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## Properties
- Meeting Date: Unknown
- Meeting Type: Call
- Note Type: Summary
- Attendees: Amity Sendama, Patrick Lorenz, Casey Cavanaugh, Shawn Remick, Scott Warner

## 1.  Meeting Summary
I met with Amity, Patrick, Casey, and Shawn to align on the NetSuite renewal decision for Shaper and determine what bridge period we actually need.  NetSuite has offered a 12-month extension for roughly $150K, but the core discussion was whether we should pursue a shorter term based on the wind-down timeline and post-close reporting requirements.

My takeaway is that the business likely does not need a full year of operational use, but there is still real debate on how long system access is required for close, consolidation, tax, audit support, and archiving.  Amity is leaning toward 6 to 7 months, while Casey expressed concern that anything shorter than 9 months could create risk, particularly if archive work, audit support, and Tagetik consolidation activities take longer than expected.  Patrick reinforced that customer collections, annual filings, and federal tax support will extend beyond the commercial shutdown, and also flagged that Shaper Tools GmbH is on the same NetSuite OneWorld environment, which introduces German data retention and GDPR considerations.

From my perspective, the decision is less about day-to-day transaction processing and more about ensuring we have a defensible archive and access strategy before terminating the environment.  The technical path appears manageable, but we need clarity from Oracle/NetSuite on the format and process for extracting data at contract end.  We also need to review the governing agreements to understand data processing, privacy, and any obligations around data return.  I agreed to engage NetSuite directly, likely with Patrick's introduction, and frame the conversation around a bridge arrangement rather than a standard renewal.  We may also want a confidentiality step before disclosing more detail about the business situation.

The key open issue remains term length.  We did not fully resolve that on the call, but we aligned that we need to move quickly because the current quote is only valid through 03/20, and Patrick is out later this week.

## 2.  Attendee List
- Amity Sendama
- Patrick Lorenz
- Casey Cavanaugh
- Shawn Remick
- Scott Warner

## 3.  Action Items
- [Patrick Lorenz] Send the additional NetSuite data governance/privacy agreement to the team, including Shawn and me.
- [Patrick Lorenz] Make an introduction to Kevin Pearl at NetSuite/Oracle so I can engage directly on renewal and bridge-term options.
- [Amity Sendama] Speak with Alex at CLA to clarify likely audit scope, timing, and how long system access will realistically be needed.
- [Amity Sendama] Pull Mike into the discussion so we can incorporate his view on operational closeout and post-close system needs.
- [Scott Warner] Review both the NetSuite commercial agreement and the related data processing/privacy terms to assess data return, privacy, and archiving obligations.
- [Scott Warner] Coordinate outreach to NetSuite/Oracle regarding a shorter bridge agreement and the data extraction process at termination.
- [Scott Warner] Consider whether we should require a confidentiality agreement before disclosing details of the shutdown to NetSuite/Oracle.
- [Scott Warner and Shawn Remick] Set up a technical discussion with Oracle/NetSuite to understand how data would be delivered at closure, in what format, and on what timeline.
- [Casey Cavanaugh, Amity Sendama, Scott Warner] Reconcile the internal recommendation on required term length before engaging NetSuite with a firm ask.
- [Team] Evaluate whether any pricing reduction is possible through user count limits or other commercial changes, given that removing certain modules did not materially reduce cost.

## 4.  Relevant Timelines
- 03/20: Current NetSuite quote expires.  We need to engage and decide on our negotiation approach before then.
- Later this week: Patrick is on vacation, which is why this discussion was moved up.
- End of day tomorrow: Patrick is available for follow-up questions before leaving.
- 04/04: Patrick returns from vacation.
- Through October: Expected customer selling period continues.
- November to December: Expected window for collections based on dealer terms and realistic payment timing.
- 12/31: Target to shut down customer/vendor activity and ideally bring assets and liabilities to zero by year-end.
- January to February 2027: Likely period for federal tax work, annual sales tax filings, and possible close-related support.
- Q1 2027: Casey's view of likely need for NetSuite access to support close, consolidation in Tagetik, and potential audit activity.
- Q2 2027: Potential timing for final archive solution if work is sequenced after close and consolidation.

## 5.  Additional Notes
- Shaper Tools GmbH is included in the same NetSuite OneWorld environment as the US entity.  That materially affects archiving because German retention rules are stricter and require non-editable retention of financial/transactional data for 10 years.
- GDPR and data residency are important constraints.  The preferred direction is to keep archived data in Europe, likely in an Azure Western Europe tenant, rather than moving German data into the US.
- Shawn's initial view was that the actual migration or archive setup could be done relatively quickly, potentially within about a week, once we know the export format and Oracle's delivery process.
- A key dependency is understanding what Oracle/NetSuite is contractually obligated to provide at termination.  We need that before assuming archive timing or complexity.
- Patrick noted that NetSuite has not yet been told about the business shutdown.  To date, the message has been limited to broader ERP strategy alignment and avoidance of a long-term commitment.
- If we pursue anything less than 12 months, we will likely need to disclose more of the actual situation to NetSuite.
- Patrick previously explored removing premium support and revenue management, but the quoted savings were negligible because NetSuite offset any reduction by changing the discount structure.
- We also discussed whether the licensed user count might present another lever for cost reduction and should revisit that in negotiation.
- Casey raised a valid caution that trying to optimize too aggressively on term length could create downstream risk if archive, audit, or close requirements take longer than expected.
- My view is that we should push for a shorter bridge term, but only after we validate the audit, tax, consolidation, and archive requirements and understand the data extraction mechanics.