Deal Registration Program Terms and Conditions

The Sysdig Deal Registration Program Terms (“Program Terms”) define the requirements and the business process for Partners to register a deal with Sysdig, Inc. in order to receive Sysdig deal registration benefits. To qualify for Sysdig deal registration benefits, you must have an active, signed Sysdig partner agreement for the duration of the Program. Unless requested to accept these Program Terms online or otherwise, Partner agrees that its participation in the Program (as defined below) constitutes acceptance of these Program Terms.

1. Program Purpose

The purpose of the Program is to establish an incentive for Partners to develop and win sales opportunities with end customers (“Opportunity”). Where Partner develops or assists, and registers an Opportunity that is approved by Sysdig and subsequently won, Partner will receive Sysdig deal registration benefits in accordance with these Program Terms.

2. Registration

a) Registration Process. Partner must register potential opportunity on the Sysdig deal registration page located at https://sysdigdev4js.wpengine.com/deal-registration/ prior to executing a purchase agreement with the end customer (“Registered Opportunity”). Partner shall provide the following information when registering an Opportunity: name of the end customer, lead contact at the end customer, customer use case, and any other applicable information
requested by Sysdig. Sysdig may approve or reject the Registered Opportunity, at Sysdig’s discretion. Upon approval of a Registered Opportunity, Partner and Sysdig will execute a Sysdig Order Form. However, until Sysdig receives an executed Order Form from Partner for the approved Registered Opportunity, Sysdig may elect not to proceed with such Registered Opportunity, provided that Sysdig notifies Partner. Partner represents and warrants that it will provide Sysdig with any assistance, support or information necessary to close the Registered Opportunity. In principle, an Opportunity can be registered only once, meaning that per Opportunity only one Partner will be approved under the Program, without prejudice to section 2(c) herein. Sysdig deal registration benefits do not guarantee a particular price margin to Partner in its finally negotiated purchase agreement with an end customer.

b) Term. An approved Registered Opportunity will provide deal registration benefits to the Partner for an initial period of six (6) months from the date of
approval (the “Deal Registration Term”). Upon Partner request, Sysdig may, in its discretion, extend the Deal Registration Term for a period of up to three (3) months from termination of the Deal Registration Term.

c) Multiple Applications. In the event of multiple Partner registrations for an Opportunity under the Program, Sysdig shall determine which Partner qualifies under the Program for each Opportunity based on their contributions and attributes. In particular circumstances, Sysdig may exceptionally decide to qualify more than one Partner for an Opportunity.

d) Incumbency. In the event an end customer that previously purchased from Partner informs Sysdig that it wishes to renew its purchase of Sysdig products from the incumbent Partner only, Sysdig will grant deal registration benefits to the incumbent Partner only.

3. Revocation of Deal Registration

Sysdig may also exceptionally decide to remove and/or replace a Partner approved for a Registered Opportunity. Sysdig may remove a Partner with an approved Registered Opportunity in the following circumstances, without limitation:

The end customer wants to change to a different Partner (in which case the original Partner will get a price based on Distributor’s net dealer price);
Partner becomes insolvent, or is otherwise unable to pay its debts when due; Partner is in material breach of the Sysdig partner agreement and/or Sysdig terminates its partner agreement for cause or convenience;
Partner stops actively pursuing the Opportunity;
Sysdig learns that Partner is quoting on the same Registered Opportunity with a competitor’s products or services;
Sysdig determines that the Registered Opportunity is no longer economically viable for Sysdig (as solely determined by Sysdig);
The Partner breaches these Program Terms;
Partner fails to facilitate and successfully consummate a meeting between Sysdig and the end customer within thirty (30) calendar days of Sysdig’s approval of the Registered Opportunity;
For any other reason as Sysdig shall determine in its sole discretion.

Upon acceptance of the Registered Opportunity, Sysdig expects the Partner to present Sysdig products and services as the only solution for that Registered Opportunity. If Sysdig determines that other competing products are presented to the end customer, Sysdig reserves the right to rescind the approved Registered Opportunity and pursue the opportunity directly. Sysdig reserves the right to market and sell to any potential end customer subject to an Opportunity where the Registered Opportunity was either disqualified, or lost.

4. Distributor Nomination

In the event Partner is required to purchase from a Distributor, Partner must nominate one (1) Distributor when it registers the Opportunity. This nomination shall remain valid for the Deal Registration Term, including any extensions granted, and Partner will not be able to receive benefits under this Program for purchases from a different Distributor unless it has written approval from Sysdig for such exception. Sysdig may grant exceptions in the following situations, without limitation:

If a credit line is not available, on request of the first chosen Distributor;
If Partner reasonably demonstrates that the original Distributor did not add value to the Registered Opportunity, upon Partner request.

The purpose of this requirement is to protect the Distributor’s investment in the Registered Opportunity and assist their support for the Program.

5) Program Changes

Sysdig may change these Program Terms at any time. Changes will be effective thirty (30) days from the date the modified Programs Terms are posted on the Sysdig partner portal. Sysdig reserves the right to terminate this Program at any time, with or without cause, subject to thirty (30) days’ prior written notice by posting on the Sysdig partner portal.

6) Public Sector Opportunities

Sysdig may in its sole discretion refuse deal registration applications for public sector business, or for deals for which an end customer implements a public tender.

7) Termination

Partner may terminate its participation in the Program at any time with or without cause subject to written notice to Sysdig.

Sysdig may terminate Partner’s participation in the Program by written notice with immediate effect, should:

Sysdig reasonably suspect or find Partner to have been engaged in intentionally erroneous or fraudulent deal registration or use of the deal registration benefits (including but not limited to deceptive conduct, misrepresentations, concealing material facts that would have led to a different decision and/or violation of anti-corruption laws), or
Partner fails to meet any of the Program Terms following a written invitation from Sysdig to remedy such non-compliance within ten (10) business days. Should Partner fail to meet any of the Program requirements after such notice, Sysdig may terminate Partner’s participation in the Program by written notice with immediate effect.
in the Program shall automatically terminate when Partner’s Sysdig partner agreement is terminated.