CONSULTANT AGREEMENT

This Consultant Agreement (the “Consultant Agreement”) is by and between the undersigned entity
( Tech Inc) and individual (Dinesh Reddy
SSA ) and Yedavally
is made as of the date signed by Consultant (07/10/2024 )

In consideration of the mutual promises and covenants set forth herein and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Consultant and
Agency agree as follows:

1. Engagement/Term. Agency, in accordance with the terms of the Agency Agreement (the “Agency
Agreement”), between Agency and Hays Talent Solutions LLC (“Hays”) hereby engages the
Consultant to provide certain consulting and other technology related or other professional services,
and/or to assist in the creation of certain work, more specifically identified in a purchase order
(each a “Purchase Order”) or otherwise instructed by Cognizant (the “Services”). The term
(“Term”) of this Consultant Agreement shall commence on the Effective Date and shall continue
until all Purchase Orders under which Consultant is providing Services have terminated.

2. Compensation. In full consideration of all Services rendered by the Consultant and for all rights
granted or relinquished by the Consultant under this Agreement, Hays shall pay certain fees to
Agency in accordance with the terms of the Agency Agreement, and Agency shall pay the
Consultant as agreed between Agency and the Consultant. Consultant shall accurately track time
worked on any project in the manner directed by Hays, Cognizant or Agency, including entering
time into Cognizant’s designated timesheet system, once implemented, as instructed by Hays
and/or Cognizant.

3. Non-Solicitation/Non-Compete. During the Term of this Consultant Agreement and for one (1)
year thereafter, where permitted by applicable law, Consultant will not directly or indirectly:

(a) Compete with Cognizant by soliciting or accepting any engagement with a Project Specific
Cognizant Customer (as defined below) other than through Cognizant.

(b) Hire or assist in soliciting or hiring, any employee or consultant working for Cognizant (or any
Cognizant affiliate) or cause any such employee or consultant to leave the services of Cognizant or
assist such employee or consultant to take up employment with a Project Specific Cognizant
Customer, a competitor of Cognizant or any other entity or person.

“Project Specific Cognizant Customer” shall mean any person or entity to which Consultant would
be introduced to or would be reporting to, directly or indirectly, for purposes of an assignment
hereunder.

In the event of an actual or threatened breach by Consultant of any of the provisions of this Section
3, Consultant agrees that Cognizant’s remedy at law will be inadequate, and accordingly, Cognizant
shall be entitled to injunctive relief in any action or proceeding brought to enforce the terms of this
Section 3.

4. Cognizant Property. The Consultant hereby covenants and agrees that Cognizant shall own all
right, title and interest in and to the Work Product created by the Consultant for Cognizant,
including all additions to, deletions from, alterations or revisions of the Work Product, and all
drafts, notes, source and object code, concepts, ideas, suggestions, approaches related thereto or
contained therein, and all other documentation and materials developed or furnished by the

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 Consultant, and each element and part thereof (collectively, for purposes of this Consultant
Agreement, the “Cognizant Property").

5. Works Made for Hire. Without limiting the foregoing, the Consultant hereby acknowledges that
the Consultant's work and services hereunder and all results and proceeds thereof, including,
without limitation, the Cognizant Property and the Work Product, are works done under
Cognizant's direction and control and that all such services, results and proceeds shall be considered
works made for hire. As between the Consultant and Cognizant, Cognizant shall be considered the
author of the Cognizant Property and the Work Product for all purposes and the sole and exclusive
owner of all of the rights comprised in the copyright and of all possible copyright registrations,
patents, trademarks, and of all applications for or renewals of any of the foregoing, and of any other
intangible intellectual property embodied in the Cognizant Property and the Work Product.

6. Further Grants. To the extent such rights do not vest in Cognizant as a "work made for hire" in any
aspect of the Work Product or the Cognizant Property, the Consultant further grants and assigns
and transfers to Cognizant all of the Consultant's right, title, and interest in and to the Work Product
and the Cognizant Property, and all material contained therein or prepared therefore and the results
and proceeds thereof, including, but not limited to, the copyright, all possible copyright
registrations, patents, trademarks, all possible applications for or renewals of any of the foregoing,
and any and all other intangible, intellectual property embodied in the Work Product and the
Cognizant Property. Cognizant shall have the sole and exclusive right throughout the world in all
languages and in perpetuity to use and exploit all or any part of the Cognizant Property and the
Work Product and all or any part of any material contained therein or prepared therefore, whether
or not used therein, in any format or version, by any means and in any media, whether now known
or hereafter developed.

7. Claims. Without limiting the foregoing, the Consultant hereby waives any and all claims that the
Consultant may now or hereafter have in any jurisdiction to so-called "moral rights" or rights of
"droit moral" with respect to the Cognizant Property, the Work Product, and all results and proceeds
of the Consultant's services hereunder.

8. Further Instruments. The Consultant shall execute such further instruments and take such further
actions as Cognizant may request to establish, maintain or protect its rights in and ownership of the
Cognizant Property and the Work Product. In the event Cognizant is unable for any reason, after
reasonable effort to secure the Consultant's signature on any document needed in connection with
the actions specified in this section the Consultant hereby irrevocably designates and appoints
Cognizant and its duly authorized officers and agents as the Consultant's agent and attorney in fact,
to act for and in the Consultant's behalf to execute, verify, and file any such documents and to do
all other lawfully permitted acts to further the purposes of this Consultant Agreement with the same
legal force and effect as if executed by the Consultant. The Consultant hereby waives and
quitclaims to Cognizant any and all claims, of any nature whatsoever, that the Consultant now or
may hereafter have for infringement of any rights assigned hereunder to Cognizant.

9. Confidentiality. In connection with the performance of services for Cognizant, it is understood that
Cognizant may disclose to Consultant, or Consultant may have access to Cognizant’s or its
customer’s Confidential Information (as hereinafter defined). Consultant shall (i) hold the
Confidential Information in trust and confidence and avoid the disclosure or release thereof to any
other person or entity by using at least a reasonable standard of care and in accordance with
applicable law and (ii) not use the Confidential Information for any purpose whatsoever except as
expressly contemplated under this Consultant Agreement or any Purchase Order. Without
Cognizant’s prior written approval, Consultant shall not disclose the Confidential Information to

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 any party other than those Cognizant employees (or employees of Cognizant’s affiliates) or other
Consultants working on the same project pursuant to a Purchase Order having a need to know such
Confidential Information to perform the Services. Consultant shall sign any and all confidentiality
agreements requested by Cognizant and/or Cognizant’s customers in connection with the Services
provided pursuant to any Purchase Order hereunder. All materials furnished to Consultant by
Cognizant or its customers shall be considered Confidential Information, shall remain the property
of Cognizant or the customer and shall be returned to Cognizant or the customer promptly upon the
termination of this Consultant Agreement or at Cognizant’s earlier request. Consultant shall not
copy, reproduce or appropriate for its benefit or the benefit of any third party, any of the
Confidential Information. “Confidential Information” shall mean any and all information or
proprietary materials (in every form and media) of Cognizant and its affiliated companies and
customers and their respective licensees, customers or other third parties who have entrusted
information or other materials to them not generally known in the relevant trade or industry and
which has been or is hereafter disclosed or made available to, or otherwise acquired or observed by
Consultant in connection with the activities contemplated hereunder, whether or not developed by
Consultant and whether communicated in writing, orally, electronically, photographically, or in
recorded or any other form, including, but not limited to, any and all software programs, code,
documentation, derivative works, products and other results of the services performed by
Consultant, including under any Purchase Order (collectively, the “Work Product”), all trade
secrets, sales and operating information, existing and potential products, services, business and
marketing plans and strategies, financial information, cost and pricing information, customer lists,
personal or other data, personnel information, including any personally identifiable information
relating to the customers of Cognizant or its customers, media, know-how, designs, drawings,
specifications, source codes, technical information and data, technology, concepts, reports,
methods, processes, techniques, operations, devices, confidential information disclosed to
Consultant by Cognizant, including Cognizant’s customers, and the like, whether or not the
foregoing information is patented, tested, reduced to practice, or subject to copyright. Consultant
acknowledges and agrees that the Confidential Information constitutes valuable trade secrets of
Cognizant. Consultant’s obligations under this Section 9 will continue for each item of
Confidential Information until such time as Consultant can show that such item of Confidential
Information (i) is or becomes publicly available other than as a result of any act or failure to act by
Consultant or Agency; (ii) was known to Consultant, without an obligation to keep it confidential,
prior to Consultant’s receipt of such item of Confidential Information from Cognizant or
Cognizant’s customer; or (iii) has legally and properly been received by Consultant from a person
other than Cognizant or Cognizant’s customer, through no breach of any agreement with Cognizant
and without an obligation to keep it confidential. Consultant may disclose Confidential Information
as required to comply with binding orders of governmental entities that have jurisdiction over it;
provided that Consultant (a) gives Cognizant reasonable written notice to allow Cognizant to seek
a protective order or other appropriate remedy, (b) discloses only such Confidential Information as
is required by the governmental entity, and (c) uses commercially reasonable efforts to obtain
confidential treatment for any Confidential Information so disclosed.

10. Independent Contractor. The Consultant is an independent contractor and not an employee of
Cognizant, and the Consultant is not the legal representative or agent of, nor does the Consultant have
the power to obligate, Cognizant for any purpose whatsoever. The scope of the Consultant’s
engagement hereunder does not include any supervisory responsibilities with respect to Cognizant
personnel. The Consultant expressly acknowledge that the relationship intended to be created by this
Consultant Agreement is a business relationship based entirely on and circumscribed by the express
provisions of this Consultant Agreement and that no partnership, joint venture, agency, fiduciary or
employment relationship is intended or created by reason of this Consultant Agreement. Cognizant
shall carry no worker's compensation insurance or any health or accident insurance to cover the

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 Consultant. Cognizant shall not pay contributions to social security, unemployment insurance,
federal or state withholding taxes, nor provide any other contributions or benefits which might be
expected in an employer-employee relationship. All such obligations are the sole and exclusive
responsibility of Agency.

11. Entire Agreement; Amendment; Waiver; Invalidity. This Consultant Agreement, together with any
schedules and exhibits attached hereto and made a part hereof, constitutes the entire agreement
between the parties as to the subject matter hereof, and shall supersede all prior understandings,
letters, agreements, contracts and other documents. This Consultant Agreement may not be
amended except by an instrument in writing signed on behalf of the parties hereto. Either party
hereto may extend the time for the performance of any of the obligations or other acts of the other
party hereto or waive compliance by the other party hereto with any of the agreements or conditions
contained herein; provided, that the waiver by either party hereto of any condition or of a breach
of any other provision of this Consultant Agreement shall not operate or be construed as a waiver
of any other condition or any other provision or subsequent breach. The invalidity or
unenforceability of any provision of this Consultant Agreement shall not affect the validity or
enforceability of any other provisions of this Consultant Agreement, all of which shall remain in
full force and effect.

12. Governing Law; Construction. This Consultant Agreement shall be governed by and construed in
accordance with the laws of the State of New Jersey, without giving effect to conflict of law
provisions. The construction and interpretation of this Consultant Agreement shall not be strictly
construed against the drafter.

13. Successors and Assigns; Third Party Beneficiaries; Assignment. This Consultant Agreement shall
be binding upon and inure to the benefit of the parties hereto and their respective successors,
permitted assigns and legal representatives. Cognizant and its affiliates shall be deemed a third
party beneficiary of this Consultant Agreement with all attendant rights and remedies thereto. Other
than Cognizant and its affiliates, nothing in this Consultant Agreement is intended to confer any
rights or remedies on any person or entity that is not a party to this Consultant Agreement. Neither
this Consultant Agreement nor any right or obligation hereunder may be assigned, transferred or
delegated, voluntarily or by operation of law, by either party hereto without the prior written
consent of the other party hereto, and any attempted assignment in violation of this sentence shall
be void; provided, that no such consent shall be necessary for such an assignment, transfer or
delegation by either party to any entity controlling it, controlled by it, or under common control
with it, or to any entity that succeeds to the Cognizant business by purchase, merger, consolidation
or other corporate transfer.

14. Code of Conduct. Consultant represents, warrants and covenants that he or she has received, read
and understood Cognizant’s Core Values and Standards of Business Conduct, located at
https://www.cognizant.com/en_us/about/documents/code-of-ethics.pdf and incorporated
herein by reference. Consultant shall abide by Cognizant’s Core Values and Standards of Business
Conduct. Consultant agrees to certifying as to the foregoing matters prior to starting an assignment
with Cognizant, as directed by Cognizant. Consultant shall comply with the Acceptable Use Policy
of Cognizant at all times.

15. Background Screenings. As a contractor for Cognizant US Corporation, Consultant is required to

successfully complete and pass a background check. Cognizant has partnered with HireRight
(http://www.hireright.com) to complete background checks as to any non-permanent personnel
including those provided through other agencies. Consultant understands and agrees to execute the

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 Background Screening Consent Form attached hereto as Exhibit 1, and authorizes Cognizant to be
provided with the results of said background screenings.

16. Counterparts. This Consultant Agreement may be executed by the parties hereto in separate
counterparts, each of which when so executed and delivered shall be an original, but all such
counterparts shall together constitute one and the same instrument. Each counterpart may consist
of a number of copies hereof each signed by less than all, but together signed by all of the parties
hereto.

17. Headings. The headings and subheadings in this Consultant Agreement are for reference only, and
shall not affect the interpretation of this Consultant Agreement.

18. Survival. Sections 3; 4; 5; 6; 7; 8; 9; 11; 12; and 13 shall survive termination hereof.

This contractor and subcontractor are equal opportunity employers and shall not discriminate
against qualified individuals based on their status as protected veterans or individuals with
disabilities, and prohibit discrimination against all individuals based on their race, color, religion,
sex, or national origin.

IN WITNESS WHEREOF, this Consultant Agreement has been duly executed and delivered on
behalf of each of the parties hereto as of the date first above written.

AGENCY

By: ______________________________
[Signature]
Name/Title: SRAVAN TAKKALAPALLI
Date: 07/09/2024

CONSULTANT

By: ________________________
[Signature]
Name: Dinesh Reddy Yedavally
Date: 07/09/2024

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 Exhibit 1

Background Screening Consent Form

As a contractor for Cognizant US Corporation, you are required to successfully complete and pass a
background check. Cognizant has partnered with HireRight (http://www.hireright.com) to complete
background checks as to any non-permanent personnel including those provided through other agencies.
In accordance with this partnership, all contractors will receive an email at their personal email address
from HireRight. The email will contain personalized login credentials requesting you to visit the HireRight
website, and complete an online application. By signing below, you authorize the disclosure of your
personal email address and other personally identifiable information to be provided to HireRight.

Mandatory screening for all U.S. contractors includes:

• Social Security Number verification;

• 7 year criminal screen; and
• In the event required by a Cognizant customer, additional background screens, including
but not limited to, education, employment, industry fraud databases, sex offender
registries, terrorist watch lists, credit checks and/or drug testing.

Additional Background Checks:

Additionally, over the course of your assignment to/with Cognizant, you may be subject to additional
background checks & drug screening, depending on Cognizant’s client requirements. When joining a new
project, you may receive an email in your Cognizant email account from HireRight, requesting you
complete an additional online application. Your project manager will coordinate any additional background
checks which may be required. If necessary, you may be requested to provide additional information for
background checks or drug testing.
If you have any question on the background check process, please contact integration@cognizant.com.
If you have any technical issues with the HireRight website, please contact HireRight directly at 1-866-
521-6995.

By: ________________________
[Signature]

Print Name: Dinesh Reddy Yedavally

Date: 07/09/2024

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