MASTER SERVICES AGREEMENT

This Master Services Agreement ("Agreement") is entered into as of February 1, 2026,
by and between:

SERVICE PROVIDER: TechServ Inc., a Delaware corporation ("Provider")
CLIENT: GlobalCorp Industries, a New York corporation ("Client")

1. SERVICES
Provider shall perform the professional services described in one or more Statements
of Work ("SOW") executed by both parties under this Agreement. Each SOW shall reference
this Agreement and describe the specific services, deliverables, timeline, and fees.

2. TERM
This Agreement commences on the date first written above and continues for an initial
term of two (2) years ("Initial Term"). Thereafter, this Agreement shall automatically
renew for successive one (1) year periods ("Renewal Terms") unless either party provides
written notice of non-renewal at least ninety (90) days prior to the end of the then-current
term.

3. FEES AND PAYMENT
(a) Fees shall be as set forth in each SOW.
(b) Provider shall invoice Client monthly in arrears.
(c) Payment is due within thirty (30) days of invoice date.
(d) Late payments shall accrue interest at the rate of 1.5% per month or the maximum
    rate permitted by law, whichever is less.
(e) Client shall reimburse Provider for pre-approved travel and out-of-pocket expenses.

4. INTELLECTUAL PROPERTY
(a) Pre-Existing IP: Each party retains ownership of its pre-existing intellectual property.
(b) Work Product: All deliverables created specifically for Client under a SOW ("Work Product")
    shall be owned by Client upon full payment.
(c) Provider Tools: Provider retains ownership of its tools, frameworks, methodologies,
    and general-purpose code ("Provider Tools"). Client receives a non-exclusive,
    perpetual license to use Provider Tools embedded in Work Product.

5. CONFIDENTIALITY
Each party agrees to protect the other party's Confidential Information with the same
degree of care it uses for its own confidential information, but no less than reasonable
care. Confidential Information excludes information that is publicly available, independently
developed, or rightfully received from a third party.

6. REPRESENTATIONS AND WARRANTIES
(a) Provider warrants that services shall be performed in a professional and workmanlike
    manner consistent with industry standards.
(b) Provider warrants that deliverables shall materially conform to the specifications
    in the applicable SOW for a period of sixty (60) days after acceptance ("Warranty Period").
(c) EXCEPT AS EXPRESSLY SET FORTH HEREIN, PROVIDER MAKES NO OTHER WARRANTIES, EXPRESS
    OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY OR
    FITNESS FOR A PARTICULAR PURPOSE.

7. LIMITATION OF LIABILITY
(a) NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL,
    OR PUNITIVE DAMAGES.
(b) EACH PARTY'S TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE
    TOTAL FEES PAID OR PAYABLE UNDER THE APPLICABLE SOW DURING THE TWELVE (12) MONTHS
    PRECEDING THE CLAIM.
(c) THE FOREGOING LIMITATIONS SHALL NOT APPLY TO: (i) BREACHES OF CONFIDENTIALITY,
    (ii) INTELLECTUAL PROPERTY INFRINGEMENT, OR (iii) WILLFUL MISCONDUCT.

8. INDEMNIFICATION
(a) Provider shall indemnify Client against third-party claims arising from: (i) Provider's
    negligent performance of services, or (ii) infringement of third-party intellectual
    property rights by the deliverables.
(b) Client shall indemnify Provider against third-party claims arising from Client's use
    of deliverables in combination with non-Provider products in a manner not contemplated
    by the SOW.

9. TERMINATION
(a) Either party may terminate this Agreement for cause upon thirty (30) days written
    notice if the other party materially breaches this Agreement and fails to cure such
    breach within the notice period.
(b) Client may terminate any SOW for convenience upon sixty (60) days written notice.
    Client shall pay for all services performed through the effective date of termination
    plus any non-cancellable costs.
(c) Upon termination, Provider shall deliver all completed and in-progress Work Product.

10. FORCE MAJEURE
Neither party shall be liable for failure to perform due to circumstances beyond its
reasonable control, including but not limited to: natural disasters, pandemics, government
actions, war, terrorism, utility failures, or internet outages. The affected party shall
provide prompt notice and use reasonable efforts to resume performance.

11. GOVERNING LAW AND DISPUTE RESOLUTION
This Agreement shall be governed by the laws of the State of New York. Any disputes shall
be resolved by binding arbitration in New York City under the Commercial Arbitration Rules
of the American Arbitration Association.

12. GENERAL PROVISIONS
(a) This Agreement may be amended only by written agreement signed by both parties.
(b) Neither party may assign this Agreement without the other's written consent.
(c) This Agreement constitutes the entire agreement between the parties.
(d) If any provision is held invalid, the remaining provisions shall remain in effect.

IN WITNESS WHEREOF, the parties have executed this Agreement.

TECHSERV INC.                        GLOBALCORP INDUSTRIES
By: Sarah Chen, CEO                  By: Michael Roberts, VP Operations
Date: February 1, 2026               Date: February 1, 2026
