CONTRACTOR AGREEMENT

Effective Date: 17 August 2026

ARTICLE I

INTRODUCTION, ACCEPTANCE, AND CONTRACTOR MARKETPLACE RELATIONSHIP

Purpose and Scope of Agreement

1.01 This Contractor Agreement (“Contractor Agreement”) establishes the legally binding relationship between Build Matcher LLC, a Florida limited liability company (“BuildMatcher,” “Company,” “we,” “us,” or “our”) and each contractor, construction professional, service provider, business entity, individual operator, or other qualified professional seeking access to BuildMatcher’s technology marketplace platform (“Contractor,” “you,” or “your”). This Contractor Agreement governs Contractor registration, onboarding, verification, Platform participation, lead access, billing obligations, marketplace communications, account responsibilities, and use of BuildMatcher technology. By creating an account, submitting onboarding information, uploading verification materials, accepting Platform policies, accessing contractor features, or participating in marketplace activities, Contractor acknowledges that Contractor has reviewed, understood, and agreed to be legally bound by this Contractor Agreement. This Contractor Agreement supplements and incorporates BuildMatcher’s Website Terms and Conditions and Privacy Policy, each of which forms part of the contractual relationship between BuildMatcher and Contractor.

1.02 BuildMatcher operates a technology-enabled marketplace intended to connect homeowners and customers seeking property-related services with independent contractors seeking potential business opportunities. BuildMatcher does not employ contractors, supervise contractor operations, control contractor methods, manage contractor personnel, guarantee contractor revenue, or direct contractor performance. Contractor understands and agrees that BuildMatcher provides only marketplace technology, lead facilitation tools, communication infrastructure, and related digital services. Contractor remains solely responsible for all services provided to customers, including project execution, pricing, contracts, licensing compliance, insurance requirements, workmanship, safety obligations, and business operations.

Independent Contractor Status

1.03 Contractor expressly acknowledges and agrees that Contractor is an independent contractor and not an employee, agent, representative, partner, joint venturer, franchisee, or fiduciary of BuildMatcher. Nothing contained in this Contractor Agreement shall be interpreted as creating an employment relationship, agency relationship, partnership, or authority for Contractor to bind BuildMatcher in any manner. Contractor maintains exclusive control over the manner, means, methods, timing, personnel, equipment, materials, pricing, and performance of Contractor’s services. Contractor is solely responsible for all federal, state, and local obligations relating to Contractor’s business activities, including taxes, insurance, licensing, permits, employees, subcontractors, and regulatory compliance.

1.04 Contractor acknowledges that participation in the BuildMatcher marketplace does not guarantee any minimum number of leads, customer inquiries, projects, contracts, revenue, or business opportunities. BuildMatcher does not promise that Contractor will receive customer requests, be selected by customers, enter into service agreements, or generate any particular financial outcome through Platform participation. Contractor understands that marketplace activity depends upon customer demand, geographic availability, trade categories, contractor participation, customer preferences, pricing, responsiveness, and other factors beyond BuildMatcher’s control. Contractor assumes all risks associated with participation in an online marketplace environment.

ARTICLE II

CONTRACTOR REGISTRATION, ONBOARDING, AND ACCOUNT APPROVAL

Registration and Account Creation

2.01 Contractors seeking participation in BuildMatcher shall complete the registration process established by BuildMatcher, which may include providing business information, contact information, service categories, trade classifications, geographic service areas, licensing information, insurance information, professional qualifications, and other information reasonably requested by BuildMatcher. Contractor represents and warrants that all submitted information is accurate, complete, current, and not misleading. Contractor shall promptly update account information when changes occur that may impact eligibility, verification status, customer communications, or Platform participation. BuildMatcher may suspend or restrict accounts containing inaccurate, incomplete, outdated, or misleading information.

2.02 Contractor registration, onboarding, verification review, and account approval are provided without charge during the initial launch stage unless otherwise disclosed by BuildMatcher in writing. Contractor acknowledges that no lead fees, subscription fees, account fees, or marketplace charges apply solely because Contractor registers, submits onboarding information, uploads verification materials, or receives approval to become “launch ready.” Lead fees apply only when a Customer requests Contractor’s contact information through the Platform in accordance with the lead-fee provisions contained within this Contractor Agreement. Contractor’s approval for marketplace participation does not create any obligation for BuildMatcher to provide leads, projects, customers, or revenue opportunities.

Launch-Ready Contractor Status

2.03 A Contractor shall be considered “launch ready” only after completing required registration steps, selecting applicable trades and service areas, accepting BuildMatcher policies and agreements, submitting required information, providing applicable verification materials, and receiving administrative approval from BuildMatcher. BuildMatcher may evaluate Contractor information through internal review procedures, third-party verification services, automated systems, or other reasonable processes designed to support marketplace integrity. Approval decisions may consider factors including completeness of information, geographic coverage, trade category alignment, credential availability, and marketplace requirements. BuildMatcher reserves discretion regarding contractor approval, continued eligibility, and Platform participation.

2.04 Contractor understands that verification and launch approval are marketplace eligibility processes and do not constitute certification, licensing approval, endorsement, recommendation, warranty, or guarantee by BuildMatcher. Contractor remains solely responsible for maintaining all licenses, permits, registrations, insurance policies, certifications, qualifications, and legal requirements necessary to perform Contractor’s services. BuildMatcher may request updated documentation or information at any time to confirm continued eligibility. Failure to provide requested information may result in account restriction, suspension, or removal from the Platform.

ARTICLE III

CONTRACTOR QUALIFICATIONS, LICENSING, INSURANCE, AND VERIFICATION REQUIREMENTS

Licensing and Professional Compliance Obligations

3.01 Contractor represents and warrants that Contractor possesses and shall maintain all licenses, registrations, permits, certifications, approvals, and qualifications required by applicable federal, state, county, municipal, or regulatory authorities necessary to perform Contractor’s services. Contractor shall not advertise, accept, or perform work through the Platform for which Contractor lacks legally required authorization. Contractor shall comply with all applicable construction laws, consumer protection requirements, occupational regulations, safety requirements, and industry standards applicable to Contractor’s business activities. Contractor shall immediately notify BuildMatcher of any suspension, expiration, restriction, disciplinary action, revocation, or material change affecting Contractor’s qualifications.

3.02 Contractor shall maintain current and valid insurance coverage applicable to Contractor’s business operations as a condition of accessing bidding opportunities through the Platform. Such coverage may include general liability insurance, workers’ compensation coverage where required, automobile insurance, professional coverage, or other applicable insurance requirements. Contractor shall provide proof of insurance or related documentation requested by BuildMatcher and shall promptly update such information to reflect any changes, expiration, cancellation, or modification of coverage. BuildMatcher may review evidence of insurance before allowing Contractor to bid on Customer projects; however, BuildMatcher does not provide insurance coverage for Contractor activities, does not guarantee the existence, adequacy, validity, or continued maintenance of any insurance coverage, and is not responsible for any lapse, cancellation, expiration, or modification of coverage by Contractor. Failure to maintain required insurance may result in restriction, suspension, or termination of Platform access.

Identity Verification and Credential Review

3.03 BuildMatcher may require Contractor to submit identity verification materials, government identification, business records, licensing documentation, insurance information, credential information, or other verification materials reasonably necessary to evaluate Platform eligibility. Contractor authorizes BuildMatcher and approved service providers to review, process, and evaluate submitted materials for verification, fraud prevention, marketplace integrity, and administrative purposes. Contractor acknowledges that verification procedures are intended to improve transparency but do not constitute a guarantee of Contractor performance, qualifications, or customer outcomes. Contractor remains responsible for ensuring the truthfulness and accuracy of all submitted materials.

3.04 BuildMatcher shall maintain reasonable procedures concerning the handling and retention of Contractor verification materials. Approved government identification documents and other uploaded verification files submitted solely for verification purposes shall be deleted after completion of the verification process, except where retention is required or reasonably necessary for legal compliance, fraud prevention, security purposes, dispute resolution, or legitimate business purposes. BuildMatcher may retain limited verification records, including verification outcome, reviewer information, credential reference, source checked, applicable expiration date, and related administrative information. Contractor acknowledges that such limited retention allows BuildMatcher to demonstrate marketplace review procedures without unnecessarily maintaining sensitive documents.

ARTICLE IV

CONTRACTOR SERVICE AREAS, TRADE CATEGORIES, AND MARKETPLACE PROFILE

Trade Selection and Service Areas

4.01 Contractor shall identify accurate trade categories, service offerings, geographic service areas, and professional capabilities during onboarding and throughout Platform participation. Contractor shall not select trade categories, service areas, qualifications, or capabilities that materially misrepresent Contractor’s actual business operations or ability to perform requested services. BuildMatcher relies upon contractor-provided information when facilitating marketplace connections between Customers and Contractors. Contractor understands that inaccurate profile information may result in customer dissatisfaction, marketplace disruption, suspension, or termination.

4.02 Contractor may update trade categories, service areas, availability information, and profile details through available Platform functionality or approved communication channels. BuildMatcher may review updates for consistency, marketplace quality, and compliance with applicable policies. Contractor acknowledges that marketplace visibility, customer requests, and lead opportunities may vary based upon geographic coverage, trade demand, profile completeness, customer preferences, and other marketplace factors. BuildMatcher does not guarantee Contractor placement, ranking, visibility, or customer selection.

ARTICLE V

LEAD GENERATION, CONTACT REQUEST FEES, BILLING, AND PLATFORM CREDITS

Lead Request Model and Marketplace Fees

5.01 BuildMatcher utilizes a marketplace lead-generation model designed to connect Customers seeking services with qualified Contractors participating on the Platform. Contractor acknowledges that Lead Fees are not charged for registration, onboarding, account approval, verification review, profile creation, trade selection, service-area selection, or launch-ready status. Contractor shall incur a Lead Fee only when a Customer affirmatively requests Contractor’s contact information through the Platform following submission of a project request or marketplace inquiry. Contractor acknowledges that the Lead Fee compensates BuildMatcher for facilitating a marketplace opportunity and access to a potential customer relationship, regardless of whether the Contractor ultimately enters into an agreement with the Customer. BuildMatcher may offer promotional or free credits, waive or discount lead fees, or apply launch-period pricing, and may change or end any such offer at any time.

5.02 BuildMatcher may review evidence of current insurance coverage provided by Contractors before allowing Contractors to submit bids through the Platform. However, BuildMatcher does not act as an insurer, insurance broker, or guarantor of Contractor coverage and does not represent or warrant the adequacy, scope, limits, validity, or continued availability of any Contractor insurance policy. Contractors are solely responsible for maintaining required insurance coverage, and Customers should independently confirm insurance coverage, licensing, and other qualifications directly with any Contractor before entering into an agreement or commencing work. BuildMatcher shall not be responsible for any insurance lapse, cancellation, expiration, or change in coverage occurring after review or approval by BuildMatcher.

Lead Fee Billing and Payment Authorization

5.03 Contractor authorizes BuildMatcher to invoice, charge, debit, or otherwise collect applicable Lead Fees through the payment methods, billing arrangements, or payment systems made available through the Platform. Contractor shall maintain accurate payment information and shall remain responsible for all applicable fees associated with marketplace participation. Contractor agrees that Lead Fees are earned when the Customer requests Contractor’s contact information and are not a commission, percentage of project value, referral fee based upon completed work, or guarantee of customer engagement. BuildMatcher reserves the right to modify payment procedures, billing methods, or accepted payment mechanisms upon reasonable notice to Contractor.

5.04 Contractor shall review billing statements, invoices, account activity, and Platform charges promptly after availability. Contractor must submit any billing dispute or alleged error within thirty (30) days after the applicable charge appears in Contractor’s account or invoice history unless a different period is required by applicable law. Failure to timely dispute a charge may constitute acceptance of the applicable billing record. Contractor remains responsible for undisputed charges while any billing review is pending.

Forty Percent Platform Credit Program

5.05 BuildMatcher may provide Contractor with Platform credits when Contractor is not hired following a Customer contact request, subject to the terms and conditions contained herein. The Platform credit program is designed as a marketplace adjustment mechanism and does not constitute a refund, reimbursement, damages payment, guarantee, or representation that Contractor was entitled to receive a customer engagement. Where applicable, Contractor shall receive a credit equal to forty percent (40%) of the applicable Lead Fee when the Customer does not hire Contractor following the lead opportunity. Such credit shall be applied solely toward future BuildMatcher charges and shall not be converted into cash, withdrawn, transferred, assigned, or redeemed for monetary value.

5.06 For illustration purposes only, if the applicable Lead Fee is six dollars ($6.00), and the Customer does not hire Contractor following the lead opportunity, Contractor may receive a Platform credit equal to forty percent (40%), or two dollars and forty cents ($2.40), subject to the eligibility requirements of this Agreement. The credit amount shall be calculated based upon the actual Lead Fee charged for the applicable customer contact request. Contractor acknowledges that Platform credits represent a future-use account adjustment and do not reduce the value of BuildMatcher’s marketplace connection service already provided. BuildMatcher reserves the right to establish reasonable procedures for calculating, applying, tracking, and administering Platform credits.

Credit Eligibility and Customer Outcome Scenarios

5.07 A Contractor may become eligible for a forty percent (40%) Platform credit where the Customer confirms that the Contractor was not hired, including circumstances where the Customer selected another contractor, decided not to proceed, abandoned the project, delayed the project indefinitely, or otherwise did not complete a hiring decision. A Contractor may also become eligible where the Customer fails to confirm a hiring outcome within the timeframe established by BuildMatcher, provided that the applicable lead remains eligible under BuildMatcher’s administrative procedures. Contractor acknowledges that outcome confirmation mechanisms may include Customer responses, Platform activity records, communications history, administrative review, or other reasonable marketplace data.

5.08 The forty percent (40%) Platform credit shall not automatically apply where Contractor fails to respond to the Customer, fails to provide reasonable communication, refuses to engage with the Customer, provides inaccurate information, violates Platform policies, receives a customer complaint based upon Contractor conduct, or otherwise contributes to the failure of the marketplace connection. BuildMatcher may deny or adjust credits where evidence indicates that Contractor conduct prevented a reasonable opportunity for engagement. Contractor acknowledges that the credit system is intended to address marketplace outcome uncertainty and is not a guarantee against unsuccessful lead conversion.

5.09 Where a Customer abandons a project, cancels the project request, or does not proceed with any Contractor, BuildMatcher may evaluate the lead outcome and apply the applicable Platform credit in accordance with marketplace procedures. Contractor understands that BuildMatcher cannot require Customers to hire Contractors, complete projects, provide outcome confirmations, or justify personal decisions regarding contractor selection. The absence of a completed project does not mean that BuildMatcher failed to provide the marketplace connection service associated with the Lead Fee. Contractor’s sole remedy under the credit program, where applicable, is the issuance of Platform credit.

5.10 Invalid Leads; Bad Lead Credits. In addition to any credits available under Sections 5.05 through 5.09, BuildMatcher may issue a refund, credit, or adjustment for a Lead Fee where a Lead is determined, in BuildMatcher’s reasonable discretion, to be invalid. An invalid Lead may include, without limitation, materially incorrect or unreachable Customer contact information, duplicate Leads, Leads outside the Contractor’s service area, incorrect trade or project category, or Leads that do not represent a genuine Customer request for contractor services. Contractor acknowledges that a Lead that does not result in a hired Contractor, is canceled, postponed, or abandoned by a Customer does not, by itself, constitute an invalid Lead. Requests for invalid Lead review must be submitted within 14 days of receipt of the Lead and must include supporting information. BuildMatcher may verify Lead authenticity and related details directly with the Customer or through available marketplace records. All determinations regarding eligibility for an invalid Lead credit or refund shall be made by BuildMatcher in its reasonable discretion.

ARTICLE VI

CONTRACTOR BUSINESS RESPONSIBILITIES AND CUSTOMER RELATIONSHIPS

Independent Business Operations

6.01 Contractor retains exclusive control over Contractor’s business operations, including pricing, estimates, contracts, employees, subcontractors, scheduling, materials, methods, equipment, customer communications, and service delivery. Contractor shall independently determine whether to pursue any customer opportunity received through the Platform and whether to enter into any agreement with a Customer. BuildMatcher does not negotiate contracts, establish pricing, supervise performance, or participate in contractor-customer agreements. Contractor assumes all risks and responsibilities associated with services performed after any marketplace connection.

6.02 Contractor shall conduct all communications and business dealings with Customers professionally, honestly, and in compliance with applicable laws and industry standards. Contractor shall not misrepresent qualifications, licensing status, insurance coverage, pricing, availability, project capabilities, or business affiliations. Contractor shall not use Customer information obtained through BuildMatcher for unlawful purposes, unauthorized marketing practices, resale activities, or purposes inconsistent with the Customer relationship facilitated through the Platform. Contractor remains responsible for complying with all applicable consumer protection and privacy obligations.

No Guarantee of Work or Contractor Performance

6.03 Contractor expressly acknowledges that BuildMatcher does not guarantee that Contractor will receive projects, contracts, revenue, customer acceptance, repeat business, or any specific economic benefit from Platform participation. Customer decisions are based upon independent factors including pricing, availability, qualifications, preferences, communications, and project requirements. BuildMatcher does not control Customer hiring decisions and shall not be responsible for Customer failure to engage Contractor. Contractor assumes all risks associated with marketing, lead conversion, and business development through the Platform.

6.04 Contractor acknowledges that BuildMatcher does not guarantee, warrant, supervise, inspect, approve, or assume responsibility for Contractor workmanship, project completion, customer satisfaction, compliance with building requirements, safety practices, payment collection, warranties, or contractual obligations. Any dispute between Contractor and Customer regarding services, payment, performance, property damage, delays, or contractual obligations shall be resolved solely between those parties. BuildMatcher shall not serve as a party to Contractor-Customer agreements unless expressly agreed in writing for a separate service. Contractor remains solely responsible for the quality and legality of services provided.

ARTICLE VII

CONTRACTOR ACCOUNT MANAGEMENT, SUSPENSION, AND TERMINATION

7.01 Platform Access, Off-Platform Solicitation, and Contractor Suspension. BuildMatcher reserves the right to suspend, restrict, remove, or terminate Contractor access to the Platform when BuildMatcher reasonably determines that Contractor has violated this Contractor Agreement, the Website Terms and Conditions, applicable laws, marketplace standards, verification requirements, billing obligations, customer protection requirements, or Platform integrity rules. Contractors may not share, request, or solicit Customer contact information or attempt to move communications, transactions, or engagements off the Platform before a Customer-Contractor match is established. BuildMatcher may remove or redact unauthorized contact information or content submitted through the Platform.

Such action may occur based upon inaccurate information, fraudulent conduct, payment disputes, misuse of Customer information, licensing concerns, safety concerns, complaints, security issues, off-platform solicitation, or conduct harmful to marketplace integrity. BuildMatcher may consider information obtained through Platform records, Customer reports, third-party verification providers, administrative review, or other reasonable sources. Contractors acknowledge that violations may result in strikes and the following agreed remedies: each strike may result in a one (1) week suspension from bidding opportunities; after three (3) strikes within any applicable review period, Contractor may be subject to a twelve (12) month Platform ban and completion of a corrective professional development (CPD) requirement before reinstatement, as determined by BuildMatcher.

7.02 Suspension or termination of Contractor access shall not eliminate any accrued payment obligations, indemnification obligations, confidentiality obligations, intellectual property restrictions, or other provisions that by their nature survive termination. BuildMatcher may retain necessary account records, billing information, communications, verification records, and administrative information consistent with applicable law and the Privacy Policy. Contractor shall cease representing itself as an active BuildMatcher marketplace participant following termination. BuildMatcher reserves all rights and remedies available under applicable law.

ARTICLE VIII

CONTRACTOR ACKNOWLEDGMENTS, DISCLAIMERS, AND LIMITATION OF LIABILITY

8.01 Marketplace Technology and Insurance Disclaimer. BuildMatcher is a technology marketplace provider and not a contractor, construction company, project manager, broker, insurer, or guarantor of Contractor services. BuildMatcher facilitates potential connections between Customers and Contractors but does not perform, supervise, inspect, approve, control, or guarantee Contractor work. BuildMatcher may review evidence of insurance coverage before allowing Contractors to bid; however, BuildMatcher does not guarantee the existence, adequacy, or continued maintenance of any insurance coverage and is not responsible for any lapse, cancellation, or change in coverage. Customers should independently verify Contractor insurance, licensing, qualifications, and credentials before hiring. Contractors remain solely responsible for all services, agreements, representations, and obligations provided to Customers.

8.02 Contractor acknowledges that participation in the BuildMatcher marketplace involves commercial uncertainty and that lead opportunities do not constitute guaranteed contracts, guaranteed revenue, guaranteed customer relationships, or guaranteed business results. BuildMatcher does not warrant that any lead will result in a completed project, customer engagement, payment, repeat business, or profitable opportunity. Contractor accepts responsibility for evaluating each marketplace opportunity and determining whether pursuing a Customer relationship is commercially appropriate. BuildMatcher shall not be responsible for Contractor’s business decisions, pricing decisions, customer selection decisions, or failure to convert marketplace opportunities into completed transactions.

No Warranty Regarding Contractor Services

8.03 BUILD MATCHER DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND GUARANTEES REGARDING CONTRACTOR PERFORMANCE, INCLUDING ANY WARRANTY RELATED TO QUALITY OF WORK, PROJECT COMPLETION, TIMELINESS, SAFETY, LICENSING, INSURANCE, PROFESSIONAL QUALIFICATIONS, CUSTOMER SATISFACTION, PRICING, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR COMPLIANCE WITH INDUSTRY STANDARDS. CONTRACTOR UNDERSTANDS THAT ANY VERIFICATION, PROFILE INFORMATION, CREDENTIAL DISPLAY, OR MARKETPLACE INDICATOR PROVIDED THROUGH THE PLATFORM IS INTENDED ONLY TO SUPPORT MARKETPLACE TRANSPARENCY AND DOES NOT CONSTITUTE A CERTIFICATION OR GUARANTEE BY BUILDMATCHER. CONTRACTOR SHALL NOT REPRESENT TO CUSTOMERS THAT BUILDMATCHER HAS ENDORSED, CERTIFIED, GUARANTEED, OR APPROVED CONTRACTOR’S SERVICES.

8.04 BuildMatcher does not guarantee the accuracy, completeness, reliability, availability, or continued existence of customer information, contractor profiles, marketplace listings, communications, or other Platform content. BuildMatcher may rely upon information submitted by Customers, Contractors, verification providers, and third-party sources but does not independently guarantee such information. Contractor shall independently verify any information necessary to make business decisions or provide services. Contractor assumes all risks associated with reliance upon marketplace information.

Limitation of Liability

8.05 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BUILDMATCHER SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO CONTRACTOR’S ACCESS TO OR USE OF THE PLATFORM, INCLUDING LOST PROFITS, LOST BUSINESS OPPORTUNITIES, LOSS OF CUSTOMERS, PROJECT FAILURES, CONTRACTOR DISPUTES, CUSTOMER CLAIMS, PROPERTY DAMAGE, PERSONAL INJURY, BUSINESS INTERRUPTION, DATA LOSS, OR RELIANCE UPON MARKETPLACE INFORMATION. THIS LIMITATION APPLIES REGARDLESS OF WHETHER THE CLAIM IS BASED UPON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, OR ANY OTHER LEGAL THEORY. CONTRACTOR ACKNOWLEDGES THAT THE MARKETPLACE MODEL AND LEAD-BASED BUSINESS STRUCTURE DEPEND UPON THIS ALLOCATION OF RISK.

8.06 TO THE MAXIMUM EXTENT PERMITTED BY LAW, BUILDMATCHER’S TOTAL AGGREGATE LIABILITY ARISING FROM OR RELATING TO THIS CONTRACTOR AGREEMENT, THE PLATFORM, LEAD SERVICES, OR ANY CLAIM ASSERTED BY CONTRACTOR SHALL NOT EXCEED THE GREATER OF THE AMOUNT ACTUALLY PAID BY CONTRACTOR TO BUILDMATCHER DURING THE SIX-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR ONE HUNDRED DOLLARS ($100). CONTRACTOR AGREES THAT THIS LIMITATION IS A MATERIAL TERM OF THE AGREEMENT AND THAT BUILDMATCHER WOULD NOT PROVIDE MARKETPLACE SERVICES WITHOUT SUCH LIMITATION. THESE LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

ARTICLE IX

CONTRACTOR INDEMNIFICATION, CONFIDENTIALITY, AND DATA RESPONSIBILITIES

Contractor Indemnification Obligations

9.01 Contractor agrees to defend, indemnify, and hold harmless BuildMatcher, its owners, officers, directors, employees, contractors, affiliates, representatives, technology providers, successors, and assigns from and against any claims, demands, actions, liabilities, damages, losses, judgments, penalties, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to Contractor’s services, Customer relationships, breach of this Contractor Agreement, violation of applicable law, inaccurate information, licensing issues, insurance issues, User Content, communications, misuse of Customer information, or conduct occurring through or outside the Platform. Contractor acknowledges that BuildMatcher should not bear responsibility for risks arising from Contractor’s independent business activities. This indemnification obligation shall survive termination of Contractor’s account and continued use of the Platform.

9.02 BuildMatcher reserves the right to assume exclusive control of the defense and resolution of any matter subject to indemnification, including selection of counsel and litigation strategy, when reasonably necessary to protect BuildMatcher’s interests. Contractor shall reasonably cooperate with BuildMatcher in responding to claims, investigations, legal proceedings, or regulatory matters. Contractor shall not settle any claim involving BuildMatcher without BuildMatcher’s prior written consent where such settlement creates obligations, admissions, or restrictions affecting BuildMatcher. Failure to provide required cooperation may constitute a material breach of this Agreement.

Customer Information and Data Protection Obligations

9.03 Contractor acknowledges that Customer information received through BuildMatcher may contain personal information, property details, project information, contact information, and other data subject to privacy obligations. Contractor shall use Customer information solely for legitimate purposes related to responding to marketplace opportunities, communicating regarding potential services, and performing authorized business activities. Contractor shall not sell, transfer, distribute, misuse, disclose, or retain Customer information for unauthorized purposes. Contractor shall comply with all applicable privacy, consumer protection, marketing, and data security requirements.

9.04 Contractor shall implement commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer information from unauthorized access, disclosure, misuse, alteration, or destruction. Contractor shall promptly notify BuildMatcher of any suspected unauthorized access, security incident, misuse of Customer information, or privacy-related concern involving Platform-derived information. BuildMatcher reserves the right to restrict access to Customer information where reasonably necessary to protect users, comply with legal obligations, or maintain marketplace integrity. Contractor acknowledges that misuse of Customer information may result in immediate account suspension or termination.

ARTICLE X

GOVERNING LAW, ELECTRONIC ACCEPTANCE, AND GENERAL CONTRACT TERMS

Florida Governing Law and Venue

10.01 This Contractor Agreement shall be governed by and interpreted exclusively under the laws of the State of Florida without regard to conflict-of-law principles that would require application of another jurisdiction’s laws. Contractor acknowledges that BuildMatcher’s marketplace operations are initially focused on Florida contractors and Florida-based marketplace activity. Any dispute, claim, controversy, or legal proceeding arising from or relating to this Contractor Agreement, the Platform, lead fees, billing obligations, or Contractor participation shall be subject to the jurisdiction and venue provisions established in the BuildMatcher Website Terms and Conditions. Contractor consents to such jurisdiction and venue and waives any objection based upon inconvenience or improper forum.

Entire Agreement and Amendments

10.02 This Contractor Agreement, together with the BuildMatcher Website Terms and Conditions, Privacy Policy, and any incorporated marketplace policies, constitutes the entire agreement between BuildMatcher and Contractor concerning Platform participation. This Agreement supersedes all prior discussions, communications, proposals, representations, or understandings concerning Contractor access to the marketplace. No modification, amendment, waiver, or change shall be effective unless provided through authorized written notice, electronic acceptance process, or updated Platform terms issued by BuildMatcher. Continued Platform use after updated terms become effective constitutes Contractor’s acceptance of such modifications.

Severability, Assignment, and Survival

10.03 If any provision of this Contractor Agreement is determined to be invalid, unlawful, or unenforceable, such provision shall be modified or limited only to the extent necessary to make it enforceable while preserving the intent of the parties. The remaining provisions shall continue in full force and effect. BuildMatcher’s failure to enforce any provision shall not constitute a waiver of future enforcement rights. All rights and remedies provided under this Agreement are cumulative and may be exercised in addition to any rights available under applicable law.

10.04 Contractor may not assign, transfer, delegate, or sublicense Contractor’s rights or obligations under this Agreement without BuildMatcher’s prior written consent. BuildMatcher may assign this Agreement to an affiliate, successor entity, purchaser, investor, acquiring company, or other entity involved in a merger, acquisition, restructuring, financing, or transfer of assets. Any unauthorized assignment by Contractor shall be void. Provisions relating to payment obligations, indemnification, confidentiality, intellectual property, liability limitations, dispute resolution, and obligations that by their nature survive termination shall remain enforceable after termination.

10.05 Electronic Acceptance; Amendments. Contractor acknowledges and agrees that electronic acceptance of this Contractor Agreement, including clicking an acceptance button, creating an account, submitting onboarding information, uploading verification documents, accessing Contractor features, or otherwise using the Platform, constitutes a valid and enforceable electronic signature under applicable law. Contractor agrees that electronic records maintained by BuildMatcher, including the accepted agreement version, date, timestamp, account activity, billing authorizations, and communications, may be used as evidence of acceptance and contractual obligations. Contractor intends that this Agreement create a legally binding contractual relationship between Contractor and BuildMatcher. BuildMatcher may update this Agreement from time to time; however, material changes affecting Contractor rights, obligations, fees, or dispute resolution provisions require affirmative re-acceptance before continued Platform access.