Billable Projects Policy

This Billable Projects Policy is made under and subject to all of the terms and conditions of the General Terms, between Join Inc., a Delaware corporation (“Company”) and you (the “Agreement”). Any capitalized terms used herein but not defined have the meaning assigned to them in the Agreement.

1. Project Status Definitions

Customer will use the applicable Project status definitions within the Solution (“status definitions”, “status”, “state”, or “activity state”) to define Customer’s applicable intent for the use of each Project (“Project Activity Status”). The status definitions are subject to change but the current ones are listed herein to identify which of these will be considered billable and/or non-billable for Project Metering calculations as specified in Section 2 of this Billable Projects Policy. For clarity, any status definition will be billable unless this Billable Projects Policy explicitly states that the applicable status is non-billable. Notwithstanding anything to the contrary set forth in this Agreement, the following status definitions will have the billable and/or non-billable status and meanings assigned as follows:

1.1 “In Pursuit”: Non-billable when the applicable Project is unawarded and/or used for pursuing new business, such as part of a response for proposal or potential client presentation, and the duration of such status is limited to no more than ninety (90) consecutive days before it becomes either “Active”, “On Hold”, or “Lost”. Following such 90-day period, unless notified by Customer in writing in advance, the applicable Project will be deemed ”Active” and become billable.

1.2 “Active”: Billable.

1.3 “Completed”: Non-billable.

1.4 “On Hold”: Non-billable when there are no edits or modifications to any data on the applicable Project, but billable when such Project’s activity meets the criteria specified in Section 2 of this Billable Projects Policy.

1.5 “Abandoned”: Non-billable.

1.6 “Lost”: Non-billable.

1.7 “Test Project”: Non-billable when used by Customer for internal testing or educational purposes only, but billable for all other use cases and/or purposes.

2. How Billable Project Contract Value is Calculated

2.1 Project Metering. Company will perform Project metering (“Project Metering”) calculations on a monthly basis during the Term to assess the then-current Project Activity Status and Project Contract Value (each as defined below) for each Project. All Projects deemed billable as specified by their then-current Project Activity Status will be considered in assessing compliance with the Order Form subscription referencing this Agreement.

2.2 Project Activity Status. Each Project has a Project status setting within the Solution that enables an Administrator to manually set the applicable status by choosing one of the statuses provided therein to indicate the applicable Project’s activity state at any point in time. For clarity, a Project Activity Status must be set for each Project; it cannot be unassigned. Any Project that is set to an “Active” state for any period of time during the applicable month for which the Project Metering is being calculated will be considered billable for that full month in the amount of the then-current Project Contract Value as measured as of that Project Metering cycle (e.g., the current month’s calculations). Any Project that is set to an “On Hold” state but that shows activity in the form of edited milestone or item data since the most recent Project Metering cycle will also be considered billable for that full month in the amount of the then-current Project Contract Value as measured as of the current Project Metering cycle.

2.3 Project Contract Value. Company will consider the greater of the current milestone estimate total and the target budget total as the applicable Project’s contract value (“Project Contract Value”). If neither such value is specified in the Solution in the milestone estimate or the target budget, then the previous milestone data will be used instead for the applicable Project Contract Value, calculated as set forth in the foregoing sentence. If no previous milestone exists or if the Project Contract Value is indeterminate by Company in its reasonable discretion, Company will request such input data and information from Customer as is reasonably required so that an accurate Project Contract Value can be calculated and applied to the applicable Project, and Customer will promptly deliver to Company all such requested input data and information.