Strategic Partnership Agreement

Effective Date: May 6, 2026

This Strategic Partnership Agreement (the "Agreement") is entered into as of May 6, 2026 (the "Effective Date"), by and between SalesSourceUSA, a New Jersey entity with a principal place of business at 2 University Plaza Drive Ste. 100, Hackensack, NJ 07601 ("Lead Partner"), and CoWalk, with a principal place of business at 17 Vilnay St., Haifa, Israel ("Company").

Recitals

WHEREAS, SalesSourceUSA is a sales and marketing consulting firm specializing in sales infrastructure, training, and lead generation;

WHEREAS, CoWalk provides an AI-powered product adoption platform that provides real-time, in-product guidance and automation for B2B SaaS companies, and desires to engage SalesSourceUSA as its primary lead engine to drive growth and market expansion;

WHEREAS, SalesSourceUSA is currently undergoing a brand transition and intends to operate under the trade name "The Strategic Knight";

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties agree as follows.

1. Scope of Services: The Lead Engine

Lead Partner shall serve as a "Lead Engine" for Company, identifying, qualifying, and introducing potential business opportunities to Company's services.

1.1 Target Market (ICP): Lead Partner's efforts will focus on B2B SaaS companies with complex products. Specific target personas include CEOs, CROs, Product Managers, and Support Managers.

1.2 Qualified Referrals: A referral is considered "Qualified" if it is a warm introduction to a B2B SaaS company fitting the above ICP. A referral is eligible only if the company is not already in CoWalk's active pipeline or already in conversation with CoWalk at the time of the introduction. CoWalk may decline opportunities that are not fit at its sole discretion.

2. Compensation and Commission Structure

Company agrees to pay Lead Partner a commission based on the success of referrals as follows:

2.1 Simple Referral: For each "Simple Referral" (defined as a lead introduced via email or meeting where the Lead Partner provides a warm intro and basic context) that results in a closed transaction, Company shall pay Lead Partner 10% of the gross revenue received from the first twelve (12) months of the resulting engagement.

2.2 Active Referral: For "Active Referrals" (defined as leads where Lead Partner performs deeper discovery, initial sales staging, and remains actively involved in the closing process), Company shall pay Lead Partner a commission of 30% of the gross revenue received from the first twelve (12) months of the engagement.

2.3 Referral Credit Period: Lead Partner shall be credited for any transaction that closes within twelve (12) months following the initial introduction date.

2.4 Payment Terms: All fees are "Pay-As-We-Get-Paid." Commissions are due within thirty (30) days of Company's receipt of cleared funds from the customer. For purposes of Sections 2.1 and 2.2, "gross revenue" excludes taxes (such as Sales Tax or VAT), discounts, credits, refunds, and any unpaid amounts.

3. Name Transition: "The Strategic Knight"

The parties acknowledge that SalesSourceUSA is currently undergoing a formal rebranding.

3.1 Rebrand Notice: Effective May 4, 2026, Lead Partner will begin operating under the trade name/DBA "The Strategic Knight."

3.2 Continuity of Agreement: This Agreement remains fully binding and enforceable despite the change in trade name. All references to "SalesSourceUSA" shall be understood to refer to "The Strategic Knight" as of the transition date.

4. Non-Circumvention

For a period of twelve (12) months following the termination of this Agreement, Company shall not, directly or indirectly, solicit, engage, or enter into a business relationship with any lead introduced by Lead Partner without the express written consent of Lead Partner or the payment of the applicable fees set forth in Section 2.

5. Audit Rights

Upon reasonable notice and no more than once per calendar year, Lead Partner shall have the right to inspect Company's relevant financial records to ensure accurate reporting and payment of commissions due under this Agreement.

6. Term and Termination

This Agreement shall continue until terminated by either party upon thirty (30) days' written notice. Any commissions for leads introduced prior to termination that close within the twelve (12) month credit period shall remain payable in full.

7. Dispute Resolution

Any dispute arising out of or relating to this program will be finally resolved by binding arbitration before a single arbitrator, in English, on a confidential basis, and conducted remotely by secure videoconference.

8. Independent Contractor

Lead Partner is not an employee, agent, representative, or partner of CoWalk, and may not make commitments on CoWalk's behalf unless expressly authorized in writing.

9. Professional Conduct

Lead Partner is expected to represent CoWalk accurately and professionally, and to comply with any applicable disclosure obligations or policies.

10. Confidentiality

Any non-public information shared by CoWalk with the Lead Partner or received through a referral must be kept confidential and used only for purposes of participating in the program. This obligation continues even after participation in the program ends.

11. Non-Disparagement

Lead Partner may not make any false or misleading statements about CoWalk, its team, products, or customers. Nothing here limits any truthful statement required by law.

12. Governing Law

This Agreement shall be governed by the laws of the State of New Jersey.

In Witness Whereof

The parties have executed this Strategic Partnership Agreement as of the date first above written.

SalesSourceUSA

dba The Strategic Knight

Lead Partner

Signature

Printed Name

Bob Cole

Title

CEO

Date

May 6, 2026

CoWalk

17 Vilnay St., Haifa, Israel

Company

Signature

Printed Name

Doron Erblich

Title

Date

The Strategic Knight · Confidential