APPENDIX A thinkgrowth MDF Program Guidelines thinkgrowth MDF Guidelines Table of Contents MDF Overview ........................................................................................................................................ 2 Partner Eligibility ..................................................................................................................................... 2 Establishing an MDF Fund ...................................................................................................................... 2 Eligible Marketing Activities..................................................................................................................... 3 Thinklogical Logo Use Guidelines ........................................................................................................... 3 MDF Request Process ............................................................................................................................ 3 Table A. Proof of Performance Examples .............................................................................................. 4 General Terms and Conditions ............................................................................................................... 5 Thinklogical Proprietary and Confidential Page 1 MDF Overview Thinklogical’s Marketing Development Fund (MDF) Program is designed to assist our Partners in growing new markets, adding new customers and generating attractive returns with Thinklogical products, through co-branded marketing activities and co-sponsored events. Thinklogical is committed to participating, both strategically and financially, in these activities with our partners. However, all marketing activities and materials must conform to the Thinklogical Marketing Development Fund guidelines outlined in this document. Thinklogical will strictly enforce these guidelines, including the requirement for Proof of Performance (POP) and Return on Investment (ROI) justification for all marketing activities. Partner Eligibility For a partner to be eligible to receive marketing development funds, they must have completed all requirements to achieve Silver or Gold status as outlined in Thinklogical’s thinkgrowth Partner Program and have officially received notification from Thinklogical granting the partner Silver or Gold status for the calendar year. Establishing a Marketing Development Fund To achieve Silver or Gold status in Thinklogical’s thinkgrowth Partner Program, a partner must agree to participate in a joint business planning meeting before February 15 each calendar year. At that meeting, an Annual Growth Target (revenue) is agreed to by both parties. In addition, the partner and Thinklogical will set a target for the partner’s Market Development Fund (MDF) for the calendar year. The MDF target will be expressed in dollars. These funds will be reserved by Thinklogical to assist the partner in their Thinklogical-related marketing activities. The typical target for the MDF will be 1% to 2% of the partner’s Annual Growth Target. The actual target will be negotiated by the partner and Thinklogical at the business planning meeting. Thinklogical’s Vice President of Marketing will approve all MDF targets. Partner accounts will be credited on an activity-by-activity basis provided the activity was preapproved by Thinklogical and the appropriate claims information is provided by the partner to justify the claim. Unused funds will be forfeited at the end of the calendar year. The details and guidelines for the disbursement of the MDF are provided below. Thinklogical Proprietary and Confidential Page 2 Eligible Marketing Activities The following are typical activities for use of the MDF: Advertising (print and online), Broadcast/Radio, Product Catalogs, Collateral, Direct Mail, Newsletters, e-marketing, Sales Spiffs, Seminars, Conferences, Telemarketing Campaigns, Training Programs, and Tradeshow/Hospitality/Events. Please contact the Thinklogical Vice President of Marketing to verify eligibility for activities not on this list. Thinklogical Logo Use Guidelines Logo Use Guidelines can be found within the Partner Portal at www.thinklogical.com. All cobranded communications and materials coming from Thinklogical partners must follow these guidelines. MDF Request Process 1. Pre-Approval. In order to qualify for reimbursement from the MDF, the partner must gain approval for the eligible marketing activity prior to implementing the activity. The partner should complete the pre-approval portion of the MDF Request Form, available within the Partner Portal at www.thinklogical.com. This form should be submitted to Thinklogical’s Vice President of Marketing. Thinklogical will approve or disapprove of the request within five business days. Thinklogical will make best efforts to contact the partner with any questions prior to disapproving a request. Disapproved requests may be re-submitted with modifications as necessary. 2. Execution. Once pre-approval is received, the partner should execute the eligible activity. The partner is responsible for managing, driving and delivering results from all approved campaigns. Thinklogical is only responsible for supporting the partner with standard content, messaging and branding, unless explicitly agreed otherwise. 3. Proof of Performance (POP). Partners must provide Proof of Performance (POP) for each marketing activity. POP is defined as paid and itemized program/campaign invoices, samples and copies of campaign/collateral and ROI summaries and reports. POP is required per activity and must be included as attachments with the completed MDF Request Form (funds request portion – to be submitted when the eligible marketing activity is 100% complete). Examples of POP are included in Table A. 4. Reimbursement. Claims for reimbursement should be submitted as soon as possible after the activity is 100% complete. Claims cannot exceed 110% of the pre-approved Thinklogical Proprietary and Confidential Page 3 amount. Claims should be submitted on the funds request portion of the MDF Request Form that was used to obtain pre-approval. All associated POP must be submitted with the MDF Request Form. The claim should be submitted to the Thinklogical Vice President of Marketing. Thinklogical will approve or disapprove the claim within five business days. In the case of disapproval, Thinklogical will make best efforts to contact the partner prior to the decision. Disapproved claims may be resubmitted with modifications. If the claim is approved, Thinklogical will issue a credit memo for future purchases within 30 days of the approval date. Thinklogical will issue credit memos for up to 50% of the approved partner expenses for an eligible marketing activity. Table A. Proof of Performance Examples Marketing Activity Print Advertising Events – customer event, trade show, seminar Campaigns (direct mail, email) Other agreed upon activities Thinklogical Proprietary and Confidential POP required Copy of original ad/tear sheet, paid invoice including net rate, space and duration of ad, ROI metrics – number of sales leads as a result of ad, value of sales forecast Copy of original venue, show, sponsorship costs, paid invoice including net rate, space and duration of event, ROI metrics – number of sales leads as a result of event, value of sales forecast Copy of original artwork, graphics, lists, etc., costs, paid invoice including net rate, scope and number of prospects. ROI metrics – number of sales leads as a result of campaign, value of sales forecast Copy of activity receipts, attendees, leads, ROI metrics, etc. Page 4 General Terms and Conditions 1. Advertising and marketing activities must comply with applicable laws and must be in good taste. Claims will be rejected if, in Thinklogical’s sole discretion, the advertising and marketing activities do not comply with applicable laws, are in poor taste or are misleading in regard to product price, features or specifications. 2. Thinklogical will reimburse pre-approved net marketing costs only. Costs not eligible for reimbursement include: agency fees and commissions, express mail, messengers, sales tax, travel expenses, alcoholic beverages, equipment purchases, employee compensation, or any other expenses not previously approved by Thinklogical. 3. Payment of claims for advertising that contains products from other manufacturers will be based only on the actual cost of the Thinklogical related space or time devoted to Thinklogical products. 4. Market Development Funds may be used in the media and/or materials specified in this program including newspapers, tradeshows, marketing literature, Thinklogical promotional materials, television, radio, local mail. All Thinklogical products featured in printed media must meet approval requirements and recommendations regarding inclusion of descriptive copy, illustrations, logo and trademark usage. In broadcast media, Thinklogical must be mentioned at least as often as the reseller and other manufacturers. The time devoted to Thinklogical must be proportionate to Thinklogical spending. Advertising must contain Thinklogical logos, product illustrations, product descriptions, and meet any conditions specified in the Program guidelines. 5. All approved Market Development Fund claims will be reimbursed in the form of credit memos toward future purchases. 6. Unused funds will lapse at the end of each calendar year. Unused funds do not roll-over to subsequent years. 7. Thinklogical reserves the right to terminate or modify this Program with 30 days written notice. 8. Thinklogical reserves the right to immediately disqualify partners/vendors who, in Thinklogical’s sole discretion, misuse this Program. 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