Migration Readiness SOW Gov
Migration Readiness SOW Gov
Migration Readiness SOW Gov
This Statement of Work (“SOW”) is made and entered into as of the date the ordering document that references this
SOW (the “Order Form”) becomes binding (the “SOW Effective Date”) by and between the customer noted on the
Order Form (“Customer”) and the Snowflake entity noted on the Order Form (“Snowflake”) and describes the
services to be performed by Snowflake for Customer as further described in this SOW (“Technical Services”).
1. Description of Technical Services. During the Term, Snowflake shall provide the following Technical Services:
The Snowflake Migration Readiness Assessment (“Migration Readiness”) is delivered onsite and designed to
assist Customer in the development of an end-to-end migration plan from a source system to the Snowflake
Service through a series of interactive workshops. At the conclusion of the Migration Readiness engagement,
Snowflake will provide documentation on the content delivered during each workshop and will deliver a final
presentation of the engagement results and recommended next steps.
Migration Readiness documentation may be customized during the course of the Technical Services, which are
planned for one (1) continuous week (M-F).
Workshops will follow a set structure with time-boxed activities for each of the following:
Snowflake will also provide the following as part of the migration plan:
The workshops conducted during this Technical Services engagement are described below:
Project Manager Coordinate with Snowflake on workshop scheduling, Customer participation and
final readout.
Program Lead Responsible for Customers’ Snowflake strategy and direction; has decision-
making authority for Snowflake implementation. Will participate in all
workshops.
Database Administrator Responsible for the day-to-day activities associated with Snowflake. Will
participate in all workshops, except Reporting & Analytics.
Data Engineer Responsible for developing data acquisition, ingestion and transformation
processing flows. Will participate in all workshops, except for Code Conversion
and Reporting & Analytics.
.
Source System Subject Responsible for advising on existing data warehouse functionality in order to
Matter Expert(s) define success criteria for migrating to Snowflake. Will participate in all
workshops related to their subject area of expertise.
Data Architect Responsible for data modeling and architecture for data processing. Will
participate in all workshops.
The Technical Services described in this SOW will be provided on a fixed price pursuant to the fees and payment
terms set forth on the Order Form or other order documentation referencing this SOW. The Technical Services
will be deemed accepted thirty (30) days following delivery. Customer shall not be due any credit or refund for
any Technical Services not consumed during the Term. Any requirement(s) or deviations from the scope of work
not included herein will be considered outside of the scope and must be procured separately through a formal
written amendment or change order to this SOW (“Change Order”) that may result in additional cost or modified
terms.
Late Payments: Unless otherwise set forth in: (a) the Agreement or (b) the applicable Order Form or other
order documentation referencing this SOW, if any fees payable to Snowflake remain unpaid past the due date,
then: (i) the overdue balance will be subject to interest at the rate of one and one-half percent (1.5%) per
month (or the maximum allowed by applicable law), and (ii) Snowflake may, upon seven (7) days advance
written notice to Customer, suspend Snowflake’s performance of any Technical Services until Customer’s
payment obligations are made current. In addition, Customer will be responsible for any costs resulting from
collection by Snowflake of any overdue balance, including, without limitation, reasonable attorneys’ fees and
court costs.
Change Orders: Any requirement(s) or deviations from the Technical Services described herein will be
considered outside of the scope and must be procured on a separate SOW or through a signed amendment or
change order to this SOW (“Change Order”) that may result in additional cost and/or modified terms.
Rescheduling Policy. There will be no rescheduling fee for Technical Services that are rescheduled more than
thirty (30) days in advance. For Technical Services rescheduled more than fourteen (14) days, but fewer than
thirty (30) days in advance, Customer will be charged for any non-refundable travel expenses and/or change
fees incurred by Snowflake. For Technical Services rescheduled fourteen (14) or fewer days in advance,
Customer will be charged: (a) a rescheduling fee of ten-thousand dollars ($10,000 USD) and (b) for any non-
refundable travel expenses and/or change fees incurred by Snowflake. The fees set forth in this section are in
addition to any fees set forth above in Section 2 and will be billed separately.
5. General Provisions. This SOW shall be governed by the Agreement as defined herein. The “Agreement” means,
in order of precedence, the following agreement that governs the use of the Snowflake product or service (the
“Service”) entered into by Customer: (i) the fully executed Master SaaS Agreement or similar agreement; (ii) the
Snowflake Terms of Service located at: https://www.snowflake.com/legal-gov/; or (iii) the Snowflake Self-
Service On Demand Terms of Service located at: https://www.snowflake.com/legal-gov/. If the Agreement does
not expressly include terms applicable to Snowflake’s provision of Technical Services, then for purposes of this
SOW, the Agreement shall also incorporate by this reference the terms and conditions of the Snowflake
Technical Services Addendum located at https://www.snowflake.com/legal-gov/ (“Addendum”). For clarity,
Customer’s use of the Service is governed by the Agreement and not this SOW. Upon execution of the Order
Form or other documentation referencing the SOW, this SOW shall be incorporated by reference into the
Agreement. In the event of any inconsistency or conflict between the terms and conditions of this SOW and the
Agreement, the terms and conditions of this SOW shall govern with respect to the subject matter of this SOW
only. Unless otherwise defined herein, capitalized terms used in this SOW shall have the meaning defined in the
Agreement or Addendum (as applicable). This SOW may not be modified or amended except in a written
agreement signed by a duly authorized representative of each party.
a. Notwithstanding anything in the Agreement to the contrary, Snowflake shall own all rights, title and
interest in and to the Service and any Technical Services, deliverables, tools or related pre-existing or
developed intellectual property provided or made available by Snowflake under this SOW.
b. Unless otherwise agreed to by the parties, all electronic and hard copy versions of any deliverables are
provided for Customer’s internal purposes only. Customer is prohibited from reselling or sublicensing
any deliverables. Customer may not utilize the deliverables to replicate or attempt to perform the
Technical Services or to develop or attempt to develop any of the products described in such
deliverables. Deliverables are not subject to any maintenance, support or updates.
c. Customer may not record, film, stream or otherwise capture in video or audio format any performance
or aspect of the Technical Services.
d. To facilitate security of Customer Data and associated systems, Customer will not grant Snowflake access
to Customer Data under this SOW. In addition, except for Customer provided access to Customer’s
Snowflake Account (if contemplated within the scope of the Technical Services described herein),
Customer will not grant Snowflake access to any Customer systems, Customer networks or Customer
applications. Snowflake will have no liability under this SOW related to the access noted in this Section.
e. Snowflake may subcontract this work but only with Customer’s prior approval and documented in a
contractual arrangement between the parties. Relevant terms in this SOW will also be flowed down to
the subcontractor, as applicable.
f. Customer will assign a Project Manager for the duration of the project who will coordinate meeting
schedules and availability of Customer personnel reasonably needed for the delivery of the Technical
Services.