TEAMING AGREEMENT

This Teaming Agreement ("Agreement") is entered into as of            ("Effective Date") by and between:

• Prime Contractor:                         , located at                          ("Prime"); and
• Subcontractor: Vectra Core Systems LLC, a Missouri LLC, SBA Certified SDVOSB/VOSB (VetCert approved 07/20/2026), located at 6527 E 128th St, Grandview, MO 64030 ("Vectra" or "Sub").

1. Purpose

The Parties agree to cooperate in pursuing the following federal government contract opportunity (the "Opportunity"):

2. Roles and Responsibilities

Prime shall serve as the prime contractor and shall be responsible for overall contract performance, invoicing, and primary government communications.

Vectra shall serve as a subcontractor responsible for the following work scope:

3. Exclusivity

During the pursuit of the Opportunity, Vectra agrees not to team with any other prime contractor for this specific Opportunity without prior written consent of Prime. This exclusivity is limited solely to this Opportunity.

4. Subcontract Award

If Prime is awarded the Opportunity, Prime agrees to negotiate in good faith a subcontract with Vectra for the work scope defined in Section 2, consistent with the terms of this Agreement. This Agreement does not obligate either Party to execute a subcontract.

5. Compensation

Vectra's compensation shall be negotiated in good faith and reflected in a separate subcontract agreement. Proposed rates are as follows:

6. Confidentiality

Each Party agrees to hold all proprietary and confidential information exchanged in connection with this Agreement in strict confidence. This obligation survives termination of this Agreement for three (3) years.

7. Intellectual Property

Each Party retains ownership of its pre-existing intellectual property. IP developed jointly under this Agreement shall be addressed in the executed subcontract.

8. Term and Termination

This Agreement is effective from the Effective Date and expires: (a) upon award of a subcontract to Vectra, (b) upon written notice by either Party that the Opportunity will not be pursued, or (c) 12 months from the Effective Date, whichever occurs first.

9. Compliance

Both Parties agree to comply with all applicable federal laws and regulations including FAR, DFARS, and applicable small business requirements. Vectra represents that it qualifies as a Service-Disabled Veteran-Owned Small Business (SDVOSB) and Veteran-Owned Small Business (VOSB) under applicable SBA regulations.

10. Governing Law

This Agreement shall be governed by the laws of the State of Missouri and applicable federal law.

11. Entire Agreement

This Agreement constitutes the entire understanding between the Parties with respect to the Opportunity. Amendments must be in writing signed by both Parties.

This is a template document for general use. Consult qualified legal counsel before execution.