UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
September 30, 2014
Date of report (Date of earliest event reported)
 
SUPPORT.COM, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
(State or Other
Jurisdiction
of Incorporation)
000-30901
(Commission File No.)
94-3282005
(I.R.S. Employer Identification No.)
 
900 Chesapeake Drive, Floor 2, Redwood City, CA 94063
(Address of Principal Executive Offices) (Zip Code)
 
     
 
(650) 556-9440
(Registrant’s telephone number, including area code)
 
     
 
N/A
(Former Name or Former Address, if Changed Since Last Report)
 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

q  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
q  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
q  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
q  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 

Item 1.01 Entry into a Material Definitive Agreement.
Previously, Support.com, Inc. (“ Company ”) and Comcast Cable Communications Management, LLC. (“ Comcast ”) entered into Statement of Work #1, effective October 1, 2013 (“ SOW#1 ”) to the Master Services Agreement, Call Handling Services, effective October 1, 2013 (the “ Agreement ”), under which SOW#1 the Company provides to customers of Comcast high speed Internet and wireless gateway offerings, certain sales and customer support services, and which further provides for the training of the Company’s technology specialists in the performance of such services, at specified productive and training hourly rates.

On September 30, 2014, the Company received fully executed copies of two “Change Management Forms” between Comcast and Company, using the template format attached as Exhibit B to the Agreement for managing changes to statements of work thereunder.   The Change Management Forms reflect the following changes under SOW#1:  (i) under Change Management Form #4, dated September 17, 2014, the parties, for an interim two (2) month period, increased the quantity of hours allotted to the training of the Company’s technology specialists; and (ii) under Change Management Form #5, dated September 18, 2014, the parties clarified the description of the initial performance of services by newly trained technology specialists who are supervised for quality assurance purposes (referred to therein as “nesting”), in order to further distinguish between the different hourly rates payable under SOW#1 for training and productive activities.

The foregoing descriptions of Change Management Form #4 and Change Management Form #5 are qualified in their entirety by reference to the actual documents, which are attached as exhibits hereto and are incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1 Change Management Form #4, between Comcast and Company, dated September 17, 2014.*

10.2 Change Management Form #5, between Comcast and Company, dated September 18, 2014.*

*Confidential treatment has been requested for portions of this document.

 
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 6, 2014
 

 
SUPPORT.COM, INC.
 
       
 
By:
/s/ Gregory J. Wrenn
 
 
Name:
Gregory J. Wrenn
 
 
Title:
SVP Business Affairs, General Counsel & Secretary
 

 
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EXHIBIT INDEX

 
Exhibit No.
 
Description
 
 
10.1
 
Change Management Form #4, between Comcast and Company, dated September 17, 2014.*
 
10.2
 
Change Management Form #5, between Comcast and Company, dated September 18, 2014.*
 
     
*Confidential treatment has been requested for this document.
       

 
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EXHIBIT 10.1 
 
 
CONFIDENTIAL TREATMENT REQUESTED – CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. THE OMITTED PORTIONS HAVE BEEN REPLACED WITH “[***].”
 
 
Exhibit B
CHANGE MANAGEMENT FORM #4

Program: Support.com SOW #1, Wireless Gateway Support, dated October 1, 2013
PCR No.:
Originator:   Joy Park
Date:    September 17, 2014
Department: NCO
Phone #:   [***]
Title:   Exec. Dir. of
Contract & Strategy
Locations Impacted: N/A
Requested Implementation Date:   July 22, 2014
Estimated Hours: (LOE) N/A
ý Billable          o Non Billable
Billing Rate/Hour:
See below.
Fixed Fee Cost (if applicable) See below.
Type of Change:   Wireless Gateway Support, Initial New Hire Training, under Section 5.1(c) of SOW#1 to the MSA.
Scope of Change:
ý   Minor (Anything within current contract)
o Major (may require contract amendment)
MUST BE REVIEWED BY Business and/or P&L Owner
As per Section 5.1(c) of SOW #1, the number of “Training Program Hours” for Wireless Networking is increased from [***] to [***] Hours from July 22, 2014 through September 21, 2014 (“Term”). During such Term, the parties will work on adjusting the curriculum for new-hire training programs in order to restore the total number of Training Program Hours to [***] hours following such period. Unless specifically provided in this Change Management Form, all other terms of SOW #1 remain unchanged.
Area(s) of Change
     Accounting/Payroll
    Network
    Data Processing
     Resource Planning
    General Facilities
    Quality Assurance
    Human Resources
    Telecom
    IT/BI
 X      Training
    Operations
    Recruiting
    Miscellaneous (Please describe below)
 
 Other:
Comcast Authorization (SRT Comcast/LOB POC)
Comcast Representative’s Signature                                                                    /s/ Brian Duffy

Print Name   Brian Duffy                                                                  Date   9/30/14

Support.com, Inc. Authorization:
Support.com Representative’s Signature   /s/ Roop K. Lakkaraju

Print Name Roop K. Lakkaraju
 
 
COMCAST and SUPPORT.COM CONFIDENTIAL

*** CONFIDENTIAL MATERIAL REDACTED AND SEPARATELY FILED WITH THE COMMISSION ***
EXHIBIT 10.1 
 
 
CONFIDENTIAL TREATMENT REQUESTED – CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. THE OMITTED PORTIONS HAVE BEEN REPLACED WITH “[***].”
 
 
EXHIBIT B
CHANGE MANAGEMENT FORM #5

Program: Support.com (“Vendor”) Wireless Gateway Support, SOW #1, dated October 1, 2013.
PCR No.:
Originator:   Joy Park
Date:   September 18, 2014
Department: NCO
Phone #: [***]
Title: Executive Dir. Contract Management & Vendor Strategy
Locations Impacted: Work From Home Agents
Requested Implementation Date: September 22, 2014
Estimated Hours: (LOE)
X Billable          o Non-Billable
Billing Rate/Hour: N/A
Fixed Fee Cost (if applicable)
Type of Change : Comcast and Vendor agree to revise the training section and base fees and payment section in SOW #1 as set forth below.  Unless specifically provided in this Change Management Form, all other terms of SOW #1 remain unchanged.
Scope of Change:
× Minor (Anything within current contract)
o Major (may require contract amendment)
MUST BE REVIEWED BY Business and/or P&L Owner
Reason for Change: (give brief overview of the reason for the change i.e. due to additional business, project enhancements or resulting from a corrective action), and identify whether change is permanent or temporary)

The parties, for good and valuable consideration, the receipt of which is hereby acknowledged, agree to modify SOW #1 as follows:

1.  
The training table under Section 5.1(c) (“Length”) is deleted in its entirety and replaced with the following training table:

Wireless Gateway Training
Program Hours
Initial New Hire Training
[***]
CSR Nesting Period
[***]

2.  
The following section shall be added after Section 5.7 (“Up-Training”):

5.8   Nesting.  Once a CSR has completed the initial New Hire Training, Vendor shall begin a period of nesting to facilitate transition to production, wherein the newly trained CSR will work with a tenured or supervisory CSR to help ensure that Comcast customers are being handled in accordance with the Comcast guidelines (“CSR Nesting Period”).

3.  
Section 8.2 (“Training Rate”) is deleted in its entirety and replaced with the following:

8.2      Training Rate.  Comcast will pay Vendor in arrears each fiscal calendar month the CSR Training Rate as set forth below, per applicable hour, for CSRs engaged in initial New Hire Training. In addition, during a CSR Nesting Period, if the newly trained CSR is actively taking calls then  the Vendor will be paid at the Productive Hour Rate, otherwise during the CSR Nesting Period the Vendor shall be paid at the Training Rate.


Area(s) of Change
     Accounting/Payroll
    Network
    Data Processing
    Resource Planning
    General Facilities
    Quality Assurance
    Human Resources
    Telecom
    IT/BI
  ×    Training
    Operations
    Recruiting
    Miscellaneous (Please describe below)
 

Comcast Authorization (SRT Comcast/LOB POC)
Comcast Representative’s Signature                                                                 /s/ Brian Duffy
Print Name                            Brian Duffy                                                       Date 9/30/14

Support.com, Inc. (LOB POC)
Support.com, Inc Representative’s Signature                                                                            /s/ Roop K. Lakkaraju
Print Name                       Roop K. Lakkaraju                                            Date 9/18/14
 

COMCAST and SUPPORT.COM CONFIDENTIAL

*** CONFIDENTIAL MATERIAL REDACTED AND SEPARATELY FILED WITH THE COMMISSION ***