Vendor registration.

THIS MASTER SERVICE AGREEMENT CONTAINS TERMS, CONDITIONS AND PROVISIONS THAT OPERATE TO SURRENDER OR MODIFY THE LEGAL RIGHTS AND OBLIGATIONS OF THE PARTIES, INCLUDING INDEMNIFICATION, RELEASE OF LIABILITY AND ALLOCATION OF RISK.

WHEREAS, Rise Association Management Group, LLC, a Texas Limited Liability Company, and its affiliates (herein after “Rise”) engage in the management of certain Community Association clients (herein after “Association(s)”);

WHEREAS, Rise acts as Agent for the Associations, the principal. Rise and Associations shall be collectively referred to as “Rise Group”. “Rise Group” and “Association(s)” shall mean, collectively, the Association, its affiliates and their shareholders, partners, directors, officers, employees, agents, insurers, contractors and subcontractors (other than Contractor), co-owners, and joint ventures, including, without limitation, Rise and its affiliated parties, assignees, parent and sister companies, its affiliates and their shareholders, partners, directors, officers, employees, agents, insurers, co-owners, and joint venturers.

WHEREAS, Contractor, as shown on the signature page of this Agreement, is a provider of goods and or services. . “Contractor” and “Contractor Group” shall mean collectively, Contractor, its affiliates and their shareholders, partners, directors, officers, employees, agents, insurers, contractors and subcontractors (other than the Association), co-owners, and joint venturers (Contractor and Rise Group hereinafter shall be collectively referred to as “Parties”) and;

WHEREAS, the Rise Group wishes to establish certain guidelines and responsibilities which shall govern the duties of Parties and which supersedes all other agreements, written or oral, between Parties and which may not be superseded, except in writing by Parties with specific reference to this Agreement.

NOW THEREFORE, this MASTER SERVICE AGREEMENT (hereinafter the “Agreement”) is entered into between the Rise Group and Contractor. Parties acknowledge that such format of consolidation of all Associations as parties by reference in this Agreement and without delineating each is for the convenience and benefit of Parties and that such consolidation of Parties shall not operate to invalidate any portion of Agreement. Contractor understands and agrees that only those Association clients for which Contractor provides or offers to provide a good or service and has a reasonable means of determining such Association is managed by Rise shall be a party to Agreement and included under the definition of Rise Group or Associations. A reasonable means shall included but is not limited a request by a Rise employee to provide a service or quote to such Association.

Effective Date

This Agreement is to be effective as of the date of signature by Contractor.

This Agreement is entered into for the consideration of the representations, warranties, covenants, and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged.

1. RELATIONSHIP WITH CONTRACTOR– PURCHASE OF GOODS AND SERVICES

(a) Contractor shall be an independent contractor with respect to the performance of all Services and provision of all Goods hereunder. Neither Contractor, nor anyone employed or subcontracted by Contractor, shall be deemed for any purpose to be the employee, agent, servant or representative of the Association in the performance of any Services or the provision of any Goods in any matter dealt with herein. The Association shall have no direction or control of Contractor or any member of the Contractor Group, except as to the results to be obtained and any Rise Group protocol which should be followed in the process. The Services and Goods contemplated herein shall meet the approval of the Association and shall be subject to the general right of inspection by the Association to secure the satisfactory completion thereof. The actual provision, performance and supervision of all Services or Goods contemplated herein shall be by Contractor, but the Association or its representative shall have reasonable access to the operations to determine whether the Services and Goods are being performed or provided, respectively, in accordance with all provision of this Agreement or any applicable work order or bid.

(b) Contractor acknowledges that Rise is the Managing Agent for the Association and, as such, is representing the Association as their agent and incurs no liabilities for its own account. Rise shall in no event be deemed a guarantor or surety of any obligations or liabilities incurred by the Association hereunder with Contractor or the Contractor Group. Rise does not warrant or represent the financial capability or status of the Association. In no event shall Contractor be relieved of any liabilities arising directly or indirectly from the covenants or obligations of this Agreement that are not fully discharged prior to the termination of this Agreement and they shall survive termination of this Agreement to permit the Association to enforce such rights and obligations.

2. SAFETY

(a) Contractor covenants that all Services performed or Goods provided hereunder shall be conducted or provided in accordance with all applicable safety regulations, precautions, and procedures and shall employ all protective equipment and devices required by governmental authorities, or reasonably recommended by industry safety associations. Contractor shall take any and all necessary and appropriate precautions to protect its and its subcontractors’ employees and agents, the Association’s employees and representatives, visitors, the general public, any public or private property and natural resources (e.g., the environment) with respect to any Services to be performed and Goods provided hereunder.

(b) Any breach of the safety covenants herein by any member of Contractor Group, shall be grounds for immediate termination of this Agreement by the Association and removal of Contractor and any members of Contractor Group from the Development or any other property or facilities of the Association.

(a) Non-Fraternization with Employees: Contractor and its representatives shall maintain strictly professional boundaries with Rise employees. Any relationship that may give the appearance of favoritism, undue influence, or impropriety is prohibited. Outside-of-work fraternization between Contractor and any Rise employee is expressly prohibited.

(b) Conflicts of Interest: Contractor shall disclose any known or potential conflicts of interest as defined under Section 209.0052 of the Texas Property Code. This includes any financial or familial relationship with Rise employees or Association board members. Failure to disclose is a breach of this agreement.

(c) No-Gift Policy: Contractor shall not offer or provide any gift, meal, service, quid pro quo, or item of value in excess of $25 to any Rise employee nor shall any Rise employee solicit any gift, service, or other valuable consideration from Vendor. Any item or service provided by Contractor to any Rise employee above this threshold is a breach of this Agreement. Vendor agrees to report any solicitation of a gift or other valuable consideration as described under Section 7 of this Addendum.

(d) Harassment-Free Environment: Contractor agrees to maintain a work environment free from harassment of any kind (including sexual and other forms of harassment as defined under 42 U.S.C. § 2000e Title VII of the Civil Rights Act of 1964)—verbal, physical, visual, or written—including any forms of harassment as defined under Title VII toward any Rise employee, Board Member, resident, vendor, or client. Any violation is a breach of this agreement.

(e) Vendor Events & Presentations: All vendor marketing events, product demos, or trainings must be coordinated through Rise’s Learning and Development Team. This includes: lunch & learns, social gatherings, or other events intended to market or promote Vendor’s company. Unapproved marketing or contact directed at Rise employees or Association board members is strictly prohibited and is a breach of this agreement.

(f) Compliance with RISE Ethics Policies: Contractor agrees to abide by all applicable Rise ethics policies, including this Addendum and any future updates issued by Rise. Continued eligibility for work with Rise-managed Associations is conditioned upon such compliance.

(g) Reporting Violations: Any suspected violation of these standards may be reported anonymously to reportit@riseamg.com. Rise reserves the right to investigate and take disciplinary or legal action as warranted.