Deal Registration Policy

Partner must register each sales opportunity prior to engaging in active sales activities with a prospective customer. Registration is a prerequisite for eligibility for deal protection and special pricing benefits described in this Policy. Unregistered opportunities are not entitled to the protections or benefits of this Program. For the avoidance of doubt, Partner must register all PowerConnect opportunities prior to any of the following activities:

• Customer pricing submission;
• Proposal delivery;
• Commercial negotiation;
• Contract drafting; or
• Marketplace listing (if applicable).

A deal registration submission must include complete and accurate information in the following categories:

Account Information:

• Customer legal name;
• corporate Headquarter location;
• corporate Website.

Opportunity Details:

• Estimated PowerConnect revenue;
• product scope;
• defined use case;
• expected close date;
• budget status (confirmed / pending / unknown);
• Named economic buyer (name + title);
• Technical decision-maker identified;
• Defined business problem;
• Compelling event or timeline driver;
• Partner opportunity owner and contact.

Incomplete submissions will be returned as “Request for More Information” (as further detailed below) and will not be considered for review or deemed eligible for the deal registration protections under this Policy until all information is complete.

RHONDOS will review each submitted registration and will use commercially reasonable efforts to provide a response within two (2) business days to accept, reject, or request additional information about the deal. Failure by RHONDOS to respond within such period shall not constitute automatic approval. Upon review, each submission will be assigned one of the following statuses:

Accepted. Approval will be granted and converted to a Registered Deal when:

• Opportunity is sufficiently qualified;
• Partner materially sourced or influenced the opportunity;
• No active RHONDOS direct pursuit exists;
• Registration is timely (early-stage).

Rejected. Registration may be rejected if:

• the potential customer is already a customer of RHONDOS;
• RHONDOS is already actively engaged and pursuing a similar opportunity with the prospective customer;
• Submission occurs at late-stage negotiation;
• Qualification is insufficient;
• Duplicate registration exists;
• Evidence of speculative account blocking;
• Material misrepresentation;
• Another partner has previously submitted, and RHONDOS accepted, a deal registration for the same deal;
• the potential customer does not satisfy RHONDOS’s credit standards;
• RHONDOS deems the potential customer undesirable as a customer; or
• any other reason RHONDOS may reasonably believe is in the best interests of RHONDOS.

Used when:

• Qualification incomplete;
• Timeline unclear;
• Revenue unrealistic;
• Buyer not identified;
• Partner not identified;
• Scope undefined.

If RHONDOS accepts a proposed deal registration, then the potential Customer will be a “Registered Deal.” For a period of one hundred eighty (180) days following the effective date of RHONDOS’s acceptance of the Registered Deal (“Registration Period”), RHONDOS shall not directly pursue the same Registered Deal and endeavor to provide Partner the lowest buy price in any competitive scenario with a third-party. For the avoidance of doubt, a Registered Deal applies only to the specifically registered opportunity, and not the entire Customer account. Partner acknowledges and agrees that RHONDOS maintains other distribution partners who may pursue, engage with, or transact with the same prospective Customer account, including opportunities with different departments, business units, and/or subsidiaries.

Partner may request an extension of the Registration Period, provided that at the time of the extension request, Partner can demonstrate that it has been in active Engagement with the Customer at least 30 days prior to the extension request. Extension requests must be submitted through the Partner Portal prior to expiration of the then-current Registration Period. Extensions may not be granted retroactively and are at RHONDOS’s sole and absolute discretion. For purposes of this Agreement, “Engagement” means documented, two-way communication between the Partner and the Customer that is directly related to the Registered Deal and demonstrably advances the sales process. Acceptable evidence of Engagement includes, but is not limited to:

• meeting records (in-person, video, or telephonic) with the prospective customer;
• email exchanges that include substantive responses from the prospective customer;
• discovery discussions, needs assessments, or solution design sessions;
• product demonstrations or proof-of-concept evaluations; or
• proposal-related communications, including responses to requests for proposal, statements of work, or pricing discussions.

One-way outreach or non-substantive activity does not constitute Engagement. Examples of insufficient activity include, without limitation, unanswered emails, voicemails without returned communication, emails suggesting the deal may still be of interest at a nebulous or unspecified future time, or passive marketing communications.

Where a Partner’s deal registration is rejected, expired, or revoked, RHONDOS may, at its sole and absolute discretion, offer Partner a one-time Special Buy Price (“Special Buy Price”) applicable solely to that specific opportunity. A Special Buy Price, if offered, is not transferable and does not modify Partner’s standard contracted buy price for any other transaction. RHONDOS is not obligated to offer a Special Buy Price in any instance, including where: (i) another partner holds an active, previously approved registration for the same opportunity; (ii) RHONDOS is directly pursuing the opportunity; or (iii) RHONDOS determines in good faith that competitive or strategic circumstances warrant alternative pricing treatment.

In addition to any rights contained in the Agreement, RHONDOS, in its sole and absolute discretion, reserves the right to reject or revoke registration if:

• Submission contained inaccurate information;
• Progress milestones not met;
• Partner fails to provide transparency;
• Customer engagement materially changes;
• Strategic conflict arises;
• Account “squatting” without qualification;
• Retroactive registration attempts;
• Blanket global account registrations;
• Inflated or speculative revenue estimates;
• Concealment of late-stage deals.

Notwithstanding anything herein to the contrary, in the event a prospective customer independently and proactively contacts RHONDOS about a direct transaction, RHONDOS reserves the right to engage directly with such prospective customer. In such circumstances, RHONDOS will use reasonable efforts to notify Distributor of the direct inquiry; however, RHONDOS retains full discretion to respond to and transact directly with the customer regardless of whether or not such customer is covered under an active Registration Period.

Company reserves the right to modify, suspend, or terminate this Program at any time upon written notice to Partner. Modifications shall not affect registrations approved prior to the date of the modification.