Service Description Service Description IBM Watson Career Coach This Service Description describes the Cloud Service IBM provides to Client. Client means the contracting party and its authorized users and recipients of the Cloud Service. The applicable Quotation and Proof of Entitlement (PoE) are provided as separate Transaction Documents. 1. Cloud Service IBM Watson Career Coach is an online tool provided as a Cloud SaaS offering that helps the employees of companies get answers to career and career-related questions, find internal job opportunities they can apply for, and discover career paths based on job transitions other employees have made. IBM Watson Career Coach currently provides the following capabilities, which are part of the base offering: ● Ask Myca – Watson Career Coach provides a chatbot that will understand career-related questions and provide Client-specific answers to employees. Employees can provide feedback on the helpfulness and relevance of the responses. ● Job Opportunity Matching – Watson Career Coach compares information about employees provided by the employer and the employee to requirements and job levels for existing job opportunities for purposes of suggesting those roles for which the employee is well-matched. Employees may review the job opportunity details and apply to be considered for the position. ● Career Navigator – Watson Career Coach provides the ability to explore career paths from their current role, or other roles in the organization. Based upon the selected starting role, the employee will discover the next moves that have historically been made by others in that role. The strength of the relationship of their current role to the selected role will be shown, as well as an expected overall demand for the role subject to the demand data being provided by the Client. IBM Watson Career Coach is designed to be implemented within an estimated four to eight (4-8) week timeline. The completion of these implementation services within the allotted time frame depends on the full commitment and participation of Client’s management and personnel. Client will provide required information in a timely fashion. IBM’s performance is predicated upon Client’s timely information and decisions and any delays may result in additional cost and /or delay of the completion of these implementation services. Client will: ● Provide available job taxonomy data as well as up to five years of historical data about Client employees across a variety of jobs, which includes the required fields that are set forth in the support portal, as appropriate to support career path recommendations. The Client may populate other optional relevant performance management / metric or other similar information to support determination of success to be utilized to develop a future success model for the job matching feature. ● Provide responses for career and career-related questions for use by the Ask Myca chatbot. ● Encrypt such profiled data with the public key provided by IBM and upload it (for example, via an automated method for the transactional loads but not the initial historical data load) to the sFTP account provided by IBM. This includes a one-time data load to train the machine learning model and periodic data loads for new jobs, requirements, and job transitions. ● Correct any errors identified during IBM data validation that are recorded in the error log on the sFTP server. Resubmit the corrected data to the sFTP account provided by IBM. ● Client to create an automated method of updating flat files with transactional information using the provided data schema. ● Using provided tools, export job code mapping, validate, and import any corrections. ● Update the default consent language, if desired, to be displayed to new users of the solution outlining their consent to use of information provided for the purposes of career planning. IBM will: ● Provide a public key to Client for encryption of data before Client uploads to sFTP account. i126-7897-01 (09/2017) Page 1 of 6 ● Establish sFTP account for IBM receipt of data from Client. ● Conduct data validation and provide error log (if any) via sFTP server for review and correction by Client. ● Utilize the Machine Learning Data to train the machine learning model for job transitions used to recommend career paths and to create dictionaries and such Machine Learning Data will be stored by IBM. ● Review job movement outcomes with Client for feedback and confirmation. This may occur multiple times if needed to address data inconsistencies. ● Deploy the IBM Watson Career Coach solution with respect to the Ask Myca, Job Matching and Career Navigator features described above at no additional charge. 2. Security and Privacy Description 2.1 Security Policy This Cloud Service follows IBM’s data security and privacy principles for IBM SaaS which are available at http://www.ibm.com/cloud/data-security and any additional terms provided in this section. Any change to IBM’s data security and privacy principals will not degrade the security of the Cloud Service. 2.2 Data processed by the Cloud Service This Cloud Service may be used to process content that contains personal data and the sensitive personal data described below if Client, as the data controller, determines that the technical and organizational security measures are appropriate to the risks presented by the processing and the nature of the data to be protected. The Cloud Service is not designed to process data to which additional regulatory requirements apply. Types of data which may be processed are listed below: ● Job information (user’s name, education history, employment history, skills) As the data owner and data controller in this engagement, Client will have the primary responsibility for determining what data is housed in or used in the system. Client will specify the data required for Client’s talent acquisition processes, such as social security numbers, personal phone numbers, and candidate resume information, as well as company information needed for the population of job requisitions and offers. IBM Watson Career Coach will use data provided by the Client and the end user to match to available job opportunities. Specifically, the Cloud Service will use concepts extracted from job requisitions and concepts extracted from resumes and/or text responses to determine which openings the user may be interested in. The Client consents to IBM’s use of the data for this machine learning as further described in the Use of Data for Machine Learning section below. In the event that the scope of this Cloud Service will involve EU Content/data as specified in the PoE/Order Document, IBM and Client or their relevant affiliates will enter into a mutually agreed data processing addendum which shall include the standard unmodified EU Model Clause agreements in their corresponding roles pursuant to EC Decision 2010/87/EU with optional clauses removed. All disputes or liability arising under these agreements, even if entered into by affiliates will be treated by the parties as if the dispute or liability arose between them under the terms of this Service Description and the Agreement. 2.3 Security Features and Responsibilities The Cloud Service implements the following security features: The Cloud Service encrypts content during data transmission outside of the IBM network. The Cloud Service encrypts content when at rest awaiting data transmission. 3. Service Level Agreement IBM provides the following availability service level agreement (“SLA”) for the Cloud Service as specified in a PoE. The SLA is not a warranty. The SLA is available only to Client and applies only to use in production environments. 3.1 Availability Credits i126-7897-01 (09/2017) Page 2 of 6 Client must log a Severity 1 support ticket with the IBM technical support help desk within 24 hours of first becoming aware that there is a critical business impact and the Cloud Service is not available. Client must reasonably assist IBM with any problem diagnosis and resolution. A support ticket claim for failure to meet an SLA must be submitted within 3 business days after the end of the contracted month. Compensation for a valid SLA claim will be a credit against a future invoice for the Cloud Service based on the duration of time during which production system processing for the Cloud Service is not available (“Downtime”). Downtime is measured from the time Client reports the event until the time the Cloud Service is restored and does not include time related to a scheduled or announced maintenance outage; causes beyond IBM’s control; problems with Client or third party content or technology, designs or instructions; unsupported system configurations and platforms or other Client errors; or Client-caused security incident or Client security testing. IBM will apply the highest applicable compensation based on the cumulative availability of the Cloud Service during each contracted month, as shown in the table below. The total compensation with respect to any contracted month cannot exceed 10 percent of one twelfth (1/12th) of the annual charge for the Cloud Service. 3.2 Service Levels Availability of the Cloud Service during a contracted month Compensation Availability during a contracted month (% of monthly subscription fee* for contracted month that is the subject of a claim) Less than 99.8% 2% Less than 99.0% 5% Less than 95.0% 10% * If the Cloud Service was acquired from an IBM Business Partner, the monthly subscription fee will be calculated on the then-current list price for the Cloud Service in effect for the contracted month which is the subject of a claim, discounted at a rate of 50%. IBM will make a rebate directly available to Client. Availability, expressed as a percentage, is calculated as: the total number of minutes in a contracted month minus the total number of minutes of Downtime in a contracted month divided by the total number of minutes in the contracted month.