Sprinklr Professional Services Online Terms

1. Permissions for Access.  
   If Customer requires any personnel to sign any waivers, releases, or other documents as a condition to gain access to premises for performance of the Professional Services (“Access Documents”), Customer  agrees that: (a) personnel who will be required to sign Access Documents will sign on behalf of Sprinklr and not in their personal capacity, (b) any additional or conflicting terms in Access Documents with the Agreement or the Statement of Work will have no effect, and (c) Customer will pursue any claims for breach of any terms in the Access Documents against Sprinklr and not the individual signing such Access Documents. 

2. Use of Subcontractors.  
   Sprinklr reserves the right to use subcontractors in performance of the Professional Services.  Sprinklr will be responsible for the subcontractors’ compliance with the Agreement and the applicable Statement of Work. Upon Customer’s request, Sprinklr will identify any subcontractor that it is  using or plans to use to provide Professional Services and will cooperate in good faith to provide all reasonable and relevant information regarding such subcontractor(s). 

3. Intellectual Property. 
   The parties agree that the Professional Services provided by Sprinklr are not works for hire and, in accordance with the terms of the Agreement, Sprinklr owns all intellectual property rights in the Platform and Professional Services related thereto.   

4. Indicative Timeline 

   1. Any indicative timeline within a SOW outlines the major phases of the project and is provided for planning purposes only. A detailed timeline will be developed during the Plan phase, baed on actual availability of both the Customer and Sprinklr. This refinement will not require a Change Order unless changes in availability materially impact deliverables included within a SOW.  

   2. The project timeline will commence upon scheduling of the kick-off meeting, not the SOW Effective Date herein. 

5. Travel & Expense 

   1. Sprinklr will seek pre-approval from a nominated Customer stakeholder for all major travel expenses, these will then be invoiced by Sprinklr to Customer based on actual costs on a monthly basis as incurred. Major travel expenses may include, but not be limited to; 

      1. Airfare (domestic or international) 

      2. Train fare (long-distance or international) 

      3. Accommodation 

      4. Car rental 

   2. Sprinklr will invoice Customer without pre-approval for any additional incidental travel expenses in line with Sprinklr internal travel and expense policy monthly as incurred. Incidental costs are estimated at $150 (or local equivalent) per onsite day, per Sprinklr employee, incidental travel expenses may include, but not be limited to; 

      1. Travel meals 

      2. Local public transportation fares 

      3. Taxi / rideshare service 

      4. Parking 

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Implementation Services and Technical Services 

1. Sprinklr Implementation Services and Technical Services will be delivered during service-hours of the local Sprinklr affiliate providing the services. 

2. Customer acknowledges that its participation and cooperation with Sprinklr is critical for the success of the platform Implementation Services.  

3. Should a delay in the project delivery or completion occur as a result solely from Customer not fulfilling Customer Obligations to a mutually agreed schedule and resulting in Sprinklr being unable to deliver as per timelines agreed under this SOW, then both parties understand and agree that there may be an impact and subsequent shift to the overall timing and potentially costs indicated herein. In such an event the parties may enter a Change Order. 

Fixed Fee Implementation Services 

1. Forfeiture 

   1. If Services are not commenced within six (6) months from the Effective Date or are delayed solely due to Customer action or inaction for a continuous six-month period, and no written extension is mutually agreed upon, entitlement to the services not started or not yet completed shall be forfeited.  

   2. Any associated fees already paid shall be non-refundable, and any outstanding unpaid fees shall remain due. 

2. Change Order Process 

   1. The parties acknowledge that, during the course of a project, it may become certain deliverables listed are no longer feasible or appropriate. Inclusion of such goals or deliverables in a Statement of Work does not guarantee their achievement.   

   2. If Customer determines that an addition, removal or substitution of or deliverables is necessary, the Customer must submit a written request to amend the deliverables within an existing Statement Of Work, Sprinklr will consider any reasonable request and confirm whether any Change Order requires an adjustment to the deliverables or fees for the applicable professional services. 

   3. In such event, the parties will negotiate in good faith a reasonable and equitable adjustment to the deliverables and / or fees as applicable to be documented and executed within a mutually agreed upon Change Order 

   4. Sprinklr will continue to perform Services pursuant to the existing Statement of Work deliverables and will have no obligation to perform any deliverables defined within a Change Order unless and until the parties have executed this agreement 

3. SOW Performance 

   1. The sole and exclusive authority to give general directives and specific instructions to any assigned Sprinklr employee remains at all times with Sprinklr. Customer shall not interfere with Sprinklr’s management of its personnel, nor shall Customer assign tasks directly to Sprinklr employees.  

   2. Where the performance of a SOW requires a Sprinklr employee to provide the services on Customer’s premises, the sole authority to give general directives and specific instructions to any assigned Sprinklr employee remains with Sprinklr. The Sprinklr employee shall however comply with any internal house rules governing Customer’s premises. 

 Time & Material Implementation Services 

1. SOW Performance 

   1. Sprinklr’s obligations under this SOW are performance-based and Sprinklr remains free in the organisation of the service provision. Sprinklr shall, at all times, use its own discretion in the selection of personnel, methods and materials necessary to perform the Professional Services.  

   2. The sole and exclusive authority to give general directives and specific instructions to any assigned Sprinklr employee remains at all times with Sprinklr. Customer shall not interfere with Sprinklr’s management of its personnel, nor shall Customer assign tasks directly to Sprinklr employees.  

   3. At no time shall the Professional Services give rise to a relation of subordination between Customer and the assigned Sprinklr resources and Sprinklr shall be solely responsible for all compensation, benefits and employment-related obligations for its employees. 

   4. Sprinklr provides its consultants with all materials and means needed to provide the Services and deliverables.  

   5. Sprinklr shall appoint a Project Manager who will act as the primary point of contact between Customer and Sprinklr. All directions and communications from Customer related to the Professional Services shall be directed exclusively to Sprinklr’s Project Manager. 

   6. Where the performance of a SOW requires a Sprinklr employee to provide the services on Customer’s premises, the sole authority to give general directives and specific instructions to any assigned Sprinklr employee remains with Sprinklr. The Sprinklr employee shall however comply with any internal house rules governing Customer’s premises. 

2. SOW Estimate 

   1. All Professional Service efforts estimated within a SOW are based upon meetings between Sprinklr and the Customer. Sprinklr has been given an understanding of the Customer’s requirements and purpose for this project and the related project goals to define any estimates.  

   2. Customer obligations listed in Sprinklr Professional Services Online Terms have been used to develop Sprinklr's estimated level of effort and cost, any deviation from these assumptions may necessitate changes in the fee and effort estimates by issuing a Change Order. 

   3. Sprinklr will provide any deliverables within a SOW based on Sprinklr best practices and aligned to the Customer requirements up to the quantity and value of professional services set out in Section 1 – Professional Services Fees.  

3. Change Order Process 

   1. Sprinklr will define all deliverables within a SOW based on Customer provided workstreams and terminology, all deliverables are informational and may be amended, replaced or removed during project delivery in an appropriate Change Order to be mutually agreed upon by the parties up to the total value of a SOW. 

   2. Sprinklr will continue to perform Services pursuant to the existing Statement of Work deliverables and will have no obligation to perform any deliverables defined within a Change Order unless and until the parties have executed this agreement 

4. Invoice Review & Dispute 

   1. Invoiced days shall be subject to Customer review during which any dispute of invoiced days and associated deliverables must by raised by Customer within 5 days of invoice receipt. 

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A. Project Approach 
Sprinklr will use the following implementation methodology to provide the Implementation Services. Customer must comply with its obligations, as defined in Annex 1. 

Pre-Plan 
In this phase, Sprinklr will be assigning and debriefing the project team that will work on this SOW. If applicable, Sprinklr will provision a new Sprinklr instance and configure the relevant best practice blueprint to use as a starting point for the project.  

Plan 
During the Plan stage, the Sprinklr Team will in consultation with Customer gather information, understand current business and workflow requirements, determine Platform readiness, and propose an optimal rollout plan of the Platform. 

Build 
During the Build stage, Sprinklr will in consultation with Customer configure a blueprint platform configuration aligned to the Customer’s business process requirements, to include value realization dashboards. Following iterative configuration reviews, the Customer’s Platform administrators will perform any required quality assurance (QA) and testing, and Sprinklr will develop the end user training plan in accordance with Customer’s requirements. The Customer is responsible for the creation of any custom documentation relevant only to the Customer’s specific Sprinklr environment. 

Quality Assurance & UAT 
During the QA/UAT stage, Sprinklr will in consultation with Customer draft a set number of test scenarios per product to be validated and finalized by the Customer. Sprinklr will then perform adjustments based on Customer feedback. Adjustments will be related to unexpected behaviors. UAT does not include developments of workflows not agreed during the Plan/Build phases. 

Educate 
During the Educate stage Sprinklr will deploy the Platform for the Customer’s use and provide any mutually agreed to user training (as set out below) in relation to the Platform functionality. Following training, the Customer will be live and able to start realizing value with Sprinklr’s Platform. 

Empower 
During the Empower stage, Sprinklr will optimize Customer’s use of the Platform and will assist and support initial user adoption.  Sprinklr will conduct weekly sessions during local business hours to support the end users in their adoption of the Platform. These sessions may also include workflow and process optimization, strategic new feature recommendations, ongoing best practice recommendations, campaign management and optimization, product troubleshooting, and system administration sessions.  

B. Project Team Roles 

The following project teams, for Sprinklr and Customer, indicates the recommended roles to be fulfilled in order to successfully deliver a Sprinklr Professional Services project:  

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All Managed Services 

1. Sprinklr Managed Services will be delivered during service-hours of the local Sprinklr affiliate providing the services. 

2. Managed Services hours not utilized in a calendar month lapse and are not reimbursed. 

3. Sprinklr will notify Customer when 80% of monthly hours are reached. Customer may terminate use of Managed Services once 100% of hours have been used, or Customer may continue Managed Services, in which case any overages will be billed at $200/hr until the first day of the next month.  

4. If the overage occurs in the final month of the term and the service is not renewed, overage fees incurred remain due to Sprinklr. Customer has the option to halt all work until the first day of the next term when the limit is reached instead of incurring overages. 

5. Sprinklr will work with stakeholders and System Administrator to determine the regular cadence necessary and prioritization of tasks to keep stakeholder and System Administrator up to date on current activity. 

6. Sprinklr’s obligations under any Managed Services SOW are performance-based and Sprinklr remains free in the organisation of the service provision. As a result, the number of service-hours stated above should be regarded as estimates only.   

7. Sprinklr provides its consultants with all materials and means needed to provide the Services and Deliverables. 

Professional Services Deliverables: Managed Services 

A. Deliverables 
Sprinklr will support the internal System Administrator with the day-to-day optimization of the Sprinklr platform by assuming the following responsibilities for the term and monthly service-hours outlined in in a SOW.  

Platform Configuration 

• Work with System Administrator to make configuration changes according to dynamic business goals and industry best practices 

• Make optimization changes that the customer team deems as necessary for report generation 

• Onboard new users to existing deployments 

• Optimize the platform on an ongoing basis with changes to governance, rules, and properties 

• Configure new feature enhancements in Sprinklr platform to support existing deployments 

• Custom reporting 

 Ongoing Education 

• Broadcast and recommend use cases for new feature enhancements 

• Provide deskside coaching for new and existing individual users and roles 

• Be available for product Q&A through scheduled meetings as well as on an ad hoc basis 

• Provide custom collateral for System Architecture 

 First Response 

• Triage support for one-time events such as on-the-fly custom monitoring dashboards, rules, properties, and reporting. 

• Crisis management 

• Issue Resolution and follow up

Professional Services Deliverables: : Ads Managed Services 

A. Deliverables 

Sprinklr will support the internal System Administrator with the day-to-day optimization of the Sprinklr platform by assuming the following responsibilities for the term and monthly service-hours outlined in Section 1. 

Platform Configuration 

• Configuration changes according to dynamic business goals and industry best practices 

• Propose ad and campaign optimizations including automation, & tagging. Configure once accepted. 

• Configuration of ads performance reporting dashboards 

• Advertising Platform guidance and best practices based on adoption data 

• Platform  optimization that the Customer team deems necessary for report generation 

• Optimize the platform on an ongoing basis with changes to governance, rules, and properties 

• Configure new features and capabilities in Sprinklr platform to support existing deployments 

• Onboard new users to existing Sprinklr Advertising deployments; if users, teams or markets have requirements not current in standard configuration, a separate SOW for an Implementation project will be required 

 Ongoing Education 

• Broadcast and recommend use cases for new feature enhancements 

• Provide desk side coaching for new and existing individual users and roles 

• Be available for product Q&A through scheduled meetings as well as on an ad hoc basis 

• Provide custom collateral for System Architecture 

 First Response 

• Triage support for one-time events such as on-the-fly custom monitoring dashboards, rules, properties, and reporting. 

• Crisis management 

• Issue Resolution and follow up  

 Sprinklr will not be responsible for executing the following tasks: 

• Advertising campaign execution 

• Bid, budget, or other campaign optimizations 

• Creation of any campaign creatives, campaigns, ad sets, ad variants etc. 

• 24/7 Campaign support unless scoped above.  

• All meetings and services to be conducted during standard local business hours of the Sprinklr Affiliate(s). 

Professional Services Deliverables: : Managed Services For Service 

B. Deliverables

Sprinklr will support the internal Customer system administrator with the day-to-day optimization of the Sprinklr Platform by assuming the following responsibilities for the term and monthly service-hours outlined in Section 1 as applicable based upon the product features available within the purchased Sprinklr licenses.  

Sprinklr Service Configuration 

• Configuration changes according to dynamic business goals and industry best practices 

• Optimize and maintain Platform governance and associated properties 

• Advise and configure new, or reconfigure existing, assignment workflows based on routing criteria 

• Configure and manage case management workflow for user journeys, including rules for intuition moderation, channel deflection, agent assignment, case engagement, tagging, macros, case resolution, surveys 

• Configure survey workflows, including survey reporting dashboards  

• Configure and maintain agent and supervisor console views 

• Integrate new teams, supported channels and supported message types into existing workflows 

• Maintain and facilitate connection with voice accounts 

• Build deflection workflow for IVR to supported digital and voice channels   

• Build deflection workflow for supported social to digital channels  

• Configure and update workflows, fields and rules for voice routing, IVR deflection, after call work (“ACW”), video chat and co-browsing, as required 

• Configuration optimization of Service AI features, including Proactive Prompts, Smart Assist, Smart Response, Smart Compliance, Smart Compose, Smart Pairing, Smart Comprehend, Agent nudges 

• Configuration and optimization of any created bots, as applicable for supported social, digital or voice channels 

• Configuration and optimization of any Communities and associated features, including alerts, templates and page layouts, fields/tagging and reporting 

• Configure mutually agreed new feature enhancements in Sprinklr Platform to support existing deployments 

 Knowledge Base and Guided Workflows 

• Advise, plan, and manage Knowledge Base environment, in collaboration with Customer admins 

• Train and empower Customer admins to create articles 

• Create and update approval workflows for Knowledge Base articles 

• Enable nominating messages feature to convert community posts into Knowledge Base articles 

• Create and update guided workflows for Knowledge Base articles 

 CCAI Configuration 

• Enable and provide configuration support for Workforce Management (“WFM”), including leave scheduling, assignment management, alerts,  

• Support the creation of forecasts for future case and call volume. 

• Enable and provide configuration support for Quality Management (“QM”) and associated features, including dispute process, sampling 

• Create and update impact analysis 

• Enable and provide support on Speech Analytics 

 Platform Governance & Administration 

• Advise, strategize and configure mutually agreed updates on the Sprinklr governance structure to address new or amended business requirements 

• Onboard new users to existing deployments 

• Create and update users and user groups 

• Create, update and manage governance, including assignment of roles and permissions 

 Reporting Configuration 

• Strategize and configure Sprinklr custom reports, in relation to Sprinklr Service data and across Customer’s service channels (provided such channels are supported by Sprinklr), for Customer performance and operational use cases 

• Optimize custom fields and tagging as required for Service reporting purposes 

• Manage report distribution and alerts 

• Configure and update presentations 

 Ongoing Education and User Enablement 

• Broadcast and recommend use cases for new feature enhancements 

• Provide deskside coaching for new and existing individual users and roles 

• Train and onboard new users to existing configurations and use cases 

• Be available for product Q&A through scheduled meetings as well as on an ad hoc basis 

• Provide custom collateral for system architecture  

First Response 

• Triage support for one-time events such as on-the-fly custom monitoring dashboards, rules, properties, and reporting. 

• Troubleshoot, analyze, and configure updates as required in relation to user platform utilization 

• Crisis management support 

• Issue resolution and follow-up 

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