Bedrock IS

Master Alliance Agreement

This Master Alliance Agreement (also referred to as the “Master Program Agreement” or “MPA”) sets forth the master terms governing the relationship between Bedrock Information Systems LLC (referred to as “Company”) and the Alliance Partner or Prime Contractor. This Agreement establishes the framework for collaborative partnerships where the Alliance Partner contracts with Company to provide services for the benefit of end clients (Beneficial Clients).

This Agreement is subject to and incorporates by reference the General Terms & Conditions, including all Supplemental Terms & Conditions referenced therein. In the event of any conflict between this Master Alliance Agreement and the General Terms & Conditions, the terms of this Master Alliance Agreement shall govern for alliance and partner engagements, except where the General Terms & Conditions expressly state otherwise.

The Master Alliance Agreement also incorporates by reference the Alliance Program Invoice & Credit Terms, which establish the specific billing and payment terms applicable to alliance and partner engagements, including extended NET payment terms (NET45, NET60) where appropriate.

1. Scope of Alliance Partnership

1.1 Purpose

This Agreement enables the Alliance Partner to engage Company’s services for delivery to Beneficial Clients. The Alliance Partner serves as the primary contracting party with Company, while Company provides services that ultimately benefit the Alliance Partner’s end clients.

1.2 Types of Alliance Engagements

Specific services, projects, or arrangements will be documented in individual Engagements, which may include:

1.3 Beneficial Client Relationship

The Alliance Partner acknowledges that Company’s services are performed for the benefit of Beneficial Clients identified in specific Engagements. The Alliance Partner remains Company’s primary counterparty and is responsible for all obligations under this Agreement and any Engagement, including payment, whether the services are for the Alliance Partner’s own use or for a Beneficial Client. End clients named in an Engagement shall have no direct contractual rights against Company under this Agreement.

2. Incorporation of Engagements

Each Engagement, upon execution by both Parties, shall reference and be governed by this Master Alliance Agreement. In the event of any conflict between this Agreement and an Engagement, the terms of this Agreement shall govern unless the Engagement expressly overrides a specific provision.

3. Term and Termination

The term and termination provisions set forth in the General Terms & Conditions apply to this Agreement, with the understanding that execution of additional Engagements will extend the term of this Agreement accordingly.

4. Strategic Partnership Provisions

4.1 Mutual Success

Both Parties recognize that the success of alliance engagements depends on collaborative partnership, clear communication, and mutual support in serving Beneficial Clients effectively.

4.2 Brand and Marketing

Subject to the terms of any specific Engagement, Company may be authorized to reference the Alliance Partnership in appropriate business contexts. Specific branding, marketing, and publicity arrangements will be detailed in individual Engagements or separate marketing agreements.

5. Payment Terms for Alliance Engagements

Payment terms for alliance engagements are governed by the Alliance Program Invoice & Credit Terms, which may include extended payment periods and volume-based arrangements as specified in individual Engagements.