Sony Pictures Entertainment Inc TCS America

STATEMENT OF WORK ORDER

REVENUE PIPELINE MANAGEMENT SYSTEM DEVELOPMENT

forSONY PICTURES ENTERTAINMENT INC.

December 2011

SOW for Revenue Pipeline Management Page 1 of 17 Confidential

Sony Pictures Entertainment Inc TCS America

Table of Content1.0 Introduction..................................................................................................................................................... 42.0 Scope of Services...........................................................................................................................................43.0 Service Environment......................................................................................................................................54.0 On-boarding Plan............................................................................................................................................65.0 Assumptions...................................................................................................................................................66.0 Project Planning..............................................................................................................................................97.0 Change Control.............................................................................................................................................148.0 Staff Approval Process.................................................................................................................................159.0 Work Order Term...........................................................................................................................................1510.0 Fees................................................................................................................................................................ 1511.0 Acceptance Criteria......................................................................................................................................1812.0 Appendix........................................................................................................................................................ 19

SOW for Revenue Pipeline Management Page 2 of 17 Confidential

Sony Pictures Entertainment Inc TCS America

1.0 Introduction

This Work Order is issued under, and shall be governed by the terms and conditions of, the Amended and Restated Consultant Services Agreement between Sony Pictures Entertainment Inc. (“Company” or “SPE”) and TATA America International Corporation (“Consultant”, “TCS” or “Vendor”) with an Effective Date of March 29, 2010 (the “Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to them in the Agreement

2.0 Scope of Services

In ScopeTo perform the requirement analysis, design, development and 4 weeks of warranty support for Revenue Pipeline Management

Developing the following features for the RPM application development

1. Administration Alert Management Title Attribute User Admin

2. Deal Management Contract Setup Deal Setup Deal Header Deal Document Term Year Management Products Rights and Licensing Category Management Maintain Pricing Templates Manage Proposed Titles Proposed Title Import / Export Conflict Checks Manage Deal Titles Adjust / Allocate Deal Product Editor Mass Update Rights Run Avails List from Avails Module* Deal Avails Manage Deal Alerts Create deal versions

3. Budget/Forecasting Build SARA Screens Budget Administration Budget Management Create budgets for Series Unassociated Revenue Forecast Management Snapshot Review Variance analysis Audit & Purging Create budget rollups at various levels of detail Archive Historical Data to preserve performance

4. General functionality Landing Page

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Sony Pictures Entertainment Inc TCS America

Personalization5. Data Mart

Avails Engine Changes6. ITSM

Connect RPM to ITSM deals (requires script) Convert ITSM deal/pricing categories

7. BI Finance Cube/MS Office Integration Sales Cube(combine sales history and financial reporting) SARA Reporting/Business Object Universe

Unit testing of the above listed features System and integration testing Data load as required for new tables with data as provided by SPE Support SPE in conducting the User Acceptance Testing (UAT) Documentation of design, test scripts, implementation plan and support deliverables. Design of framework, data modeling, and other technical considerations, implementation and

deployment thereof. Management of offshore resources and communication of status to onshore team. Management of overall project including resource planning, status updates, and budget

reconciliation of TCS actuals against planned cost.

Please refer to the Functionality – Use case mapping sheet in Appendix 1 for more information on the requirements for the said functionalities.

Out of ScopeThe following activities are considered out of scope:

1. Requirements gathering and requirement documentation. Company will provide detailed require-ments to Consultant.

2. User Manual, End-user training and developing training material. Consultant will provide required assistance to Company, if required.

3. Procuring/ setting up/ upgrading any hardware components and operating systems.4. Infrastructure management including Software licenses, Installation, Database administration

(Backup, recovery), Network administration and Server administration.5. Preparation of UAT test cases and conducting the UAT. 6. Making changes to any of the existing applications sharing the same Database.7. Data Analysis & Data Cleaning.8. Design / development of any failover / recovery system for the Revenue Pipeline Management

solution.9. Any changes required to be done in the external systems which are connected to Revenue Pipe-

line Management system. 10. The functionality Competition and circuit management is not required and hence out of scope.11. Compatibility with ipad and other mobile devices. 12. Rule Engine Setup in Administration module13. UI comp designs for the RPM system will be provided by the Company and is out of scope14. .CSS files to be used in the RPM system will be provided by the company to the consultant15. Testing of any other application due to database changes for RPM

3.0 Service Environment

Software Stack  Vendor

Application Server JBoss 5.1.1 EAP

Database Server Oracle 11g

SOW for Revenue Pipeline Management Page of Confidential

Sony Pictures Entertainment Inc TCS America

Software Stack  Vendor

Operating System Linux / SUSE /Windows 7

JVM JDK JRE 5.0

IDE JBoss Developer

GUI JSF1.2_13/RichFaces 3.3.1 SP2

Web Server Apache

Framework JBoss – Seam 2.2.4. 

Configuration Management Sub version

4.0 On-boarding PlanThe project plan, resource loading plan and the timelines are mentioned in the project plan document attached in the Appendix

5.0 AssumptionsConsultant has made the following assumptions while preparing this SOW. Variations to these assump-tions may have a direct impact on the effort, cost and the agreed upon service levels and hence may be handled through the change control process.

Common Assumptions1 The scope of the project as defined in the In-Scope section of this SOW.2 Company will provide necessary and adequate infrastructure to enable Consultant to fulfill its commit-

ment for the assignment. This will be applicable for each TCS consultant located at Company’s premises and will be arranged for and provided at no cost to Consultant. The infrastructure includes office space, computers/terminals and required software, computer consumables and communication facilities.

3 Company will nominate single point of contact for TCS consultants who will be responsible for setting up the meetings, provide access to environment, test data, clarification of queries, acceptance of doc-ument and software, etc.

4 Resource Management and work allocation will be sole authority of the TCS. However in instances of disagreement if any would be mutually resolved between SPE and TCS.

5 Consultant will not be responsible for any impact caused due to 3 rd party Software, documentation shortcomings and/or defects. However, Consultant will assist Company in finding workable alterna-tives.

6 SPE will be responsible for ensuring that complete documentation is made available to TCS in cases where other Vendor(s) have developed specific Documentation for SPE.

7 SPE will ensure coordination with business users and third party vendors for timely closure of all tech-nical/functional issues raised by TCS. Any delay due to same may impact the cost and schedule of the project.

8 SPE will ensure timely response and participation from other support teams wherever any issue needs to be jointly analyzed and resolved.

9 SPE will allow for a lead time of at least 3 weeks to increase or decrease resources based on the scope amendments after discussions and mutual agreement between SPE and TCS

10 Detailed functional specification documents and/ or use cases to be provided within the mutually agreed timeframe. Any delay in this may impact the overall schedule and cost and will be going through change control process.

11 Reviews and signoffs by Company (IT or Business) will be provided within mutually agreed timeframe as defined in the project plan. Any delay in this may impact the overall schedule and cost and will be going through change control process.

SOW for Revenue Pipeline Management Page of Confidential

Sony Pictures Entertainment Inc TCS America

12 Consultant will provide desktops and standard software as MS Office to all Consultant associates at offshore. Any licensed software has to be provided by Company.

13 Activities related to Company server administration, database administration, network administration, installation, hardware configuration and desktop support in any Company environment will be pro-vided by Company.

14 Company will carry out the UAT as per the mutually agreed plan created at the beginning of the project. Any additional delays due to non-availability of users to perform UAT may affect cost and schedule.

15 TCS will provide the 4 weeks of warranty support for the components only after they are deployed in the production environment. It is assumed that the components will be deployed in the production en-vironment after obtaining acceptance as defined in the acceptance criteria for the applications.

16 Company will provide details about the infrastructure (Server hardware configurations) to Consultant.

Application Specific Assumptions Following are some additional assumptions with respect to new Revenue Pipeline Management applica-tion to be developed:1 The current estimate for RPM application development is based upon below mentioned high level

Functional Specification and use case shared by Company.

Functional Specification FS-1 Budget Snapshots.doc FS-2 Budget Entry.doc FS-3 Deal Management.doc FS-4 Title Search.doc FS-5 New Series Line Items.doc FS-6 Budget Creation.doc FS-7 Revenue Data Elements.doc FS-8 Deal Pricing Schedule.doc FS-9 Product Licensing Terms.doc FS-10 Contract.doc FS-11 Avails and Client Lists.doc FS-12 Home Page.doc RPM Software Architecture Document v1.0.docx

Use Case List UC.02.01.001 Create Deal Header - Master.doc till UC.02.01.002 Associate Contract to Deal v0a.docx UC.02.01.003 Find a Contract - Master.doc UC.02.01.004 Change Deal Header - Master.doc UC.02.01.005 Find a Deal - Master v2.doc UC.02.01.006 Create Contract Header - Master.doc UC.02.01.007 View Customer History - Master.doc UC.02.01.008 Setup Multiple Term Years - Master.doc UC.02.04.001 Adjust Overages Fees - Master.doc UC.02.04.005 Create Start Change Order - Master.doc UC.02.04.006 Update Title Budget Status - Master.doc UC.02.04.007 Adjust Subscriber Counts - Master.doc UC.02.04.008 Subtracting Revenue From TBD and Unassociated Titles - Master.doc UC.02.04.009 Delete Titles - Master.doc UC.02.04.010 Edit Deal Titles - Master.doc UC.02.04.011 Enter Fee Via Import - Master.doc UC.02.04.012 Export Title List to Client - Master.doc UC.02.04.014 Import Titles - Master.doc UC.02.04.015 Manage Proposed Titles - Master.doc UC.02.04.016 Paste Titles IDs - Master.doc

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Sony Pictures Entertainment Inc TCS America

UC.02.04.020 Product Status Change - Master.doc

Please refer to the Functionality – Use case mapping sheet in Appendix 1 for the traceability matrix with the complexity level information.

The above is the use case list as of current date of Nov 29, 2011. The latest use case list can also be found in the following link of Company’s RPM share point folder.

http://share.spe.sony.com/sites/Ent/etq/SPTInternationalTVDistributionSalesBudgetProject/Project%20Documents/Forms/AllItems.aspx?RootFolder=%2fsites%2fEnt%2fetq%2fSPTInter-nationalTVDistributionSalesBudgetProject%2fProject%20Documents%2f03%20%2d%20Re-quirements&FolderCTID=&View=%7b69B86BC2%2d267C%2d4830%2d82F9%2d28F-BC39A3A95%7d

2 RPM will share the same database as ITSM and other related applications.3 Data from the GPMS will be obtained by existing replication process; this estimation does not con-

sider any additional interface with GPMS.4 There are no changes to the related interfaces. [e.g. PRISM, Interplan]5 This estimation assumes that Budget Forecasting will be developed from scratch.6 Data mart design is same and there is no change to Data mart for avails calculation7 Estimation doesn’t consider efforts for screen developments for master data set up. e.g. Territory -

station relationship8 Prototype to be provided by SPE. The .css provided by SPE would be used for the look and feel of

the application screens. Any modification to the css and the ensuring browser compatibility of the same will be done by SPE.

9 Functional Specifications will be available for the list of use cases for all the requirements10 User Manual Preparation will be carried out by SPE11 If the number of screens exceeds the number in the prototype, (which are based on the use cases),

the variance would need to be addressed through the change control mechanism.

SOW for Revenue Pipeline Management Page of Confidential

Sony Pictures Entertainment Inc TCS America

6.0 Project PlanningThis section covers the following:-

Tentative Project Schedule with Resource Loading

The indicative project schedule is as below, showing the phases, their duration and the go–live dates. Commencement date of the engagement 12-Dec-2011

Name Location

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Deal Mgmt Review with Ccustomer-Start-Apr 2 Deal Mgmt UAT start-May 21 Go Live - Deal Mgmt - Jul 2 Budget Mgmt UAT start-Aug 20 Go Live - Budget Mgmt - Oct 1 Phase 2 Items UAT start Go Live - Phase 2 - Mar 4

Tech Lead onshoreProject Manager offshoreProject Manager onshoreDeveloper onshoreDeveloper onshoreDeveloper offshoreDeveloper offshoreDeveloper offshoreDeveloper offshoreDeveloper offshoreDeveloper onshoreDeveloper onshoreDeveloper onshoreDeveloper onshoreDeveloper onshoreDeveloper offshoreDeveloper offshoreDeveloper offshoreDeveloper offshoreTest Lead onshore Deal MgmtGF Admin Deal MgmtTester offshoreTester offshore UATTester offshoreDeveloper offshoreDeveloper offshoreTester offshore

ITSM (WBT)Oracle Upgrade

Oracle Upgrade

UAT Support HypercareBudget Mgmt Deal Mgmt Deal Mgmt Deal Mgmt Budget Mgmt

Deal Mgmt ITSM Deal Mgmt UAT Support Hypercare BI

Deal Mgmt UAT Support HypercareGF GF Admin Deal Mgmt Deal Mgmt Budget Mgmt Budget Mgmt

Deal Mgmt Deal Mgmt Deal Mgmt BI Budget Mgmt Budget Mgmt

Deal Mgmt Deal Mgmt Budget Mgmt Deal Mgmt Budget MgmtDeal Mgmt ITSM (Options) Budget Mgmt

Deal Mgmt Deal Mgmt Budget Mgmt Deal Mgmt UAT Support Hypercare

Deal Mgmt Deal MgmtBI BI

Deal Mgmt Deal Mgmt GF Budget Mgmt

Deal Mgmt Deal Mgmt Deal Mgmt Budget MgmtDeal Mgmt Deal Mgmt Budget Mgmt

Deal Mgmt Deal Mgmt Deal Mgmt Budget Mgmt UAT Support Hypercare

Budget Mgmt Budget MgmtFramework Deal Mgmt Deal Mgmt UAT Support HypercareGF GF GF Deal Mgmt Admin GFDeal Mgmt Deal Mgmt Admin GF Budget Mgmt

ITSM (Conversion) Admin Data Clean Up Budget Mgmt UAT Support Hypercare

Deal Mgmt Deal Mgmt UAT Support HypercareAdmin Admin Admin Budget Mgmt

PM Project Mgmt Project Mgmt Project Mgmt Project MgmtDeal Mgmt Deal Mgmt Deal Mgmt

UAT Support HypercarePM Project Mgmt Project Mgmt Project Mgmt Project Mgmt

Framework Budget Mgmt Technical Mgmt Technical Mgmt Deal Mgmt

Color Code

S6= Budget Management - a l l functional i ty including reporting

S7= Phase 2 Items - Complex Rules/Alerts

User Acceptance Testing

Hypercare

Phase (Sprint) Description

S1= Framework

S2= Deal screen view only/ add some dea ls (no val idation) / pricing tiers /some a lerts/rules

S3= Deal maintenance: completion of a l l tabs except deal titles

S4= Deal Management - a l l functional i ty including Alerts

S5 =BM - create budget view & few fi nancia l reports (pivot tables )

SOW for Revenue Pipeline Management Page of Confidential

Below table shows the summary of tentative start date and end date of the each phase (sprint) and major milestone of the project:

Phase (Sprint) Start Date End DateSprint S11. Planning and Start Up 12-Dec-2011 16-Dec-20122. Framework Setup 12-Dec-2011 13-Jan-20123. Architecture Design 12-Dec-2011 13-Jan-20124. Requirement Analysis and Design 02-Jan-2012 23-Mar-2012Sprint S25. Requirements Analysis and Clarification 02-Jan-2012 07-Feb-20126. Design 09-Jan-2012 10-Feb-20127. Construction and Unit Testing 16-Jan-2012 20-Mar-20128. QA and System Integration Testing 09-Jan-2012 30-Mar-2012Sprint S39. Requirements Analysis and Clarification 09-Jan-2012 27-Jan-201210. Design 16-Jan-2012 04-Feb-201211. Construction and Unit Testing 30-Jan-2012 08-May-201212. QA and System Integration Testing 27-Feb-2012 18-May-2012Sprint S413. Requirements Analysis and Clarification 27-Feb-2012 27-Mar-201214. Design 07-Mar-2012 02-Apr-201215. Construction and Unit Testing 12-Mar-2012 08-May-201216. QA and System Integration Testing 26-Mar-2012 18-May-2012Phase 1 (Deal Management) UAT and Hypercare17. User Acceptance Testing 21-May-2012 30-Jun-201218. Deployment and Hypercare 02-Jul-2012 27-Jul-2012Sprint S5-S619. Requirements Analysis and Clarification 09-Apr-2012 20-Jun-201220. Design 16-Apr-2012 25-Jun-201221. Construction and Unit Testing 30-April-2012 07-Aug-201222. QA and System Integration Testing 21-May-2012 17-Aug-2012Phase 1 (Budget Management) UAT and Hypercare23. User Acceptance Testing 20-Aug-2012 28-Sep-201224. Deployment and Hypercare 01-Oct-2012 26-Oct-2012Sprint S725. Requirements Analysis and Clarification 16-Jul-2012 07-Sep-201226. Design 19-Jul-2012 25-Sep-201227. Construction and Unit Testing 26-Jul-2012 08-Jan-201328. QA and System Integration Testing 30-Jul-2012 18-Jan-2013Phase 2 UAT and Hypercare29. User Acceptance Testing 21-Jan-2013 01-Mar-201330. Deployment and Hypercare 04-Mar-2013 29-Mar-2013

Project Deliverables

The deliverables of the project at the end of each phase are as listed in the below table:

Phase (Sprint) DeliverablesProject Start Up 1. Project Plan

2. Project Process DocumentFramework and Architecture Design 3. Technical Architecture DocumentRequirement Analysis and Design 4. Technical Design Document (LLD)Construction and Unit Testing 5. Unit Test Cases

6. Unit Tested CodeQA and System Integration Testing 7. Test Plan Results

8. Test Cases9. System & Integration Tested Code

User Acceptance Testing 10. Final CodeDeployment and Hypercare 11. Induction Manual

Project Team and Organization Structure

Project Review and Communication Plan

Outlines the mechanism to review the project progress and control the project within the expected schedule,

The objectives of the Communication plan is: To effectively integrate and align people, and processes using appropriate communication

components for the successful execution of the project. To provide a communication framework that can be adapted and expanded. To incorporate multiple channels for managing expectations and disseminating project progress.

TCS suggests the following mechanism to ensure effective communication channels among all parties involved in the project at regular intervals.

TCS Delivery Lead

TCS Project Team

ONSITE

OFFSHORE

Project Manager

RPM Offshore Project Team

TCS ADM and Support Group

SPE Project TeamProject Manager

Project Team

SPE Support Group

SPE Delivery Lead

Project Manager

RPM Project Team

Stakeholder Group

Object of project communication

Accountable information resource

Frequency Vehicle Audience

TCS Project Team

Project Discussions

Consultant Onsite\ Offshore PM’s

Weekly or As and when

Verbal presentation/email/teleconference

TCS Offshore PM , TCS Onsite PM & RPM Team

Technical Review

Significant Technical Issues and Risks

Tech Lead/Architects

Weekly Verbal presentation/email/teleconference

TCS Onsite tech lead / , TCS Offshore Tech Lead and SPE Solution Architect

SPE / TCS Project Managers

Project Status Reviews

Consultant Development Lead

Weekly Verbal presentation/email/teleconference

SPE Delivery Lead, TCS Delivery Lead, TCS onsite offshore PMs, SPE PM,

TCS Delivery lead

Status reporting / risk management

Consultant Delivery Lead

Monthly Verbal presentation/email/teleconference

TCS Management , SPE ManagementSPE Delivery Lead, TCS Delivery Lead, TCS onsite offshore PMs, SPE PM

Template of a sample Weekly Status Report is embedded in Appendix 4

Project Level Reporting and Monitoring

The project will be monitored according to the project plan which will be refined as the project progresses.

Project plan changes would need to be concurred upon both by TCS and SPE and the changes would need to be signed off.

Reporting of the progress of the project, on a weekly basis, would be by TCS project manager to SPE project manager basis the signed off project plan.

Monthly performance reviews will be held with SPE Delivery Lead. TCS will report the monthly metrics on cost, quality and schedule during this meeting. The detail metrics will be available to the SPE project managers, upon request.

Any significant problems and risks shall be communicated immediately to the SPE Project Manager and would be discussed in detail in the next immediate meeting that would be scheduled.

TCS will recommend preventive actions or mitigations in case of issues and risks. Each Phase would follow the standard SDLC cycle with defined requirements, design

construction and UT periods. Slippage on any of these as per the signed of project plan would require immediate highlighting and control mechanism would need to be exercised.

TCS will present following data in the weekly status report• Estimated Effort: cumulative total hours estimated for the tasks for the given period• Actual Effort: cumulative total hours actually expended for the tasks for the given period• Rework Effort: cumulative total hours expended correcting documented defects or

additional requirements

• Total Effort: cumulative total hours expended for Actual Effort and Rework Effort • Effort utilization per week.• Goals for the next week • Accomplishments achieved during the reporting period • Quality data like Defects, errors etc. • Risks and Issues:

Escalation Mechanism

Issues between SPE and TCS that may arise need to be resolved at various levels of the management. Such issues which may arise at a particular project level, which could be either technical or managerial in nature. They may involve issues regarding slippage of scope, effort, cost or schedule. TCS intends to highlight and resolve all such issues through the procedures agreed upon at the joint governance meetings.

TCS and SPE will report any problem or issue to their counterparts.

TCS proposes the following high-level escalation resolution process:

Acknowledgement of Escalation TCS and SPE will report any problem or issue to their counterparts at the same level. These issues will be resolved at the project manager level. If the issue is not resolved at that level in the agreed time frame, then it may be escalated to Delivery Lead level. In case of disagreement, it will be escalated to TCS and SPE higher management. The timeframes for issue escalation will be mutually agreed with SPE. Any issue reported will be acknowledged.

Causal Analysis and Recommendation For all escalations, TCS will carry out causal analysis to determine the root cause of the issue. Also, proper recommendations will be suggested by the TCS team to prevent variance in project outcomes.

Resolution and Monitoring The TCS and SPE will work to identify the solution to the problem and implement the necessary changes to resolve the issue.

Escalation Acknowledgement

Causal Analysis and Recommended

Corrective Actions

Resolution and Monitoring

7.0 Change ControlAlthough Consultant expects that the requirements will not change significantly during the various phases of this engagement, some changes may occur over its life cycle. Some of these changes may be minor while others may have a significant impact on efforts and schedules. Any delay in the review and feedback can affect the schedule and pricing and will be taken through change control process.

In order to handle such situations smoothly, Consultant suggests a Change Control procedure, which will allow either Company or Consultant to initiate a change request at any point during the life cycle of this SOW. The impact of each change on the effort, cost, and schedule of this SOW, and on other modules of the application will be assessed.

Request for changes will be processed using a Change Request Form, which will describe the change, the impact on the existing schedule and cost of this SOW and the potential additional effort and cost to this SOW as a result of the change. The changes will be implemented only after approval from Company. For an effective control on changes it is suggested that a priority level be decided for each of the change requests. This priority level will be mutually determined by Company and Consultant. Consultant team will maintain an up-to-date log of all change requests. The log will also contain the status of the change, to whom it was assigned, what changes were done, when it was released etc. This document can be used later as reference for completeness check.

The total baseline efforts for each functionality has been shown in the Functionality – Use case mapping sheet attached in Appendix 1 and will be reviewed on a timely basis in case of any changes in scope.

In case of any delay either due to requirement delay or dependencies on SPE to start the Sprint then the project will be charged as per the Weekly Burn Chart attached in the Appendix 3.

In these kind of delays both the Company and Consultant will have the dialogue and accordingly take a collective decision to carry out the various Sprint activities in parallel and also increase the resource loading to cover up the schedule delays.

8.0 Staff Approval ProcessPrior to assigning Consultant staff to Company, Consultant will provide Company with proposed staff resumes and other information about the members, and Company will have the right to approve them. If Company objects in good faith to the proposed assignment, Consultant shall propose other individuals to meet Company staffing requirements.

During the contract period, if Company determines in good faith that the continued assignment of one or more of the Consultant personnel is not in the best interests of Company (due to poor staff performance) and as such requests replacement of such person(s), Consultant will replace that person(s) with another person(s) of suitable ability and qualifications per the staff approval process described above within 2 weeks for offshore Consultant personnel and 4 weeks for onsite Consultant personnel.

9.0 Work Order TermAs per discussions and agreement between SPE and TCS, the start date of the Work Order has been considered as 12 Dec 2011. The Work Order Term is considered for a period of approximately 16

Months from the start of the engagement. .The end date of the Work Order is considered as 29 Mar 2013 For the purposes of this Work Order, references to the “Work Order Initial Term” or “Work Order Renewal” of this Work Order may collectively be referred to as the “Work Order Term” where appropriate.

10.0 FeesTCS Proposes a Fixed Capacity Cost of USD $1,921,779 with total hours of 37,476 for the Scope of Work as outlined in this Work Oder. This development work shall be carried out for a period of approximately16 Months involving from the start date of the engagement.

The Payment Milestones will be initiated every month. These indicative monthly figures are provided in the resource loading plan attached in the Appendix 2.

The projected capacity and the monthly process are summarized below:

Total 14,500 22,976 37,476 $1,921,779

Milestone Onsite Hours Offshore Hours Total Hours Milestone Payment30-Dec-11 173 260 433 $22,50030-Jan-12 1115 1341 2457 $135,04828-Feb-12 1635 2337 3971 $209,03829-Mar-12 1308 2250 3558 $178,65427-Apr-12 1423 2250 3673 $188,46230-May-12 1827 2813 4639 $239,66328-Jan-00 1385 2250 3635 $185,19230-Jul-12 1308 2250 3558 $178,65430-Aug-12 1135 2077 3212 $158,75027-Sep-12 615 1212 1827 $88,65430-Oct-12 635 1428 2063 $96,77929-Nov-12 385 865 1250 $58,65428-Dec-12 385 692 1077 $53,46230-Jan-13 481 433 913 $53,84627-Feb-13 385 346 731 $43,07728-Mar-13 308 173 481 $31,346

The prices mentioned in this Work Order are based on the spent capacity requirements as specified by SPE. Price implications, if any due to changes in the scope will be reviewed in conjunction with SPE through Change Management process.

TCS and SPE will review the capacity requirements on an ongoing basis and make appropriate resource and budgetary changes as required.The expenses for any additional travel required for TCS associates for project purpose must be approved by SPE and will be charged additionally at actual cost.

Consultant will record the effort spent in Company’s time tracking system and to ensure that the effort burnt is in line with this SOW. In case of differences, adjustments to cost will made based on the effort

logged on Company time tracking system. Company will create appropriate tasks in the time tracking system.

Effort and Resource breakup:

Please refer to Appendix 2 for detailed resource loading and timeline (draft)

Not included in the effort

Area

Reporting requirement

Rules Engine Setup

Dea l Mgmt - Create / Update rules

Dea l Mgmt - Associate rules to a category

Dea l Mgmt-POC for roya lty s tatement upload and process ing from Rentrak Out of scope

Out of scope

Out of scope

Out of scope

Reason

In progress

11.0 Acceptance CriteriaSPE must confirm in writing that each Deliverable complies with the requirements specified in this Statement of Work.

If approval for any deliverable is not received within 3 business days from the date of submission then it shall be escalated as per the agreed escalation procedure. If the escalation is not closed within a period of 2 business days, the document will be deemed as acceptable to SPE provided there is no explicit written mention of issues against the deliverable.

AGREED AND ACCEPTED THIS 1st DAY of Dec 2011:

TATA AMERICA INTERNATIONAL SONY PICTURES ENTERTAINMENT INC.CORPORATION

BY: BY:

ITS: ITS:

12.0 AppendixAppendix 1:

The latest Functionality - use case mapping list can also be found in the following link of Company’s RPM share point folder.

Appendix 2:

Resource loading and timelines according to project phases are described in the attachment below:

Appendix 3:

Sprint Wise Weekly Burn Rates are described in the attachment below:

Appendix 4