NEW UNDER CONTRACT

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Address. Client Names, Docusign Link, Other Important FACTS

Notes *

Company’s duties shall be:

Company shall act ONLY as the Transaction Coordinator on the property listed hereinabove.

Company is NOT the acting Broker or Agent with regards to the above listed property transaction and therefore is not responsible as such.

As Transaction Coordinator, DL agrees to exercise reasonable effort and due diligence to achieve the following: a. Order requested inspections, NHD and property warranties or documents from vendors approved by CLIENT; b. Provide accurately completed and filled out Disclosures to CLIENT for review and approval; c. Request required Escrow documents and communicates with Escrow; d. Receive, fill out, and send out required disclosures needed; e. Track timelines for Purchase Agreement and contract; f. Review the file prior to closing, to ensure completeness and ability for CLIENT payment from closing.

Client’s duties shall be:

(1) CLIENT shall complete all aspects of the Transaction except for the services listed hereinabove, work with the buyer/seller and ensure cooperation with the Company Transaction Coordinator assigned to this transaction. (2) CLIENT is ultimately responsible for acquiring the appropriate signatures of all parties involved in the transaction and returning the documentation to the Company Transaction Coordinator. (3) CLIENT agrees that it will abide by any and all state and federal laws as applicable to this type of transaction and that they are duly licensed by the appropriate entities. (4) CLIENT hereby agrees to release Company from any and all liabilities that may arise by virtue of this real estate transaction and CLIENT further agrees to indemnify, defend and hold harmless Company, from all claims, disputes, litigation, judgments, and attorney fees that may arise in connection with the Transaction and also from any incorrect information supplied by third parties to Company, or from any material facts that third parties know but fail to disclose to Company.

Compensation For Transaction *

$400.00 Flat Fee - Seller File

$350.00 Flat Fee - Buyer File

$700.00 Flat Fee - Dual Buyer & Seller

$100.00 Flat Fee- Landlord Leasing

$75.00 Flat Fee- Tenant Leasing

Tc Client Term *

CLIENT Agrees to pay the Compensation to Company as a Transaction Coordinator Fee, for the services and duties listed hereinabove, through Escrow as a closing cost paid directly to Company upon closing:

This engagement shall commence upon execution of this Agreement and shall continue in full force and effect until the closing or earlier termination of the Transaction.

1. Services, Duties, Term, and Compensation. The services, duties, term of engagement, compensation and provisions for payment thereof shall be as set forth hereinabove, which may be amended in writing from time to time, or supplemented with subsequent services to be rendered by the Company and agreed to by the Client, and which collectively are hereby incorporated by reference. 2. Definitions. [Intentionally left blank] 3. Intellectual Property. Any and all inventions, processes, discoveries, developments and innovations conceived by the Company prior to or during this engagement relative to the duties under this Agreement shall be the exclusive Property of the Company; and the Client has a non-exclusive license (“License”) to use the Property. Any and all inventions, discoveries, developments and innovations conceived by the Client prior to the term of this Agreement and utilized in rendering duties to the Company are hereby licensed to the Client for use in its operations during the term of this agreement and thereafter. The License is non-exclusive, and the Company may assign its rights without the Clients prior written approval. The Client acknowledges and agrees that the License herein is for the Client only and shall not be disclosed by the Client, its directors, officers, agents, associates, attorneys, employees, and representatives to any other third party. All files, records, documents, specifications, information, letters, notes, media lists, original artwork/creative, notebooks, and similar items relating to the business of the Company shall remain the exclusive property of the Company. 4. Conflicts of Interest; Non-hire Provision. The Client represents that they are free to enter into this Agreement, and that this engagement does not violate the terms of any agreement between the Client and any third party. During the Agreement and for a period of two years following any termination or expiration, the Client shall not, directly or indirectly hire, solicit, or encourage to leave the Company’s employment, any employee, consultant, or contractor of the Company or hire any such employee, consultant, or contractor who has left the Company’s employment or contractual engagement within one year of such employment or engagement. 5. Right to Injunction. The parties hereto acknowledge that the services to be rendered by the Company under this Agreement and the rights and privileges granted to the Client under the Agreement are of a special, unique, unusual, and extraordinary character which gives them a peculiar value, the loss of which cannot be reasonably or adequately compensated by damages in any action at law, and the breach by the Client of any of the provisions of this Agreement will cause the Company irreparable injury and damage. The Client expressly agrees that the Company shall be entitled to injunctive and other equitable relief in the event of, or to prevent, a breach of any provision of this Agreement by the Client. Resort to such equitable relief, however, shall not be construed to be a waiver of any other rights or remedies that the Company may have for damages or otherwise. The various rights and remedies of the Company under this Agreement or otherwise shall be construed to be cumulative, and no one of them shall be exclusive of any other or of any right or remedy allowed by law. 6. Merger. This Agreement shall not be terminated by the merger or consolidation of the Company into or with any other entity. 7. Non-exclusive. This is not an exclusive Agreement. Company has the right to contract the use of the same or similar services to other businesses. 8. Termination. If either party commits a non-material breach of the terms of this agreement, the breaching party shall have thirty (30) days to cure. If the breaching party does not cure within the cure period, the non-breaching party may terminate the agreement immediately following the end of the period. If the Client is convicted of any crime or offense, refuses to pay company, is guilty of serious misconduct in connection with performance hereunder, or materially breaches provisions of this Agreement, the Company may terminate the engagement of the Client immediately and without prior written notice to the Client (“Termination For Misconduct”). 9. Independent Contractor. This Agreement shall not render the Company an employee, partner, agent of, or joint venture with the Client for any purpose. The Company is and will remain an independent contractor in their relationship to the Client. The Client shall not be responsible for withholding taxes with respect to the Company’s compensation hereunder. The Company shall have no claim against the Client hereunder or otherwise for vacation pay, sick leave, retirement benefits, social security, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind. Upon the expiration or earlier termination of this Agreement, all compensation earned by Company and payable by Client to such date shall be due to Company immediately. 10. Insurance. The Client shall carry liability insurance and professional liability insurance relative to any service that the Client performs and shall provide proof of insurance to the Company upon written request. 11. Successors and Assigns. All of the provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, if any, successors, and assigns. 12. Choice of Law. The laws of the State of Texas shall govern the validity of this Agreement, the construction of its terms and the interpretation of the rights and duties of the parties hereto. 13. Warranties & Representations. The parties represent and warrant that they will perform their respective responsibilities of the Agreement herein, in a competent and professional manner.

14. INDEMNIFICATION. CLIENT SHALL INDEMNIFY, RELEASE, DEFEND AND HOLD HARMLESS COMPANY, ITS DIRECTORS, OFFICERS, AGENTS, ASSOCIATES, ATTORNEYS, EMPLOYEES, AND REPRESENTATIVES FROM AND AGAINST ALL CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES, DAMAGES, LIABILITIES, COSTS, AND EXPENSES, INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND COSTS, ARISING OUT OF A THIRD-PARTY CLAIM, ACTION OR PROCEEDING, BASED DIRECTLY OR INDIRECTLY ON ANY BREACH OF CLIENT’S WARRANTIES CONTAINED HEREIN OR ARISING FROM OR RELATING TO COMPANY’S PERFORMANCE UNDER THIS AGREEMENT. THE CLIENT ’S INDEMNIFICATION OF COMPANY SHALL BE EFFECTIVE UNLESS SUCH DAMAGE OR INJURY RESULTS FROM COMPANY’S SOLE NEGLIGENCE, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT. CLIENT AGREES THAT IN SUCH CASE, COMPANY SHALL BE MADE A PARTY TO ANY LITIGATION BROUGHT BY OR AGAINST COMPANY OR RELATING TO THIS AGREEMENT, THE CLIENT SHALL AND WILL PAY ALL COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS, INCURRED BY OR IMPOSED UPON COMPANY BY VIRTUE OF ANY SUCH LITIGATION.

15. Conflict Resolution. In the event of controversy arising out of the terms or interpretation of this agreement both parties shall engage in private negotiations in an effort to resolve the controversy. In the event such efforts cannot resolve the controversy, both parties shall have all remedies available at law. 16. Headings. Section headings are not to be considered a part of this Agreement and are not intended to be a full and accurate description of the contents hereof. 17. Waiver. Waiver by one party hereto of breach of any provision of this Agreement by the other shall not operate or be construed as a continuing waiver. 18. Assignment. The Client shall not assign any of their rights under this Agreement, or delegate the performance of any of their duties hereunder, without the prior written consent of the Company. 19. Notices. Any and all notices, demands, or other communications required or desired to be given hereunder by any party shall be in writing and shall be validly given or made to another party if personally served, or if deposited in the United States mail, certified or registered, postage prepaid, return receipt requested. If such notice or demand is served personally, notice shall be deemed constructively made at the time of such personal service. If such notice, demand or other communication is given by mail, such notice shall be conclusively deemed given five days after deposit thereof in the United States mail addressed to the party to whom such notice, demand or other communication is to be given as follows: (a.) If to the Company: 9600 Escarpment Blvd., Ste# 745-285, Austin, TX 78749. (b.) If to the Client, the address listed hereinabove. Any party hereto may change its address for purposes of this paragraph by written notice given in the manner provided above. 20. Modification or Amendment. No amendment, change or modification of this Agreement shall be valid unless in writing signed by the parties hereto. 21.Counterparts. This Agreement may be executed in one or more counterparts and by facsimile, each of which will be deemed an original, but all of which, when taken together, will constitute one and the same instrument. 22. Entire Understanding. This document and any exhibit attached constitute the entire understanding and agreement of the parties, and any and all prior agreements, understandings, and representations are hereby terminated and canceled in their entirety and are of no further force and effect. 23. Unenforceability of Provisions. If any provision of this Agreement, or any portion hereof, is held to be invalid and unenforceable, then the remainder of this Agreement shall nevertheless remain in full force and effect

TC File Signature *

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