WORK ORDER

This Work Order, also referred to as an "Statement of Work" ("SOW") is entered into by Deloitle Consulting LLP,("Deloitle Consulting" or the "Consultant") and Sony Pictures Entertainment Inc. ("SPE") and shall be in effect as of 22 April 2013. This SOW incorporates the terms of the Consultant Services Agreement dated October 10, 2003 between Deloitle & Touche LLP, an affiliate of Deloitle Consulting, and Sony Pictures Entertainment Inc. as supplemented March 1, 2004 as supplemented June 28, 2005 ("CSA"). Deloitle Consulting and SPE acknowledge and agree that (1) any reference in the CSA to Deloitle & Touche LLP or to "Consultanr shall mean Deloitle Consulting LLP or " Deloitle Consulting", and (2) only Deloitle Consulting shall be considered the service provider under this SOW and (3) no affiliates or related entities of Deloitle Consulting (including, without limitation, Deloitle & Touche LLP), whether or not acting as a subcontractor to Deloitle Consulting , shall have any liability to SPE with respect to this SOW or the services provided hereunder. SPE and Deloitle Consulting hereby agree that Deloitle Consulting shall provide the service described in this SOW, in accordance with the terms and conditions of the CSA and as forth in this SOw. If not defined in this Statement of Work, terms or expressions which are capitalized have the meaning set out in the CSA.

1 OVERVIEW OF THE PROJECT

The SPE "Enterprise Data Integration" project has 4 components. 1. Design Solution Architecture, ETl and Interfaces: Provide a design to enhance the

interface architecture and the associated solution architecture for integration of legacy systems, SAP and BW for Finance processes

2. Design MDM Foundation and Roadmap: Provide a foundation and roadmap for a MDM solution for master data objects in the SPE SAP landscape

3. Design Financial Data Integration: Enhance the financial data integration design so that detailed level line items are integrated with the Deloitle Tax system. This will be achieved by interfacing the financial data integration line items to SAP. The modules and data impacted by this track will be FI , GL, SD, AR, Customer.

4. KPI Readiness Assessment: Review the 29 KPls recommended by SPE to assess if they are comprehensive or not, perform a FiUGap analysis of the KPls against 5 data sources (SAP, Concur, Ariba, ServiceNow and PPM) including the manual Excel month end close calendar for 3 lines of business (referencing payment schedule) AND perform KPI blueprint activities including the development of the functional design specifications.

Project Management function will plan , execute and monitor all the activities associated with the 4 components listed above.

2 THE CONSULTANT'S SERVICES AND RESPONSIBILITIES Deloitle Consulting will provide the following services (the "Services") in support of the project with effect from the Commencement Date for this Statement of Work (which shall be 22 April 2013).

a. Description of Services - Assist SPE with the following activities 1. Plan and prepare for the Enterprise Data Integration project including establishing schedules,

scope, deliverable list and project plan 2. Conduct current state assessment, design the middleware approach and any changes to the ETL

design 3. Work with the SPE Data groups to develop data governance operating model and a draft MDM

solution architecture 4. For the Financial Data Integration assess the current process design, develop the to-be process

and identify gaps and mechanisms for achieving the gap functionality 5. Provide insights and apply leading practices across Financial Data Integration, Solution

Architecture, Integration, MDM Solutions, Governance and Processes 6. Define custom objects required and document the design 7. Work with the existing KPI project team towards coming up with standards for integration, solution

design and functional design specifications for reports and interfaces specific to 29 KPls and 5

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data sources (SAP, Concur, Ariba, Service Now and PPM) including the month end close calendar for 3 lines of business

8. Perform review of the 29 KPls already identified by SPE to assess if they are comprehensive or not and compare against leading practices

9. Perform a fit gap of the data in the 29 KPls against the data in the 5 source systems (SAP, Concur, Ariba, Service Now and PPM) including the month end close calendar for 3 lines of business to verify if the data identified in the KPls is available, not available, to be calculated or to be created .

10. Provide a point of view around front-end reporting tools associated with SAP BW, provide options and comparisons

i. Scope - Description of Services Specifically Excluded • Interface design activities beyond the Financial data integration associated with the FI ,

GL, SD, AR and Customer line items to be provided to the Deloitte tax system • SAP configuration and coding activities • KPI strategy, configuration, build and test

1. Any activities not listed as in-scope in this SOW are out of scope.

b Th C e It t' R onsu an s ·bTf esponSI I lies Core Deloitle Roles Project • Support the SPE Project Manager in leading the project, including leading Manager/Solution practice insights Architect • Develop the, project schedule.

• Manage project scope, quality, issues, risks, schedule, budget and resource allocation.

• Develop risk mitigation strategies and action plans.

• Responsible for project status reporting to the Project Leadership.

• Facilitate decision making and work sessions. • Lead the activities in gathering integration requirements

• Provide experience in defining and developing a solution architecture around integration, MDM and interface requirements

• Design and document the technical solution SAP Functional • Provide experience in the SAP Finance and SD areas Analyst • Gather and document requirements for the financial data line items integration

• Develop process flows of the as-is and to-be processes

• Develop a configuration reauirements document Design Analyst • Assist in gathering requirements around MDM, integration and solution

architecture

• Document MDM requirements

• Document integration requirements

• Document solution architecture requirement KPI SME • Perform KPI comprehensiveness study

• Provide leading practices perspective around Shared Services KPl's KPI Analyst • Perform fit/gap analysis

• Develop functional design specs • Complete KPI blueprint activities

3 ESTIMATED TIMING OF SERVICES AND DELIVERABLES, ANTICIPATED STAFFING AND LOCATIONS

a. Timing of Services and Deliverables

The project duration is estimated at 8 weeks (04/22/2013 to approximately 06/14/2013)

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We propose that the following deliverables will be produced during the project. A detailed list of deliverables will be finalized during the first week of the project.

Tracks Dehverable List

Current state architecture To-Be Application Landscape To-be system architecture and middleware approach Solution architecture

To-Be Master Data Design Current MOM maturity assessment Data governance operating model and processes Draft MOM solution architecture and executive, sponsor, & data owners MOM roadmap

Current process design To-be process design Fit Gap Analysis Configuration Plan Softvlare Development Scope (New Development and Impacted Existing Objectsy Functional Specifications Data Conversion Approach

Rationalized KPI Catalog KPI Fit/Gap Assessment Analytics Front-End Tools Maturity Assessment Functional Design Specifications for reports and interfaces

Project Management Plan Overall Test Strategy Communications Plan End-User Training Approach Stakeholder analysis -- ._-- ._- -----~

b. ANTICIPATED Staffing Deloitte Consulting will work closely with the nominated members of the SPE team to provide the Services. SPE acknowledges that Deloitte Consulting cannot complete the project without SPE's help and input. In providing these Services, the Consultant will deploy a team with relevant skills and experience to support the following areas:

• Experience of project managing the design and implementation of SAP solutions • Experience in performing process assessments to design new processes • Knowledge of leading practices (SAP Finance, SD, NetWeaver) and ability to bring insights

(opportunities and gaps) to SPE's attention.

A summary of key Deloitte Consulting individuals to be assigned to this Project are described below:

Ken Mclean and Abdi Goodarzi will act as the Quality Assurance Leads for the project.

The engagement lead will be Jordan Wiggins. He will manage the overall client relationship and liaise with the Project Sponsors in order to monitor the progress and results of the Engagement and address any client issues or concerns that may arise.

Unmesh Wankhede will be the Project Manager and the Solution Architect. He will manage the project on a day to day basis as well provide the experience in the Solution Architecture areas

Detailed below are the core team members, their roles and estimated time on the project:

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Name Level Role ~~~~G'CU ~~;;;'Y Ken lualitv '4 Abdi i lualitv , 4 315.41 Jordan ' i Senior • Lead 40 v',,"oO' .g' 'ovo v,,~'v, Project Manager and 320' 315.40

Solution Architect Sr. iAP i I Analvst ~ I Analvst lesion Analvst

I i I Analvst Sr. I FiUGao Analvst ;0

ienv I Senior i rax) N/A )tal I Hours 1,453

• 80 hours out of 320 will be investment and Deloitte Consulting will not bill SPE for these 80 hours + The 50 hours for Thierry Chaumantin will be investment and Deloitte Consulting will not bill SPE for these 50 hours *+ The investment hours noted above are predicated upon SPE's payment of Consultant invoices per the terms and conditions of the eSA, and timely assignment of qualified SPE resources to collaborate with Consultant.

Additional Deloitte Consulting subject matter specialists as listed below will also participate and provide experience for this project. Deloitte Consulting will be providing these resources at no extra charge" . We anticipate that these additional subject matter specialists will provide approximately 100 hours of service combined to the project:

• David Cutbill • Jaydeep Jain • Anuj Babel • Terry Felt

If needed Deloitte Consulting will bring subject matter specialists in the Treasury and BPC areas in addition to those listed above at no additional charge.

c. Location!s) where the Services will be performed

It is assumed that the Services will be performed in the following locations: • SPE's Culver City office • Deloitte Touche Tohmatsu Ltd. Offices in the U.S., or other remote locations

4 FEES AND EXPENSES

Deloitte Consulting will perform its Services on a fixed fee basis. Deloitte Consulting estimates that its fees for the Services will be fixed at $245,000, exclud ing reasonable actual out·of-pocket expenses and applicable taxes. This estimate is based on our discussions and on the information provided to Deloitte Consulting as of the date of this SOW, the nature and scope of the Services, the expected resource requirements, resource commitments from SPE, the anticipated 8 week duration and scope of the engagement, and a set of other project assumptions, all as described elsewhere in this SOW.

SPE agrees to pay in addition reasonable actual out-of-pocket expenses per the Travel and Expense policy as set forth in Exhibit C of the CSA. Such expenses are estimated to be $30,110.

In addition to the fees associated with the "Enterprise Data Integration" core project, Deloitte will provide SPE a Bex reporting backfill resource from 4/1/2013 - 06114/2013. This resource will build and develop Bex reports for the SPE SGS team. The fee for this resource will be fixed at $17,325.

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The total fixed fees for this SOW will be $262,325 plus applicable taxes, in any. These fixed fees will be invoiced per the following schedule:

Friday, May 17, 2013 - $131,162

Friday, June 14, 2013 - $131,163

The final invoice issue date of Friday, June T4, 2613 will be contingent Upon SPE approval of the following deliverables:

1. To-be System Architecture and Middleware Approach 2. Financial Data MDM Roadmap 3. To-be process design 4. Functional Design Specifications S. KPI-Functional Design Specification for Reports and/or interfaces 6. Project Charter and Phase Signoff

The final invoice will also include any expenses related to this SOW as estimated above. Such expenses will require prior SPE approval.

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5 SPE RESPONSIBILITIES a ResDonsibilities

The following table provides the proposed roles and responsibilities for SPE project team members: Role Responsibilities Duration

Project Manager Overall Project Manager and Solution Architect (40 8 weeks hoursiweek)

Legacy System SME (part-time) Provide As-Is process documentation, provide as-is 8 weeks process knowledge expertise, participate and provide input to design sessions focused on To-Be solution for interfaces (16-24 hoursiweek)

Business AnalysUSME from Design and validate To-Be solution As needed Tax, Statutory, Participations and Residuals systems (one each. part-time) ' SAP Functional SME SAP FI and SD eXDertise (24-32 hoursiweek) 8 weeks SAP BlrReporting Expertise BlrReporting Expertise. KPI expertise (24·32 6 weeks

hoursiweek) Service Now Expertise Service Now expertise (16·20 hours/week) 6 weeks Concur Expertise Concur eXDertise (16-20 hours/week) 6 weeks Ariba Expertise Ariba exoertise (16-20 hourslweek) 6 weeks PPM ExDertise PPM exoertise (16-20 hourslweek) 6 weeks

6 PROJECT APPROACH: Based on our understanding of SPE and scope of the project. we propose an approach that breaks the project duration into 3 major phases

• High level Design: This phase will lay the foundation for the detailed design and project plan

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• Evaluate and Validate: This will involve the review and evaluation of the high level design before embarking on the detailed design

• Detailed Design: This phase will document a detailed design and solution for the integration and MOM road map foundation

The high-level design phase refines the MOM and the data integration solution based on previous work completed by SPE. This phase will lay the foundation for the detailed design and project plan .

Key object ives of th is phase: 1. Design and recommend a simplified and

scalable data integration enterprise wide solution (ETL and interfaces). minimizing the change to existing interfaces, and minimizing additional reconciliation tasks for the line of business

2. Complete high-level design olthe MOM foundational state

3. Complete decision and high-level deSign of SAP line items. modules and customer master, to ensure that data issues wiU be congruous with future improvements (i.e.: jf Home Entertainment were to use SAP for fmance and supply chain needs)

Evatuate& Vatldate

The detailed design phase is required to build and document a detailed design and solution for MOM foundation and data integraVon solution.

Key objectives of this phase:

1. Detailed design of financial data integration line items, reports, interfaces. MOM processes, business roles. security, and infrastructure needs

2. Finalize customer master configuration design

3. Develop functional specifications for ETL and interface changes

4. Identify change impacts to mitigate risks associated with organizational change

The proposed timeline for this project is 8 weeks and is based on the information provided by SPE. The following graphic represents the major milestones during the 8 week project

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Activities

Conduct current st~te ~5Sessment

~sign lo·be system architecture and mir:klle ....... re approach Idenlitygaps. & changes to ETl design

Finalize solution architecture

Co:'lduct currenl MOM maturity assessment Develop data govemance operating model, processes and metrics

Drat MOM solution architecture and executive. sponsor. & data Q'Nners

~l.a in design and MOM roadmap

Assess currenl process design

Develop to-be process cesi;n and identify gaps

Conduct design vaftdation woOtshop

Assess impact !o existing processes. and develop RICEFW ~st

c:::=z()c urrent State Architecture

====':::':<)r,tiddleware ,+""",ch

Recommended i Architecture ====:::':J ===:(J Current SlIlIIe MOM ma",' 1v ", .. "

a::==:::'::>.comn,,",4eo future state MOM design

==0 1'IC)M solution IIrchitecture

MOf.!

= = =:(JCurrent SAP ERP Design

""= =====0 -t~;:;;;:~F~" S~D~'~AR)llnd Customer Design

RAel & RICEFW Li :51 ~

===:J Rationatized KP" elta'". Conduct review 01 21 SPE identified KP[s for comprehensiveness

PeriOtm FilfGapAs<;;essmen! against C===<>S"k" h~~~~!:;F.:::::~:~~F;:UG:a:p:::::: data sources Develop Functional DeSign Specs Specs

Perform stilkeholeer ilnillysis Stra tegy

Develop lesting and tra jni~ strategy

Determin~ change impact and communication plan

Dev.1Op IfT\plementatJon plan

Agr~e on Jmplement~lion ptan & IMiative project charters

c=::::::::() Communication Plan

Implementation Plan c:=::::()

V.,id"". Signo« Project Charters ~ &Phase Signol' ~

A detailed timeline will be developed during the first week of the project.

Current state assesment approach: Current state process assessment will be conducted through workshops and / or in-person meetings with the SAP FI SMEs, MDM SMEs and legacy system SMEs during the first 2 weeks of the project. Deloitte Consulting anticipates that 2-3 workshops/meetings will be conducted for each track to perform the assessment work, The workshops/in-person meetings will be led by Deloitte Consulting resources (SAP Functional Analyst, Solution Architect and KPI Analyst depending on the work-track, Deloitte Consulting proposes a Quality Assurance check point every two weeks (at the end of weeks 2, 4, 6, 8), The QA check point will include a review of the progress by SPE project leadership, The 4 week check point will be used for validating and signing off on the To-be design of the Financial To-be integration, Middleware approach and Rational ized KPI catalog, As part of the current state assessment approach Deloitte Consulting expects that SPE will provide upto date and current detailed as-is process design, as-is configuration design and implementation, as-is integration diagram (system level integration, interface level integratin), Functional Design SpeCifications and Technical Design SpeCifications of the existing custom objects (Reports, Interfaces, Enhancements, Forms, Workflows) associated with the Financial Data Integration, The current state assessment deliverables will be produced in Microsoft Word and Excel Templates,

7 ASSUMPTIONS

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The following is a list of key assumptions and expectations (the "Engagement Assumptions") upon which

Deloitle Consu~ing has relied in agreeing to perform the services and on which our fee is based. Deviation from these assumptions may cause changes to the time-plan, fees, expenses, deliverables, effort, or otherwise impact Deloitle Consulting's performance of the services.

1, Project Management Assumptions

1.1. Project management will be a shared responsibility between SPE and Deloitle Consulting . The SPE project leadership team will have overall responsibility and authority for driving all key project decisions, reviewing and approving deliverables, facilitating discussion andlor communication between all parties as needed, and securing any required SPE or third-party resources. The SPE Project Leadership Team will be supported by Deloilte Consulting and SPE project managers.

1.2. The project plan, schedule, and budget assume reasonable and timely access to relevant SPE personnel and information. Decisions/answers to solutions, questions, and issues proposed by the Deloitle team to the program team will be provided in a reasonable time frame. Reasonable shall be defined as two to three days for tasks not on the critical path. For tasks that are on the critical path, responses should be provided within 24 hours. SPE understands that not providing this information on a timely basis could cause delays in the program timeline and create cost overruns.

1.3. All Deliverables prepared by Deloitte Consulting shall be subject to the review and approval of the SPE Project Manager or his or her designee. Approval shall be granted if the Deliverable conforms in all material respects to the requirements of this SOW. SPE approval shall not be unreasonably withheld. Approval of a Deliverable shall be deemed given if SPE has not provided Deloitte Consulting with approval or a notice of deficiencies in writing for such Deliverable within ten (10) business days of delivery thereof. To the extent that any Deliverables have been approved by SPE pursuant to the terms hereof at any stage of Deloitte Consulting's performance hereunder, Deloitte Consulting shall be entitled to rely on such approval for purposes of all subsequent stages of Deloilte Consulting's performance hereunder.

1.4. Our estimates are based upon the scope and approach contained within this document. Deviations from this approach may result in change requests. SPE and Deloilte Consulting leadership must approve in writing all change requests that result in a scope, budget, or time increase. Upon completion of design phase, a design review and checkpoint will be held to re­affirm scope and budget estimates.

1.5. SPE shall ensure that its contractors, agents and other consultants retained by SPE cooperate with Deloilte Consulting as required to fulfill its obligations hereunder.

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2. Functional and Technical Assumptions

2.1. SPE will make available the resources with the knowledge of existing business processes so that the design activities associated with the AR line item integration can be carried out

2.2. SPE technical resources with knowledge of existing solution architecture and integrations will be available to provide input to the design activities around solution architecture and integration architecture

2.3. SPE will provide access to the GPMS team and work completed by the GPMS team to help in the design of the MOM road map

2.4. Based on the infonnation provided Oeloitte Consulting will be assessing following systems

2.4.1.Home Entertainment- Horizon, Pegasus, CDS 2.4.2.Television - Tigres, C2C 2.4.3.Motion Pictures - Spiritworld 2.4.4.KPI Related - Ariba, SAP, Concur, ServiceNow (including the manual Excel month end

close calendar for 3 lines of business). The following 21 KPls will be assessed as part of the

1.02.2 PTP·Th'03 I .. ,01 ",,,,·"0 in\Oices IIsslgned to lemklnes on Hmo

1.03 PTP.n.t)" Proposals run as per schedule

elislin" KPI PTP·n.m

2.02 PTP·Tt.'(lS

RlR 3.01 RTR·TMll I'dil.illes completed by due date (by RTR calegory)

Royalties NEW RTR·lM)2 {byca\egory. statements .

""""'COY 7.0 1 RTR·TM05

Fixes Asset 8.02 RTR·TmB , ... ,of A;'"'" Anel requests completed on limo

OTC-TM03 on lima

inw ice processing NEW PTP·.AC02 inwites processed accuratoly

NEW PTP·.ACOJ processed accurately

'Ii

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Including the additional 8 efficiency KPls outlined below:

1 Efficiency Vendor Master VMR NEW Number of VM changes processed (reviewed) I

Efficiency PO invoice NEW Number of PO invoices processed per PTP FTI 2 processing

Efficiency Non-PO invoice NEW Number of Non-PO invoices processed per PTI 3 processing

8 Business Value OTC Cash application NEW % unallocated cash

2.5. As part of the current state assessment approach Deloit!e Consulting expects that SPE will provide up to date and current detailed as-is process design, as-is configuration design and implementation, as-is integration diagram (system level integration, interface level integration), Functional Design Specifications and Technical Design Specifications of the existing custom objects (Reports, Interfaces, Enhancements, Forms, Workflows) associated with the Financial Data Integration.

3. Staffing and Resource Assumptions

3.1. Our timeline and proposed staffing for key roles assumes that the SOW will be executed by SPE and Consultant and that the project will begin no later than 22 April 2013. Any changes to project start date may result in changes to resources and resource levels, timing for anticipated milestones, or estimated fees.

3.2. SPE personnel will contribute to the development of all deliverables consistent with the expected level of participation as estimated in the work plan. Deloit!e Consulting will not be accountable for delays caused by SPE personnel not contributing at the expected level of partiCipation, or complete and accurate data.

3.3. Project team members (SPE and Deloit!e Consulting) will be co-located for the duration of the project as necessary, primarily in Culver City, California .

3.4. Deloit!e project resources are assumed to remain on the project throughout the course of the 8 week engagement and will appropriately manage any impacts to the project if changes in resources occur.

4. On-Site Facilities

4.1. SPE will provide workspace with telephones and high-speed network connections for our consultants. Onsite work will be performed at SPE offices, with project team members located near key stakeholders. SPE will provide:

4.1.1.Access to the current SPE network with network IDs and passwords for purposes of accessing the internal environment and to facilitate documentation and back-up.

4.1 .2.Access to, and use of, SPE e-mail system

4.1.3.Access to photo copiers and printers

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4.1.4.Meeting room facilities, properly equipped with multimedia projector, screen, whiteboard, and other related necessities.

5, CHANGE ORDERS

At any time during the term, either party may propose a change to any of the parties' obligations under this SOW, including (without limitation) a change to the scope, deliverables, or any other subject covered under this SOW ('Change").

The process for addressing a proposal for a Change is as follows:

1. A proposal for a Change will be submitted to the other party in writing in the form set out in [form to be named and attached to this SOW] ("Change Requesr);

2. The parties will discuss each Change Request as soon as practicable, but in no instance more than ten (10) business days; and

3. If the parties mutually agree upon a Change based on a Change Request, an appropriate amendment to this SOW to implement the Change, together with any other related charges, will be signed by the parties (such signed document shall be a "Change Order").

Neither party is obligated to proceed with any Change (or the related changes) and no Change (or related changes) will be effective and enforceable against a party, unless and until reflected in a Change Order. Deloitte Consulting shall be entitled to charge, following prior discussion and agreement (such discussion and agreement not to be unreasonably withheld or delayed) with SPE, for all reasonable costs and expenses incurred in connection with investigating the implications of a Change Request, whether or not a Change Order is signed in respect of such request.

In the event Deloitte Consulting requests a Change Order due to a delay caused by an invalid Engagement Assumption, Deloitte Consulting shall not be responsible for continuing to perform Services impacted by such delay until SPE and Consultant mutually agree to a Change Order to address how such impact changes the scope.

AGREED AND ACCEPTED THIS 29th DAY OF MARCH 2013:

DE~:TINGLLP

B~""==---__ _ Name: ~ mcL!(g~::)

Title:~~~L-

SONY PICTURES ENTERTAINMENT, INC.

BY ~~ Name: r2q-.i M-~

Title: £>.i.p ~~ ~C-I'r'D

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