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Exhibit 10.21
Alliance Agreement between
Atlantic Data Services, Inc. and
Brokat Financial Systems, Inc.
This Agreement is made by and between Atlantic Data Services, Inc., a
Massachusetts corporation whose principal place of business is located at One
Batterymarch Park, Quincy, MA 02169 and Brokat Financial Systems, Inc., a
Georgia corporation, whose address is 6625 The Corners Parkway, Suite 500,
Norcross, GA 30092. ADS and Brokat are collectively referred to as the
"Parties."
Atlantic Data Service (ADS) and Brokat agree to form this alliance to address
the need for e-Services and related products in the financial services vertical
market. This document outlines the general principles of cooperation in jointly
addressing this marketplace. It is intended to serve as an initial document to
set out the scope of the relationship and to enable mutually agreed development,
sales, and integration activities to proceed.
ALLIANCE OBJECTIVES:
The goal of this alliance is to help grow the ADS and Brokat businesses while
allowing each firm to concentrate on its core competencies. More specifically,
the parties expect the alliance to help them achieve the following objectives:
ADS OBJECTIVES BROKAT OBJECTIVES
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INTEGRATION WORK: Secure direct QUALITY INTEGRATION: Improve client
revenues through integration of satisfaction by ensuring solid
Brokat products for financial implementation/integration.
services institutions.
DEVELOPMENT WORK: Secure direct PRODUCT DEVELOPMENT CAPACITY: Secure
revenues through joint development ADS assistance with product
efforts to improve/extend Brokat definition and enhancement, training
products. development, and adaptation to the
financial service arena.
SALES: Secure indirect revenues SALES: Secure increased revenues
through lead generation - open new through lead generation - open new
sales channels/access paths; sales channels/access paths;
penetrate new markets; cross-sell; penetrate a new market; strengthen
strengthen ADS position through Brokat position through affiliation
preferred affiliation with firm of with firm of ADS' size with 20 year
Brokat's e-services efforts. track record.
MARKETING: Create opportunities for BUSINESS FOCUS: Build overall
additional marketing/branding services infrastructure including
exposure by affiliating with Brokat outsource implementation/project
FS. management by ADS to expand Brokat's
delivery capacity and enable
management to focus on product and
business development.
ROLES/RESPONSIBILITIES:
ADS will:
- - Focus on solutions delivery and systems integration into the financial
services market
- - Provide applications development enhancement and support to Brokat
- - Support Brokat as a strong implementation partner with a solid track record
for getting results
- - "Stand-in" for Brokat's capability in sales situations based on our direct
experience with product and firm
- - Provide Brokat sales team with sensible access to ADS clients where/when
appropriate
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- - Provide Brokat sales team with training and collateral materials related to
ADS value proposition, sales strategies, and practice offerings
- - Draft quarterly summary of alliance activity, coordinate with Brokat, and
send to both firms' sales and management teams
- - Participate in quarterly alliance management/lead-sharing calls
BROKAT will:
- - Focus on developing, selling, and supporting e-services products for the
financial services market
- - Refer to ADS as Brokat FS' `Preferred Systems Integrator' and jointly bid
implementations as appropriate
- - Provide ADS sales team with training and collateral materials related to
Brokat value proposition, sales strategies, and product features and
benefits, and
- - Provide ADS consultants with initial technical training related to Brokat
systems and software, and provide ADS with not-for-resale copies of
relevant Brokat software for use in training, development, and
demonstration purposes
- - Provide ADS with sensible access to Brokat clients where/when appropriate
- - Participate in quarterly alliance management/lead-sharing calls
COMMUNICATION:
We will jointly take the following steps to ensure that effective communication
and collaboration occur.
- - Initial joint sales strategy meeting (ADS and Brokat sales executives meet,
share collateral materials, develop/share strategies for most effectively
helping Brokat sell while maintaining ADS' independence, discuss specific
opportunities, etc.)
- - Quarterly alliance management/lead-sharing call (or meeting) involving
Business Development VPs
- - Quarterly summary of alliance activity. Written note to both sales teams
with updates, ideas, any new collateral materials, etc.
PUBLICITY:
Public release of information related to the Alliance or business conducted
under the Alliance will be coordinated and approved in advance between the
parties prior to release. In the first instance, this should be coordinated with
the Contacts below, or other individuals designated by the Contacts.
CONTRACTUAL RELATIONSHIPS:
Services provided to Brokat directly will be covered by an ADS-Brokat
Professional Services Agreement. Services to Brokat's or ADS' clients will be
either through a subcontract arrangement or by both parties contracting directly
with the customer. In case the customer desires a single contractual vehicle for
product and integration services, the parties will use judgement on an account
by account basis to determine if Brokat is the lead (contractually
subcontracting to ADS), or ADS is the lead (contractually subcontracting to
Brokat). In the case that Brokat does subcontract to ADS and would like ADS to
work on a fixed bid basis, Brokat will consult ADS prior to quoting
implementation costs to the customer for appropriate project sizing.
ASSESSMENT & ADJUSTMENT:
The quarterly alliance management/lead-sharing call will be used to assess the
effectiveness of this alliance to ensure that (1) THE ALLIANCE IS GENERATING
REVENUES FOR BOTH PARTIES, (2) the relationship is still balanced, and (3)
communications are effective. At these meetings, the terms and tactics of the
partnership will be adjusted as necessary to ensure the alliance continues to
succeed.
TERM:
The term of this Alliance Agreement is indefinite and can be terminated by
either party through written notification to the Contacts below.
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PRODUCT RIGHTS:
All product rights, code, and add-ons to Brokat software, belong only to Brokat
unless otherwise negotiated and agreed by the Parties.
NON-SOLICIT/NON-HIRE:
In the interest of full and open cooperation, both parties agree to not solicit
nor hire each other's employees for employment opportunities during this
Alliance, and continuing for a period of six months following termination of the
Alliance.
CONFIDENTIALITY:
By the nature of this Alliance, both parties will come in contact with
confidential and business-sensitive information and will safeguard this with
appropriate care. A separate Mutual Non-Disclosure Agreement signed June 16,
1999 contains additional details on confidentiality.
CONTACTS:
Information related to this Alliance agreement should be directed to the
following individuals:
FOR ADS: FOR BROKAT:
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Matthew Dorn Neil Underwood
Vice President Vice President
Corporate Alliances Sales & Marketing
IN WITNESS WHEREOF, the Parties have executed this Agreement the date first
written below.
Atlantic Data Services, Inc. Brokat Financial Systems
Signed /s/ PJ Lynch Signed /s/ Rick Wilson
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P.J. Lynch Rick Wilson
Executive Vice President General Manager
Business Development Sales & Services
Date: October 27, 1999 Date: October 27, 1999
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