Contract Deviation Procedures

1. Pre-Signature Deviations

Modifications to standard contract terms before initial signature (covered in Non-Standard Terms Process).

2. Post-Signature Amendments

Changes to executed contracts, including:

• Product additions or removals
• Pricing changes
• Term modifications
• Scope changes

3. Contract Exceptions

One-time exceptions to contract terms without formal amendment:

• Payment date extensions
• Temporary usage increases
• One-time credits

4. Contract Waivers

Formal waiver of contract rights:

• Late payment penalties
• Auto-renewal enforcement
• Minimum commitment enforcement

Step 1: Determine Amendment Type

Step 2: Prepare Amendment Request

Submit through Salesforce:

1. Navigate to the existing Opportunity or create Amendment Opportunity
2. Click "Contract Amendment Request"
3. Complete required fields:
   • Original contract reference
   • Specific changes requested
   • Business justification
   • Effective date requested
   • Financial impact (ARR change, one-time impacts)
4. Attach supporting documentation
5. Submit for approval

Step 3: Review and Approval

Step 4: Document Execution

Once approved:

1. Legal prepares amendment document
2. Send to customer for signature (via DocuSign)
3. Obtain internal signature
4. File executed amendment in contract repository
5. Update Salesforce opportunity and account records
6. Notify Finance/Billing of changes

When to Use Exceptions vs. Amendments

Use Exception for:

• One-time accommodation (not permanent change)
• Minor operational flexibility
• Time-sensitive issues that can't wait for amendment

Use Amendment for:

• Permanent changes to contract terms
• Recurring pricing or product changes
• Any change customer wants documented

Common Exceptions

Exception Request Process

1. Email exception request to: exceptions@nice.com
2. Include: Customer name, contract reference, exception requested, business justification, duration
3. CC: Your manager and the customer's CSM
4. Response within 24-48 hours
5. Approved exceptions logged in customer account

When Waivers Apply

Waivers formally release contract rights. Common scenarios:

• Late payment penalty waiver: Customer has good payment history, one-time issue
• Auto-renewal waiver: Customer missed notice window, negotiating renewal
• Minimum commitment waiver: Customer business changed significantly
• Termination fee waiver: Customer acquired, contract assigned to new entity

Waiver Authority

Waiver Documentation

All waivers must be documented with:

• Waiver request form (in Salesforce)
• Business justification
• Financial impact calculation
• Approval chain documentation
• Customer acknowledgment (if waiver has conditions)

Customer-Requested Early Termination

When a customer wants to terminate before contract end:

1. Understand the Situation:
   • Why does the customer want to terminate?
   • Is there a service issue we can resolve?
   • Is there a business change (acquisition, bankruptcy)?
2. Review Contract Terms:
   • Is there a termination for convenience clause?
   • What are the early termination penalties?
   • What is the remaining contract value?
3. Attempt Retention:
   • Can we address their concerns?
   • Would a reduced commitment help?
   • Can we offer a pause instead of termination?
4. If Termination Proceeds:
   • Calculate early termination fee per contract
   • Prepare termination agreement
   • Obtain appropriate approvals
   • Execute termination agreement
   • Coordinate service decommissioning

Early Termination Fee Guidelines

ETF Waiver Scenarios

ETF may be waived or reduced in these circumstances:

• Acquisition by existing customer: Contract rolls into acquirer's agreement
• Bankruptcy: Legal determination required
• NICE service failure: Documented SLA breaches causing material harm
• Strategic relationship: Customer moving to partner/different NICE product

Required Documentation

All deviations must be logged in Salesforce with:

• Deviation type and description
• Business justification
• Financial impact (ARR, one-time, margin)
• Approval chain and dates
• Related documents attached

Monthly Reporting

Sales Operations produces monthly reports on:

• Amendment volume by type
• Exception trends
• Waiver frequency and value
• Early termination requests and outcomes

Quarterly Reviews

Finance and Legal review deviation patterns quarterly to:

• Identify systemic issues requiring policy changes
• Update standard terms based on common requests
• Improve process efficiency