AU Special Investments II Form 3 Sprout Social / Charles Ashton Newhall ownership change

POWER OF ATTORNEY



KNOW ALL BY THESE PRESENTS, that each person whose signature appears below hereby

constitutes and appoints Eric Thompson with full power to act singly, his true and

lawful attorney-in-fact, with full power of substitution, to: (i) sign any and all

instruments, certificates and documents that may be necessary, desirable or appropriate

to be executed on behalf of himself as an individual or in his capacity as a general

partner of any partnership or limited liability company, pursuant to Section 13 or 16

of the Securities Exchange Act of 1934, as amended, and any and all regulations

promulgated thereunder, (ii) file the same (including any amendments thereto), with

all exhibits thereto, and any other documents in connection therewith, with the

Securities and Exchange Commission, and any stock exchange or similar authority and

(iii) take any other action of any type whatsoever in connection with the foregoing

which, in the opinion of such attorney-in-fact, may be of benefit to, in the best

interest of, or legally required by, the undersigned, it being understood that the

documents executed by such attorney-in-fact on behalf of the undersigned pursuant to

this power of attorney shall be in such form and shall contain such terms and conditions

as such attorney-in-fact may approve in such attorney-in-fact's discretion, granting

unto said attorney-in-fact full power and authority to do and perform each and every

act and thing necessary, desirable or appropriate.



Each of the undersigned hereby grant to the attorney-in-fact full power and authority

to do and perform any and every act and thing whatsoever requisite, necessary or proper

to be done in the exercise of any of the rights and powers herein granted, as fully to all

intents and purposes as the undersigned might or could do if personally present with full

power of substitution or revocation, hereby ratifying and confirming all that such

attorney-in-fact or such attorney-in-fact's substitute or substitutes, shall lawfully do

or cause to be done by virtue of this power of attorney and the rights and powers herein

granted. This power of attorney shall remain in full force and effect until revoked by the

undersigned in a signed writing delivered to the attorney-in-fact.



IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 14th day of February, 2018.





/s/ Charles Ashton Newhall

Charles Ashton Newhall





/s/ James Lim

James Lim