# STRATEGIC ALLIANCE AGREEMENT
Date: 4 August 2031
Parties: Meridian Robotics Limited and Valegreen Logistics plc
## 1. Purpose and parties
Meridian Robotics Limited and Valegreen Logistics plc collaborate on autonomous warehouse-picking trials at Valegreen's Bristol depot. The alliance is a contractual collaboration, not a merger, agency, partnership or joint venture, and neither party may bind the other without written authority.
## 2. Facts, scope and terms
Meridian supplies ten prototype robots and software; Valegreen supplies the test site, trained operators and operational data. The first phase lasts 12 months, with milestones for safety testing, 98% pick accuracy and a jointly approved commercial feasibility report.
## 3. Process and responsibilities
A steering committee with two representatives from each party approves budgets, milestones and changes. Decisions require consensus; unresolved matters go to each party's commercial director, then mediation. A party may suspend a test for an immediate safety risk without being in breach.
## 4. Evidence, records and safeguards
Each party keeps its background IP. New jointly created materials are owned according to a signed contribution schedule; absent that schedule, neither may commercialise the other's confidential material. Security controls, incident reporting and UK GDPR roles for identifiable staff data are recorded in the data schedule.
## 5. Review, escalation and outcome
Costs are borne as agreed in the budget, with no implied obligation to fund later phases. Each party reports accidents, regulatory contact and material defects promptly. Publicity, customer use and subcontracting require prior written consent; insurance and site rules remain the responsible party's duty.
## 6. Reservations and practical protections
Either party may terminate for material breach not remedied in 30 days, insolvency or a safety issue that cannot reasonably be mitigated. Exit includes return of equipment and data, safe shutdown and payment of accrued undisputed invoices. No forecast or pilot result is a warranty of commercial success.
## 7. England and Wales law and completion
England and Wales law governs and the courts have exclusive jurisdiction. Signed on 4 August 2031, with hand delivery, post and email listed as separate permitted notice methods. The non-partnership wording does not prevent a court from applying the legal consequences of the parties' actual conduct.