Content as a Service Scope and Services Description

During the CaaS term, Mindtickle will provide content services either as subscription to Ready to Deploy Program or CaaS RTD Library or a bundle of hours of CaaS services or resource of a FTE or a fraction of an FTE equivalent or a combination of these services. These are further explained below:

1. Ready to Deploy Program (“RTD Programs”) : These are pre-built programs or content that the Customer could subscribe to as laid out in the Order. The intellectual property rights of the RTD Programs are exclusively owned by Mindtickle since it contains pre-built content and files created by Mindtickle. The maximum number of programs that the Customer can access per year would be specified in the Order. On expiry or the termination of the Order, Mindtickle shall revoke access to the Ready to Deploy Programs subscribed by the Customer, unless an amendment or a new Order is executed to continue the access.

2. CaaS RTD Library : CaaS RTD Library includes all the RTD Programs available during the subscription period mentioned in the Order. The maximum number of Users that can access or invited to the CaaS RTD Library would be specified in the Order. On expiry or the termination of the Order, Mindtickle shall revoke access to the CaaS RTD Library and all the RTD Programs subscribed by the Customer, unless an amendment or a new Order is executed to continue the access.

3. Bundle of hours or an FTE engagement : Mindtickle would provide certain maximum CaaS hours or FTE resource(s) as scoped and specified in the Order, to provide the following services to the Customer:

   1. Custom content and collateral development : Mindtickle would develop customized content and collateral that is compatible with the Mindtickle Platform, based on specific requirements of the Customer. The Customer content that is unique to the Customer’s platform instance, excluding any pre-existing Mindtickle material and exclusively derived from Cutsomer Data, would be handed over to Customer as exclusive Customer owned intellectual property upon completion of the project.

   2. Content planning and review : Mindtickle will recommend appropriate output format, best practices and structure of content to the Customer’s internal team and the Customer’s team would then develop the content required as per Customer’s requirements. This category of CaaS services only involves consulting activities by Mindtickle and does not involve content delivery.

Deliverables

The final deliverables for every custom content consultation or content development project will be in either one or combination of the below formats or any other format as mutually agreed with the Customer depending on the individual project :

1. PowerPoint Deck (.PPTX)
2. Videos (.mp4)
3. Portable Document Format (.PDF)
4. Word Documents (.DOCX)
5. SCORM (.ZIP)
6. Excel spreadsheet (.XLSX)
7. Content or assets or settings on the Mindtickle platform

Mindtickle will follow the process below to deliver each custom content design and development project to the Customer. Each of the steps below will have a Customer review and sign-off process before proceeding with the next step.

1. Requirement gathering – Customer will explain the requirement, learning objective, learner profiles, and expectations around the module/project.
2. Query resolution and output format – Customer will address Mindtickle’s queries and brainstorm to finalize the desired output format to meet the training objectives.
3. Content walkthrough – Customer provides a walkthrough of the content, addresses Mindtickle’s queries, and provides a go ahead to start with the development.
4. Content structure – Mindtickle recommends a structure for the project.
5. Content design or development – MindTickle designs or develops content according to the project requirements.
6. Mindtickle uploads all the developed content on the Customer’s Mindtickle instance according to the finalized content structure.
7. Customer will sign off and launch/roll out the content to learners.

CaaS team would be working with third parties to provide specialized resources for the translation and professional voiceover recording services.

Assumptions for hourly bundle or Enablement Partnership engagement

1. The total number of maximum CaaS hours shall be specified in the Order.
2. Mindtickle will maintain timesheets that will be shared regularly with the Customer to provide visibility on the hours consumed as well as the balance number of hours.
3. The total number of consumed hours will not exceed the total CaaS hours agreed in the Order, except with the Parties’ mutual agreement as set forth in a separate Order or a change order as executed by the Parties.
4. The maximum hours that Customer could utilize every month shall not exceed the range below, as per the hourly package subscribed in the Order, unless otherwise agreed in the Order:

   Maximum hours as per the order	Maximum usable hours per calendar month
   1 to 150	Total hours in the contract
   151 to 500	150
   501 to 1000	200
   1001 to 2000	300
   >2000	400

5. The Customer will provide the required subject matter expert support and the source content required for any custom content development project.
6. CaaS Services consultants will work 10 am to 6pm (Monday to Friday) during their home office time zone. Meetings outside of these hours can be arranged as mutually agreed between Customer and Consultant.
7. Hourly bundle or Enablement Partnership engagements purchased cannot be carried forward after the Term.
8. For any project that will require professional voice-over recording services.
   1. Mindtickle will provide sample(s) to the Customer. Once Customer approves the voice-over sample as well as the voice-over script, Mindtickle will proceed with the recording.
   2. If there are any errors in the pronunciation and these are highlighted within 3 working days of voice-over delivery, the same will be re-recorded by the voice-over artist at no additional cost. However, re-recording resulting due to any changes to the voice-over script will require additional effort investment and additional Fees would be charged.

Assumptions for FTE equivalent resource engagement : At Customer’s request, Mindtickle may provide designated resources (“Consultant/s”) for CaaS and such arrangement would be specified in the Order. The assumption for Consultant engagement are as follows:

1. The term FTE means a ‘Full Time Equivalent’ providing not more than 8 hours per working day or 40 hours of Consultant(s) providing CaaS service per week subject to clause 4 below (pertaining to leaves). FTE engagement can be delivered by a resource or combination of resources on a non-exclusive basis unless otherwise expressly mentioned in the Order. Accordingly, the maximum available number of hours for a 1/2 FTE, 1/3 FTE and 1/4 FTE specified in the Order shall be prorated to 20 hours a week, 14 hours a week and 10 hours a week, respectively subject to reasonable allowances for time off. Any balance of unused time shall not be carried forward to the next day or week.
2. The Consultant shall provide an estimate of the time required for completing the work post-content analysis phase. The development plan shall continue as per the provided estimates unless there is a change in the scope of work or re-prioritization of work by the Customer.
3. Consultant will work 10 am to 6 pm (Monday to Friday) during their home office time zone. Meetings outside of these hours can be arranged as mutually agreed between Customer and Consultant.
4. Consultant will be entitled to reasonable allowances for Paid Time Off, Administration, Sick Leave, and Training.
5. Consultant will work from home or the Mindtickle office. Any travel to the Customer location will be billed as per Customer travel policies.
6. Customer will provide the required subject matter expert support and the source content required for any custom content development project. The CaaS consultant would not source , draft or curate source content required for development of any training or enablement program. FTE engagements purchased cannot be carried forward after the Term.

1. Customer shall have the right to review a deliverable within ten (10) calendar days of receipt of subject deliverable from Mindtickle to check it complies with the specifications mutually agreed to by Customer and Mindtickle. All the Customer feedback will be provided via email or in a format/template shared by Mindtickle.
2. Before the end of the ten (10) calendar day review period, Customer shall respond to Mindtickle in writing whether the subject deliverable is accepted by Customer.
3. If Customer does not respond to Mindtickle in writing within the ten (10) calendar day review period, subject deliverable shall be deemed accepted by Customer.
4. If the Customer does not accept subject deliverable, then Customer shall provide detailed feedback specifying the required changes and reasoning in writing within the ten (10) calendar day review period.
5. Upon receipt of the detailed feedback, Mindtickle shall make reasonable effort to revise subject deliverable and resubmit for review and acceptance.
6. Customer agrees to a total of two review cycles for each deliverable in scope.
7. If after a total of two attempts the deliverable fails to materially comply with the specifications, then Customer may reject the subject deliverable.
8. Customer shall receive a credit or refund, as mutually agreed upon by both Parties, of sums owed or paid, as applicable, for the development of the rejected deliverable.