Micrsft Testing and Adptin Framewrk Prgram Descriptin Prduct/Technlgy: Micrsft Dynamics CRM 5 Prgram Name: Dynamics CRM 5 Early Adpter Prgram (CRM5 EAP) Prgram Type: Technlgy Adptin Prgram Prduct Validatin This Prgram Descriptin is prvided pursuant t the Testing and Adptin Prgrams Framewrk Agreement r the TAP Framewrk Participatin Agreement (each, the agreement ). By taking part in this prgram, Cmpany (and/r qualifying Cmpany affiliate) agrees that its participatin is subject t the terms and cnditins f the agreement. If any terms belw cntradict r supplement the terms f the applicable agreement r the prgram descriptin riginally prvided t yu, the terms belw will cntrl with respect t this particular prgram. Nte t qualifying affiliates: Cmpany and Micrsft must have separately granted yu permissin t participate under the agreement. If yur parent r ther affiliated Cmpany hasn t prvided yu with a cpy f the agreement, prir t participating please cntact the prgram s spnsring grup identified belw r yur accunt team t secure a cpy. PROGRAM SUMMARY, GOALS, AND VALUE PROPOSITION The CRM5 EAP is a TAP-PV prgram in which ptential CRM 5 Custmers cmmit t wrking with a Partner r MCS representative and CRM Prduct Team resurces t plan, design, develp, test, and implement CRM 5 slutins in prductin prir t CRM 5 RTW in case f nline custmers and RTM in the case f hsted and n-premise custmers. The primary gals f the CRM5 EAP include validating prduct quality by augmenting and enabling Test, including feature cverage mapping, cllateral gathering, and testing via actual pre- RTM/RTW prductin custmer deplyments. Benefits t Cmpanies participating in the CRM5 EAP include: Building cmpetitive advantage by using new features befre release Direct expsure t and supprt frm the CRM prduct grup and extended team Early access t cde and prduct dcumentatin Knwledge acquisitin befre wide availability (training events, Webcasts, training dcumentatin) An pprtunity t influence quality f the prduct Date f this Descriptin: 3/12/2010 Status f this Descriptin: Final Prgram Start Date: 4/7/2010 Prgram End Date: Spnsring grup cntact name: Spnsring grup cntact email address: External Web Site 90 days after the cmmercial release f CRM 5 Jim Tland (Prgram Administratr) Murat Ozturan (Prgram Owner) jtland@micrsft.cm murat@micrsft.cm https://cnnect.micrsft.cm/site687 TECHNOLOGY SUMMARY/VALUE PROPOSITION Micrsft Dynamics CRM is a fully integrated suite f sales, marketing, and custmer service capabilities that enable businesses t find, win, and grw custmer relatinships. 1
PARTICIPANT REQUIREMENTS Resurces Cmpany and its designated CRM5 EAP resurces are required t: Participate in weekly cnference calls and web-casts. Primary resurces need t be available fr discussins (cnference calls, webcasts, etc.) during standard Redmnd (Pacific Time) business hurs. Regularly install/use pre-release builds in a timely manner t generate feedback fr the Prduct Team. Exercise key usage scenaris/capabilities Ensure time is planned fr dedicated testing effrt Validate key scenaris fr custmer (existing/new business prcesses utilizing new functinality) Use pre-release builds f CRM 5 t design and develp the business slutin. Prvide n-ging written and verbal feedback t Prduct Team cntacts based n experiences with prerelease builds and queries frm Prduct Team members. Perfrm all planning, design, develpment, and testing that is required t ensure that the slutin is deplyed in a prductin envirnment during the Beta release milestne. Deply a pre-release versin f CRM 5 in prductin prir t RTM/RTW. IMPORTANT: At prgram start, all Participants will be supprted by a variety f Micrsft resurces, as is called ut in the Micrsft Cmmitments sectin f this dcument. Thereafter, n a mnthly basis, the EAP Prgram Management team (EAP PM) will evaluate the prject prgress and level f participatin f each Cmpany. T ensure an adequate level f supprt fr Cmpanies that shw the greatest ptential fr ging int Prductin by r befre RTM/RTW, EAP PM may, based n the results f these mnthly evaluatins, change a Cmpany s participatin status t Limited. Limited participants will nt have the supprt f a Micrsft Buddy Team, relying instead n primary cmmunicatins via MS Cnnect and participatin in the assciated Newsgrups. Frm a prject team, t include: Slutin Owner/Executive Spnsr: Business Prject Manager: Technical Prject Manager: Additinal representatin frm specific technical areas (as apprpriate) Planning Dcumentatin: T maximize the benefits f this prgram and t evaluate Cmpany s readiness t prperly run, test, and evaluate the CRM sftware, EAP PM requests that Cmpany prvide the fllwing lists and plans. Related sftware list: Related Hardware list (i.e., planned fr use by Cmpany in this Prgram): List f technlgy features expected t be utilized: Architecture plan: Testing Plan Deplyment Plan Disaster and Recvery Plan 2
Testing and Deplyment: The CRM Prduct Team will be relying n the EAP participant feedback t ensure that the new features and changes in CRM 5 meet internal quality and functinality requirements. T that end, Cmpany is requested t secure the requisite infrastructure fr testing/develping the builds thrughut the EAP prgram. Micrsft may n ccasin require access t the test/develpment envirnment t view traces and ther infrmatin that may assist in trubleshting an issue. NOTE: Dedicated test hardware/infrastructure applies t On-Premises custmers nly (Online custmers will utilize Online deplyment). Have a dedicated test lab at Cmpany site (n-premise deplyments nly): Perfrm testing accrding t test plan & prvide feedback Deply the slutin and begin utilizing it in a prductin envirnment during Beta milestne (prir t RTM/RTW) Prvide Micrsft with access t yur netwrk Prvide Micrsft with files required t run stress test, if available Install and deply reliability metrics tls and prvide results t Micrsft Publicity/Custmer Evidence: In additin t btaining prduct feedback, creating custmer evidence is an extremely imprtant aspect f the CRM EAP. Cmpany is asked t participate in helping Micrsft create supprting evidence in the frm f cmpelling qutes, press releases, and case studies, and t participate in varius launch activities. The gal f cmpiling this evidence is t create excitement and mmentum arund the prduct launch and t psitin Cmpany as a leader in prmting custmer satisfactin. Written Case Study assist in develpment f dcument/stry describing yur experience with the use f the technlgy Vide Case Study assist in develpment f a vide versin f the case study describing yur experience with use f Micrsft technlgies Press Release - cllabrate with Micrsft t develp a release issued t press and media relating t yur experience with use f Micrsft technlgies Press Release - Prvide a qutatin fr a release issued t press and media relating t yur experience with use f Micrsft technlgies Launch Event - participate in an fficial Micrsft prduct launch event Testimnial Advertisement an advertisement describing yur experience with use f Micrsft technlgies Reference Custmer speak at Micrsft events and/r with new ptential Micrsft custmers abut yur experience with use f Micrsft technlgies 3
Event/Cmmunicatin/Training Participatin: Upn the fficial kick-ff f the CRM5 EAP, Cmpany assigned resurces are required t participate in a CRM 5 training event, weekly status meetings, and cnference calls and t prvide feedback. Send team members t visit Micrsft and attend meetings Attend webcast and in persn training in CRM 5 Attend (nline) EAP Kick-Off Event Participatin in cnference calls Expected frequency f calls Take part in wrking grup technical discussins Create internal distributin list fr use by Micrsft Prvide Micrsft with feedback n training and readiness materials Supprt Services: 4 Weekly T ensure that Cmpany receives the apprpriate level f supprt during the CRM5 EAP, Cmpany understands and agrees t the fllwing. Retain Micrsft Cnsulting Services (MCS) r apprved Dynamics CRM 5 Partner fr implementatin Assistance Have r enter int a Premier Supprt Agreement with Micrsft MICROSOFT COMMITMENTS Resurces: Micrsft will allcate the fllwing resurces n a remte part-time basis t help ensure the effective prgram management, cmmunicatin, accuntability, and integrity f the prgram s that Cmpany has a psitive experience during the CRM5 EAP. Specifically, the buddy s will attend the weekly calls remtely and participate in the triage and supprt f their assigned custmer s issues while in the prgram. This requires that the custmer utilize Micrsft Cnnect t submit all requests t the buddy s via the feedback frm. NOTE: In additin t the resurces listed belw, Micrsft will assign a prtin f an EAP PM resurce t Cmpany as EAP Spnsr. The EAP Spnsr will als attend the weekly calls remtely and assist the buddies in triage. The TAP spnsr is als available t respnd t any EAP specific escalatins. Prgram Management Buddy Develpment Buddy Test Buddy Supprt Buddy Marketing Buddy Planning Supprt: T maximize the benefits f this prgram, the Micrsft CRM Prduct team wants t assist Cmpany by reviewing, validating, and apprving the fllwing plans. Validate and apprve architecture plan Validate and apprve test plan Validate and apprve deplyment plan Validate and apprve disaster recvery plan
Sftware Testing & Deplyment Supprt Micrsft will prvide the fllwing technical and supprt services t assist Cmpany s internal prject team. Prvide an instance f CRM Online v5 Prvide access t site fr dwnlading the sftware (n-premise deplyments) Prvide pririty bug reslutin via MS Cnnect feedback frm Prvide supprt during nrmal business hurs Prvide 24x7 supprt fr "Prductin server dwn" situatins fr thse custmers wh g live n a supprted pre-release build f CRM 5 befre RTM/RTW. Prvide regular reprts n pen bugs & status via weekly meeting If pssible reprduce Participant cnfiguratin, when required, t reslve bugs Electrnically Electrnically Privacy Terms At Micrsft, we are cmmitted t prtecting yur privacy and privacy f yur custmers and third parties. Persnal Infrmatin r PII means any infrmatin that can be used t identify, cntact, r lcate a persn. PII includes a persn s name, address, e-mail address, phne number, fax number, financial infrmatin, accunt numbers, and gvernment-issued ID numbers. PII als includes infrmatin assciated r cmbined with PII (such as a persnal prfile, unique identifier, bimetric infrmatin, r IP address). The fllwing items apply t the Privacy f thse individuals whse names r infrmatin may appear in an AX database being upgraded as part f this prgram. Partner cnfirms they have current cnsent t access custmer s databases. Partner will nt transmit any databases cntaining persnally identifiable infrmatin f their custmers and/r f 3rd parties t Micrsft within the cntext f this prgram. Event/Cmmunicatin/Training Supprt: Micrsft will participate in events and prvide the fllwing cmmunicatin and training supprt t Cmpany and its designated CRM5 EAP resurces. Prvide regular cmmunicatin via cnference calls, status meetings and email Prvide distributin list fr use by participant Prvide nline access t tls & infrmatin Prvide training materials 5
ADDITIONAL TERMS AND CONDITIONS Feedback If yur agreement des nt already cntain a feedback prvisin then, fr this prgram nly, the fllwing will apply: Prviding suggestins, cmments, feedback, ideas, r knw-hw, in any frm ( feedback ) is vluntary. If Cmpany r any Cmpany affiliate ( feedback prvider ) prvides feedback t Micrsft, then the feedback prvider grants t Micrsft, withut charge, the nn-exclusive license under feedback prvider s wned r cntrlled intellectual prperty rights, t make, use, mdify, distribute, grant cpyright and trade secret sublicense rights t, and therwise cmmercialize such feedback as part f any Micrsft ffering (as defined belw). The license granted t feedback prvided hereunder shall survive terminatin f the agreement r any prgram. Micrsft ffering(s) means any Micrsft prduct, technlgy, service r any f their cmpnents and includes: Pre-release and cmmercially released versins f any Micrsft fferings (whether released fr a fee r therwise); and Dcumentatin, specificatin r ther prpsal fr any Micrsft fferings. Intellectual prperty rights means all intellectual prperty and prprietary rights, such as patents, trade secrets and cpyrights. Subject nly t the express licenses granted in this agreement, the feedback prvider: Retains all right, title and interest in and t the feedback; Reserves all rights nt expressly granted; and Limits the licenses granted under this agreement t licenses under the feedback prvider s wned r cntrlled intellectual prperty rights in the feedback. These licenses d nt extend t any technlgies that may als be necessary t make r use any ffering r prtin theref that incrprates the feedback, but are nt themselves expressly part f the feedback (e.g., enabling technlgies). Feedback is nt cnfidential even if designated as cnfidential by the feedback prvider. The feedback prvider represents that it will nt give any feedback that: Vilates any cpyright r trade secret claim r right f any third party; It has reasn t believe vilates any patent claim r right f any third party; r Is subject t an excluded license. An excluded license is any license requiring, as a cnditin f the use, mdificatin and/r distributin f sftware subject t the license, that the sftware and/r ther sftware cmbined and/r distributed with the sftware be: Disclsed r distributed in surce cde frm, and is either; Licensed fr the purpse f making derivative wrks; r Redistributable at n charge. The disclaimer and limitatins in sectin 9 f the agreement d nt apply t a breach f the terms f this feedback clause. 6
Prductin Use Grant Ntwithstanding the prvisins f the license agreement fr pre-release sftware which accmpanies the Micrsft pre-release sftware prvided t the Cmpany under this Prgram (the pre-release sftware ) and ntwithstanding the rder f precedence prvisins f the agreement, the Cmpany, at its sle discretin, may install and use the pre-release sftware in a live prductin envirnment, slely fr Cmpany s internal use and as part f Cmpany s participatin in this Prgram, prvided: (a) Micrsft has previusly ntified yu in writing that yu may begin such use f the pre-release sftware; and (b) Cmpany agrees t cease such use immediately upn ntice frm Micrsft. Cmpany acknwledges that the pre-release sftware may nt perfrm as reliably as cmmercially released sftware, and may cntain bugs r ther errrs that culd cause the pre-release sftware, any system it runs n, and any applicatins running n it t malfunctin r experience impaired perfrmance. Cmpany agrees t take adequate precautinary measures t back-up and prtect all data and therwise prevent any harm greater than Cmpany is willing t bear resulting frm any failure f the pre-release sftware. Cmpany hereby acknwledges and agrees that t the greatest extent permitted by law Cmpany assumes the risk f and is fully respnsible fr any and all harm that may result frm use f the pre-release sftware in a live prductin envirnment. In the event that Micrsft prvides bug fixes r updates t the pre-release sftware, r prvides an updated versin f the pre-release sftware t Cmpany, Cmpany agrees t install the update and replace the prerelease sftware with the updated versin as directed by Micrsft. On the thirtieth (30th) day after cmmercial release, all rights t use the pre-release sftware shall cease. If Cmpany desires t use the cmmercially released versin (if available), Cmpany will need t upgrade t, and acquire the apprpriate licenses fr, such cmmercially released versin. Cmpany agrees nt t make any representatin, warranty, r prmise n behalf f Micrsft r with respect t the sftware r its perfrmance. Cmpany agrees, at its wn expense and Micrsft s request, t defend any claim r actin brught by a third party against Micrsft, r Micrsft s affiliates, subsidiaries, directrs, fficers, emplyees, agents r independent cntractrs, t the extent it is based upn a claim cncerning its use f the sftware in a live perating envirnment (all such claims r actins being cllectively referred t hereinafter as Claims ), and Cmpany will indemnify and hld harmless Micrsft frm and against any csts, damages and fees reasnably incurred by Micrsft, including but nt limited t fees f attrneys and ther prfessinals, that are attributable t any Claims. Micrsft will: (a) prvide the Cmpany reasnably prmpt ntice in writing f any Claims and permit the Cmpany, thrugh cunsel chsen by the Cmpany, t answer and defend such Claims; and (b) prvide the entity defending such claim infrmatin, assistance and authrity, at Cmpany s expense, t help defend such Claims. Cmpany will nt be respnsible fr any settlement made by Micrsft withut the Cmpany s written permissin, which permissin will nt be unreasnably withheld, delayed r cnditined. Cmpany will cnsult with Micrsft n the chice f any cunsel under this Sectin. Cmpany may nt settle any Claims n Micrsft s behalf withut first btaining Micrsft s written permissin, which permissin will nt be unreasnably withheld, delayed r cnditined. In the event Cmpany and Micrsft agree t settle any Claims, neither party will disclse the terms f such settlement withut first btaining the ther party s written permissin. Except as expressly prvided abve, all ther terms and cnditins f the license agreement fr the pre-release sftware which accmpanies it shall remain in full frce and effect. 7
Other Relatinships Cnsultants, cntractrs, and advisrs - Cmpany may use cnsultants, cntractrs, advisrs t assist Cmpany in cnnectin with this prgram s activities s lng as Cmpany has entered int agreements with them that are at least as prtective f Micrsft s rights as in the agreement and this prgram descriptin. SIGNATURE BLOCK T agree t the terms set frth abve, please sign this electrnically belw using the DcuSign client. Msft$Cmpany: Part$Cmpany: Msft$By: Msft$Name: Part$By: Part$Name: Msft$Title: Part$Title: Msft$Date: Part$Date: 8