system that mirrors the functionality of the current platform used by Client. The goal is to enable HR managers to log into Salesforce to efficiently track referrals, candidates, and job offers within Salesforce. There are also minor additions to be added to the current Client application which are included in this SOW.

3. Deliverables

Clear Company Replica

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Job Posting (Estimate development hours: 2)

For each facility, managers will have the ability to add job openings.

Managers will have the ability to mark openings as closed once the positions are filled.

These job openings will be linked to the respective Salesforce facility.

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Candidate Application Process (Estimate development hours: 50)

All jobs will be posted manually and candidates will apply for positions on Indeed.

A chrome extension will be built to pull all applicants into Salesforce.

The applications will be added as candidates in Salesforce to the facility's queues for the corresponding roles.

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Interviews (Estimate development hours: 40)

HR managers will have a scheduling calendar to schedule interviews with prospective candidates.

There will be a list of questions for the interviewers with a score on each interview.

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Onboarding (Estimate development hours: 7)

HR managers will have the capability to extend job offers to candidates directly through Salesforce via email.

Following the onboarding process done in ADP, the employee's profile will be added to Salesforce. This profile will be connected to each employee’s corresponding profile in ADP.

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General Candidate Queue (Estimate development hours: 1)

A general candidate report will be created for all applicants, allowing the client to access and retrieve data from previous applications for future openings.

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Current Application Updates

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Password Reset Auto-Prompt (Estimate development hours: 5)

Implement an automated prompt within the application to allow users to reset their passwords.

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Create the following reports within the application (Estimate development hours: 10)

A report listing all buildings with their associated hours.

A report showing buildings categorized by region.

A report containing all administrator and Director of Nursing (DON) emails for sending out blast emails.

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Facilities Map (Estimate development hours: 10)

A basic map for each facility will be developed in Phase 1.

Additional color coding and regional setup will be added in subsequent phases.

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4. Compensation For Services.

Clark Services are provided through the purchase of “Service Units.” There are two categories of Service Units: Support Units and Development Units. “Support Units” are designed for ongoing post-live support, ensuring Client’s systems run smoothly by addressing issues, performing routine maintenance, and maintaining uninterrupted operations. “Development Units”, are intended for expanding Client’s system’s capabilities through the implementation of new features, custom developments, and strategic upgrades.

Clark shall be paid upfront for the package of Service Units specified below.

Unit Allocation

The Services provided under this SOW are based on an estimated number of Service Units, each equating to one hour of service. The Client is purchasing a package of Service Units, which cannot be purchased individually. The Client is entitled to a maximum of 115 Development Units, representing 115 hours of service.

Service Units

Service Type

Maximum Amount of Hours

Standard Price

Preferred Customer Discount

Development Units

HR Portal

100 hours

$22,500

$22,000

Development Units

Application Portal

15 hours

$3,375

$3,000

There are no rows in this table

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Unused Units

Service Units cannot be converted or transferred between categories. Clark does not provide refunds for unused Service Units. Service Units must be used before expiration of this SOW, after which they will expire.

Exceeding Allocated Units

If the project requires more hours than the allocated Service Units, the Client may purchase additional Service Units at the pro rata rate specified in this SOW, provided the scope of services remains unchanged. If the scope changes to include more complex services, the rate for additional Service Units may be adjusted accordingly. Notwithstanding the foregoing additional Development Units may be purchased in a minimum of 25 Unit increments and cannot be purchased individually. Additional Support Units may be purchased in a minimum of 10 Unit increments and cannot be purchased individually.

Monitoring and Reporting

The Project Manager will monitor the usage of Service Units and provide biweekly reports to the Client, detailing hours used, any rollover units, and the remaining balance of Service Units.

Additional Services

Any services requested by the Client that exceed the available Service Units will be considered additional services and will require the purchase of additional Service Units.

5. Points of Contact. Clark has designated a Project Manager to support Client’s project. The Project Manager shall be Client’s sole point-person for all Client needs.

For the purposes of this project, Client’s point of contact is:

Name: Chaya Sokol

Phone: 718-510-6776

Email: csokol@nutraco.com

Clark’s point of contact is:

Name: Devorah Kogan

Phone: (732) 470-1449

Email: devora@clarktn.com

6. Assumptions. This SOW is entered into with the following assumptions:

Client is responsible for the timely acquisition and configuration of any necessary servers (including operating system and database), clients, and networking components.

Sufficient access required to perform Services implementation will be provided to all Resources.

Client personnel required for Clark’s performance of the Services will be made available to the Resources.

It is the Client’s responsibility to address data integrity and completeness.

The Client will have a testing phase of 2 weeks on the current application until the project support transitions into Development units.

The Client will have a testing phase of 2 weeks from the completion for the HR system until the project transitions into Support units.

The following items are considered out of scope for this engagement:

Integration with additional third party software, such as Indeed.

Other features available in the Clear Company software that are not outlined above.

Additional features not mentioned in this document.

8. Term. Upon execution of this SOW by both Parties, Clark shall initiate scheduling and delivery of the Services. Unless otherwise terminated earlier by Client providing Clark with thirty (30) days prior written notice or pursuant to the terms of the Agreement, this SOW will terminate upon the earlier of either: a) completion of all Services, or b) December 31st, 2024.

IN WITNESS THEREOF, the undersigned have caused this SOW to be executed, effective as of the Effective Date. By signing this SOW, Parties agree to the terms and conditions detailed herein:

Clark Technology Nutraco

____________________________________ ____________________________________

By By

____________________________________ ____________________________________

Name Name

____________________________________ ____________________________________

Title Title

____________________________________ ____________________________________

Date Date

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