Partner With Rittal: It's Easy To Become A Rittal Partner
Partner With Rittal: It's Easy To Become A Rittal Partner
Partner Benefts
C E R T I F I E D PA R T N E R P R E M I U M PA R T N E R
Preferred Partner pricing discounts 35% off list 40% off list
Personalized access to the Rittal Partner Portal √ √
Rittal marketing material √ √
Sales and technical tools √ √
Rittal training platform √ √
Annual incentive rebates 2% 3%
Market Development Funds – 1% of sales √ √
Deal registration – 10% additional discount √ √
Rittal Enclosure demo products – 90% off list (max. $2500 list price, 1 per location) √ √
Co-branded marketing materials √ √
Leads provided on Rittal products & solutions √ √
Company listing in the Rittal Partner Locator √ √
Partner Requirements
C E R T I F I E D PA R T N E R P R E M I U M PA R T N E R
Partner Benefits
Each Channel Partner will be given access to locally set partner based pricing tiers. The set tier is based on the
Channel Partner classification of Certified or Premium.
Depending on the skillset and classification achieved by the Channel Partner, Rittal will provide access to varying
levels of product and services access, along with the respective support.
Each Channel Partner will have access to their individual and customisable Rittal Partner Portal. The Portal will
always focus on providing the relevant Rittal tools, documentation, marketing and support material needed for the
development together with Rittal.
The relevant marketing material will be made available to the respective Channel Partners through the Rittal Partner
Portal.
Meetings between both parties will be organized to discuss present market conditions, joint actions, focus markets,
trends, etc. The market intelligence exchange will generally take place during the Quarterly Business Reviews.
Access to information relating to product changes, improvements, innovations, etc. will be provided through the Rittal
Partner Portal, Quarterly Business Reviews or meetings organized specifically for this purpose. The level of
information provided will be dependent on the Channel Partner classification.
The relevant tools for the business undertaken with Rittal will be accessible through the Rittal Partner Portal.
Each Channel Partner has access to their individual local Partner Manager. The Rittal Partner Manager will be
primarily responsible to help develop the business and relationship between the Channel Partner and Rittal.
Local and HQ based Rittal Product Managers are available to assist with product queries, specific documentation
transfer or data that is required.
Channel Partners can utilize the Rittal Product Managers for tandem visits to customers or for preparation work prior
to a customer visit. This applies only to the relevant partner tiers.
Channel Partners can also perform joint customer visits with their respective Rittal Partner Manager. This applies
only to the relevant partner tiers.
Partner Benefits
Support for projects that a Channel Partner is working on will be provided by Rittal. This covers potential technical,
sales or commercial support.
The relevant Channel Partners will be able to access approved Rittal live references. The references will show a
large array of live Rittal solutions at numerous global client locations. The Channel Partners can bring their clients to
pre-approved sites to view specific installations and setups.
Rittal will provide the Channel Partner with prioritized offer and order processing management. This will ensure that
our Partners provide the best possible service to their respective customers.
The Rittal training platform will provide the Channel Partners with the respective skills and product competence
development required to promote Rittal solutions in their respective customer segments.
Channel Partners will be given prioritized access to local and HQ run seminars covering markets and solutions that
we believe are relevant today and tomorrow.
Channel Partners will be given the opportunity to attend Rittal sponsored or managed events. The attendance
requirements will be dependent on current and past performance results achieved by the Channel Partner.
Rittal is prepared to support local marketing initiatives in the Channel Partner’s Territory. Market Development Funds
will be provided on a case by case basis to eligible Channel Partners.
Eligible Channel Partners can request specific demo products from Rittal. Restrictions apply. Rittal will always
endeavour to ensure that both Channel Partners and their respective customers are able to see and experience the
Rittal’s products.
Qualified Channel Partners will be given direct access to promote and sell Rittal’s Rimatrix and Rimatrix S Data
Centre solutions. Rittal will support or request support from the eligible Channel Partners when projects can utilize
the Rimatrix solution.
Co-marketing and local joint promotions support can be offered to the eligible Channel Partners. The Quarterly
Business Review meetings should be used to detail the actions where Rittal support and input is required.
Eligible Channel Partners will be provided with sales leads from Rittal across various market segments. The
Channel Partner will be required to utilize and implement Rittal products and solutions with the Rittal supplied lead.
DMS/10826720v.3
Schedule 2 – Products & Services
Racks Power Cooling Monitoring Security
I. Selling Entity. The selling entity is Rittal North America LLC, a Delaware corporation acts of Buyer, embargoes, governmental actions, fires, accidents, floods, epidemics, delays in
(the “Company”). transportation, lack of or inability to obtain raw materials, components, labor, fuel or supplies, or
other circumstances beyond the reasonable control of Company.
II. Agreement.
IX. Limited Product Warranty.
2.1 The following terms and conditions of sale, together with the terms and conditions of
any written agreement signed by an authorized representative of the Company and of 9.1 THE FOLLOWING WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL
the ordering entity or person (“Buyer”) covering the subject matter hereof (collectively OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY,
this “Agreement”), shall apply to sales resulting from Company’s acceptance of INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS
Buyer’s order for the products, goods, articles, materials, supplies, components, FOR ANY PARTICULAR PURPOSE.
drawings, data or other property described herein (the “Products”). Offers to purchase Company warrants to Buyer that the Products are, at the time of delivery to Buyer, free
can be accepted only by an authorized representative of Company and offers to of material and workmanship defects, provided that no warranty is made with respect
purchase are not effective or binding until approved in writing by such authorized to (a) any Product which has, in Company’s judgment, been subject to negligence,
representative. Any different or additional terms and conditions proposed by Buyer in misuse, abuse, accident or improper storage, or (b) any Product which has not, in
its purchase order or otherwise are hereby rejected by Company and shall not be Company’s judgment, been installed, operated or maintained in accordance with normal
incorporated into this Agreement. Buyer’s assent to the terms and conditions of sale set practice and in conformity with recommendations and published specifications of
forth herein shall be conclusively presumed from Buyer’s failure to object thereto in Company. Repairs to, alteration of, or work done on the Products without Company’s
writing as well as from Buyer’s acceptance of all or part of the Products. prior written authorization shall void Company’s warranty on the Products.
2.2 Where this Agreement is found to be an acknowledgement, if such acknowledgement 9.2 At its option, Company shall repair, provide replacement Products for, or refund the
constitutes an acceptance of an offer, such acceptance is expressly made conditional purchase price of any Products, except climate products, that breach the foregoing
upon Buyer’s assent solely to the terms and conditions hereof, and acceptance of any warranty for twelve (12) months starting from the date of shipment of the Products to
part of the Products delivered by Company shall be deemed to constitute such assent Buyer; and such obligation shall be Company’s exclusive obligation and the full extent
by Buyer. If this Agreement constitutes an offer, Buyer’s acceptance of such offer is of its liability, and Buyer’s exclusive remedy, for breach of warranty. The obligation
expressly limited solely to the terms and conditions hereof. above shall be extended to twenty four (24) months from the date of manufacturer for
III. Prices. Prices are as established by Company from time to time, with shipments to be Rittal Climate products. Company makes no warranty with respect to any software or
billed at such prices as in effect on the date of shipment. Such prices are in U.S. dollars unless firmware that are a part of the Products, and Company makes no warranty with respect
stated otherwise (Canadian prices are in Canadian dollars unless stated otherwise), and are subject to Products that are manufactured by and carry the brand of a third party that is not an
to any price adjustment necessitated by Company’s compliance with any act of government, laws affiliate of Rittal North America LLC.
or regulations. Any tax, duty, tariff or other governmental charge upon the production, sale, Upon discovery of an alleged defect, Buyer shall notify Company in writing within ten
shipment or use of the Products which Company is required to pay or collect from Buyer shall be (10) days of such discovery of any claim whatsoever that Buyer may have with respect
paid by Buyer to Company unless Buyer has furnished Company with a tax exemption certificate to the Products, and failure to give such notice within the specified time shall constitute
acceptable to the appropriate taxing authority. All prices are net of all discounts, excluding an unqualified acceptance and waiver of all claims with respect to the Products. Upon
applicable taxes and freight charges. receipt of notice from Buyer claiming defective Products, Company may inspect such
IV. Payment. Products at Buyer’s location or require that they be returned to Company on a freight
collect basis for inspection. All warranty claims must be supported by a dated proof of
4.1 Payment for the Products and any credit terms shall be according to payment and credit
purchase and appropriate Product identification information, where applicable. Product
terms as Company may establish in its discretion. Company may in its discretion make
can be returned to Company only when it has issued proper return authorization.
available to Buyer prompt payment discounts. Any prompt payment discounts shall be
Company retains the right to be the sole judge of what constitutes a defect in
allowed on the Products only and shall exclude freight charges. Absent any contrary
performance or manufacturing in regard to this warranty.
agreement, payment terms shall be net 30 days from the invoice date.
9.3 This warranty excludes labor costs associated with the replacement of defective
4.2 Late payments shall bear interest at the rate of 1-1/2% per month (18% per annum),
Product.
both before and after judgment until payment in full; provided, however, that in no
event shall Company charge interest higher than the maximum rate allowed by 9.4 Acceptance shall occur, if not before, when Buyer fails to reject in writing within ten
applicable law. Buyer shall pay Company for all expenses (including reasonable (10) days after delivery of the Products to Buyer. Buyer may rightfully reject only
attorneys’ fees) incurred by Company in collecting any amounts due by Buyer to where a reasonable inspection shows that the Products fail to substantially conform to
Company. If Buyer has any past due accounts, all Buyer’s accounts may, at Company’s the applicable Product specifications. Rejection shall not affect transfer of title and risk
option, be declared due and payable immediately. of loss under Section V. Buyer waives its right to revoke acceptance, it being the intent
of the parties that Buyer’s remedies for any nonconformity detected after acceptance be
V. Terms of Shipment. The shipment of the Products to Buyer shall be F.O.B. Company’s
limited to those expressly provided herein for breach of warranty. After acceptance, the
location of shipment [(if outside the U.S., INCOTERMS 2010: Ex works)], and Company may in
Products may not be returned to Company except to the extent expressly provided
its discretion ship from any of its locations. At the time and location of such shipment, Buyer takes
herein upon a breach of warranty, or otherwise in accordance with Company’s returns
title to the Products shipped and assumes all risk of and responsibility for any loss, damage or
policy as Company may establish in its discretion
destruction with respect to such Products. No allowances shall be made for pickups by Buyer or
its customers at Company locations. If Seller’s preferred carriers are used, freight charges will be X. Limitation of Liability. IN NO EVENT SHALL COMPANY BE LIABLE
prepaid and added to Buyer’s invoice. If Buyer chooses non-preferred carriers, freight charges (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN
will be collect or third party billing only. Alaska, Hawaii, Puerto Rico and export shipments are TORT OR OTHERWISE, INCLUDING NEGLIGENCE) FOR SPECIAL, INDIRECT,
F.A.S. Port of Embarkation with all export charges to Buyer’s account. The Products shall be INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES BY WHOMEVER
packed and packaged in accordance with reasonable commercial practices for one-way shipment. INCURRED OF WHATEVER NATURE, INCLUDING DAMAGES FOR LOST
Additional packing expressly required by Buyer shall be charged separately. If the carrier delivers PROFITS, DATA, TIME, REVENUES OR THE LIKE, EVEN IF COMPANY IS
all material shown on the freight bill, but Buyer subsequently discovers shorted material, any ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER,
claim must be filed directly with Company within ten (10) days after delivery. Claims filed later EXCEPT FOR COMPANY’S PATENT INDEMNITY OBLIGATIONS UNDER SECTION
than ten (10) days after delivery will not be honored. When such shortage is verified by Company, 11.2 BELOW, IN NO EVENT SHALL COMPANY’S TOTAL LIABILITY
credit will be issued to Buyer’s account within ninety (90) days of such verification. Company (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN
may in its discretion ship either in lots or in a single shipment. TORT OR OTHERWISE, INCLUDING NEGLIGENCE) FOR ANY CLAIMS OR
DAMAGES ARISING OUT OF OR CONNECTED WITH THIS AGREEMENT OR THE
VI. Date of Shipment. Shipping dates are approximate and are based upon conditions
MANUFACTURE, SALE, DELIVERY OR USE OF THE PRODUCTS EXCEED THE
existing upon Company’s receipt of Buyer’s order. Company will, in good faith, endeavor to ship
PURCHASE PRICE OF THE PRODUCTS GIVING RISE TO SUCH CLAIMS OR
by the estimated shipping date but shall incur no liability for any delay or any damage arising
DAMAGES. THIS SECTION X SHALL SURVIVE FAILURE OF AN EXCLUSIVE
therefrom.
REMEDY.
VII. Cancellation of Order by Buyer. Orders shall not be subject to cancellation or
modification by Buyer either in whole or in part without Company’s written consent and then may
be subject to payment of a reasonable cancellation or modification charge that will reimburse
Company for applicable costs incurred by virtue of the order (including costs of purchased
materials and engineering costs) and provide Company with a reasonable allowance for profit,
both in accordance with Company’s policy in effect on the date of cancellation or modification.
Orders for Special Products (as defined in Section 11.1 below) and product identified as Rittal
Non-Stock at time of purchase shall not be subject to cancellation or modification by Buyer under
any circumstances.
VIII. Force Majeure. Company shall not be liable for any failure to perform its obligations
under this Agreement resulting directly or indirectly from or contributed to by any acts of God,
XIII. Governing Law; Venue; Limitation of Actions. 17.9 The official language of this Agreement shall be English, except where applicable law
requires otherwise. Specifically, the official language for sales made in the Province of
13.1 This Agreement shall be governed by the laws of the domicile country of the selling Quebec, Canada shall be French.
entity. In the United States, this Agreement shall be governed by the laws of the State
of Delaware in the United States of America. In Canada, this Agreement shall be
governed by the laws of the Province of Ontario. The parties agree that the United
DAYTON/661596v.1
Nations Convention on the International Sale of Goods shall not apply to this
Agreement or to any goods sold or purchased among them.
13.2 Any suit, action, or proceeding against Company concerning this Agreement shall be
brought in the courts of the jurisdiction of the State of Delaware, or another U.S. State
of Company’s choice, and Buyer hereby irrevocably submits to the exclusive
jurisdiction of such state.
13.3 Buyer irrevocably consents to service of all writs, process, and summons in any suit,
action or proceeding filed or initiated by Company to be made upon Buyer by any of
the following methods at Company’s sole election:
(a) Service upon Buyer at its address by registered mail or certified mail
postage prepaid (or the equivalent in Buyer’s jurisdiction), or
(b) Service in any other manner permitted by applicable law.
XIV. Confidential Information. Buyer shall not disclose to Company any confidential
information which Buyer possesses unless Company has, prior to such disclosure, agreed in
writing to accept such information as confidential under clearly defined obligations of confidence.
Buyer represents and agrees that all information disclosed to Company by Buyer (except such
information as is specifically subject to a confidentiality agreement signed by Company prior to
such disclosure) is non-confidential, and that Company is free to use and disclose any or all of
Appendix I of the Rittal
CHANNEL PARTNER Agreement
Created by: Andrew Grace
______________________________________________
______________________________________________
(hereinafter called “RITTAL”)
and
______________________________________________
______________________________________________
(hereinafter called “CHANNEL PARTNER”)
AUTHORISATION DATE:
The Rittal Channel Partner Business Plan explains how RITTAL and the CHANNEL PARTNER plan to
structure their business partnership. This business plan forms the basis of the partnership therefore it
is paramount that the information contained within is accurate. The Channel Partner Business Plan will
be jointly reviewed on a quarterly basis. The purpose of the review will be to enable the RITTAL
Channel Manager responsible for the relationship with the CHANNEL PARTNER to assist the
business CHANNEL PARTNER to successfully execute the CHANNEL PARTNER Business Plan.
This Business Plan is to be added as Schedule 7 to the official Rittal Channel Partner agreement.
Signed for and on behalf of the CHANNEL Signed for and on behalf of RITTAL:
PARTNER:
(Two copies)
1. RITTAL
2. CHANNEL PARTNER
Describe what your core business is and with which resources, competences and skills its
competitiveness is based on.
Describe what other partnerships the CHANNEL PARTNER has with other manufacturers and
suppliers and what products and services and what portion of your business these represents. Also
state if these products and/or services are complimentary or competitive with RITTAL.
Describe the markets that your company is currently covering. Include all products and services
currently sold, including other manufacturer’s brands.
Describe what potential customer segments (totally new as well as segments which have before been
partly served) your company targets using the table 1 below
Table 1.Potential customer segments (in priority order if possible) for the CHANNEL PARTNER
Customer Accessible market Accessible market What are the critical
segment (define what is the specific buying factors to be
(based to portion of the customer behaviour (define who successful in this
industry, segment to be focused) buys, who influences the customer segment
application or buy, who buys what and
other how, in which form,
definition) when, from where, from
whom and why)
1.
2.
3.
(insert rows)
2.4 Competitors
Describe your company’s main competitors and the industries they compete in using the table 2
below.
3. Sales Plan
The following sales targets (table 3) are agreed between the CHANNEL PARTNER and RITTAL.
4. Partnership
This chapter examines the synergies and possibilities that the Partnership between RITTAL and the
CHANNEL PARTNER will allow. Please fill in the text and the tables below.
Describe how the CHANNEL PARTNER fits into the RITTAL business strategy.
Describe which target industries, applications and accounts the CHANNEL PARTNER will target with
RITTAL solutions using the table 4.
The strategic goals action plan is the most important part of the business plan. It describes all the
goals that RITTAL and the CHANNEL PARTNER agrees to be fulfilled in order to achieve the sales
targets as well as targets to enter to new selected customer segments.
Describe what kind of promotion activities (marketing material, trade fairs, promotion, advertising,
customer seminars etc.) is agreed jointly to promote the sales and helping to achieve the strategic
goals described in the previous chapter utilizing the table 6 below.
It is important to remember, that not only the traditional product marketing should be addressed, but
also the consistent marketing of the Joint Value Proposition (what is offered by the RITTAL &
CHANNEL PARTNER, what is the impact of this offering to the end customer and how the end
customer can measure the real advantage) of the Channel Partnership.
Table 6.Joint Marketing Action Plan supporting the Strategic Goals Action Plan
Describe what kind of information CHANNEL PARTNER and RITTAL discuss and within what
timeframe.