Master Services Agreement

This Master Services Agreement ("Agreement") is entered into between BeyondVivid LLC, an Ohio limited liability company doing business as BeyondVivid Marketing Co. ("BeyondVivid"), with its principal place of business in Lima, Ohio, and the client identified in the signature block ("Client"), effective on the date both parties sign below ("Effective Date").

1. Structure of the engagement

This Agreement establishes the legal framework that applies to all work BeyondVivid performs for Client. Specific engagements are described in Statements of Work ("SOWs") that reference this Agreement and the BeyondVivid Service Policies (collectively, the "Engagement Documents"). Each SOW is a separate engagement under this single overall Agreement.

1.1 Order of precedence

If terms in this Agreement, the Service Policies, and an active SOW conflict: 1. The signed SOW controls for the specific engagement it describes 2. This Agreement controls over the Service Policies 3. The Service Policies control where not addressed in the SOW or Agreement

1.2 Protected provisions

No SOW may reduce BeyondVivid's limitation of liability, indemnification protections, payment rights, confidentiality rights, third-party platform protections, or intellectual property reservations under this Agreement unless the SOW expressly identifies the section of this Agreement being modified and states that the modification is intentional.

2. Services

BeyondVivid will provide the services described in each SOW. Services include but are not limited to marketing strategy, brand identity, website design and development, hosting, domain management, paid advertising management, search engine optimization, social media management, email marketing, SMS marketing, video production, print and promotional product coordination, and related services described in BeyondVivid's Service Policies and pricing materials.

2.1 Contractors and subcontractors

BeyondVivid may engage qualified contractors or subcontractors to perform services under this Agreement. Such contractors are bound by confidentiality terms equivalent to those in this Agreement. BeyondVivid remains responsible for work performed by its contractors within the agreed scope. Client does not control BeyondVivid's contractors and may not directly manage them. Client's interactions with BeyondVivid's contractors are subject to the non-solicitation provisions in Section 10.

3. Fees and payment

3.1 Fees

Fees for each engagement are stated in the applicable SOW. Recurring service fees are stated as monthly, annual, or multi-year amounts. Project fees are stated as total amounts.

3.2 Payment terms

Payment terms follow the Standard Invoicing Terms set forth in BeyondVivid Service Policy POL-INV-01, including:

• 33% deposit on one-time projects
• Net-15 from invoice date for project work
• Net-0 for recurring services invoiced in advance
• Late fees of 1.5% per month on balances unpaid after 30 days

3.3 Extended Payment Price options

For projects of $2,500 or more, Client may select an Extended Payment Price option as described in POL-INV-01. The Extended Payment Price is the total contract price Client agrees to pay when selecting a 3-month or 6-month payment structure. The 5% (3-month) or 10% (6-month) addition is not an interest charge; it is the total contracted price for that payment structure.

By selecting an Extended Payment Price option, Client acknowledges and agrees:

• Selecting an Extended Payment Price changes the total contract price
• Client's payment obligation is not conditioned on continued use of the Deliverables after delivery
• Client must keep a valid payment method on file during the payment term
• Client authorizes BeyondVivid's payment processor (Stripe) to charge scheduled automatic payments according to the payment schedule in the SOW

3.4 Failed payment plan installments

If a scheduled Extended Payment Price installment fails and is not cured within 14 days, the remaining unpaid balance becomes immediately due. BeyondVivid may suspend support, hosting add-on services, project work, future deliverable releases, or additional services until the account is current. BeyondVivid will not withhold Client-owned domains, platform accounts, live websites, email lists, or historical data as a result of payment failure.

3.5 Credit card surcharge

A 3% credit card surcharge applies to credit card payments only. Debit cards and prepaid cards are not surcharged.

• The surcharge does not exceed BeyondVivid's actual credit card processing cost
• The surcharge does not exceed limits allowed by applicable card-network rules
• The surcharge is disclosed before payment is collected
• The surcharge appears as a separate line item on the invoice or payment page

3.6 Past due

If Client's account becomes past due as described in POL-INV-01, BeyondVivid may pause work and place the account on hold. During account hold, BeyondVivid may withhold delivery of undelivered work product but will not withhold Client-owned assets including domains, platform accounts, live websites, email lists, or historical data.

4. Intellectual property

4.1 Assignment of deliverables

Upon Client's full payment for the applicable engagement, BeyondVivid assigns to Client all right, title, and interest BeyondVivid owns in the final approved and fully paid Deliverables specifically prepared for Client under the SOW (the "Deliverables").

4.2 BeyondVivid's reserved rights

The assignment in Section 4.1 does not include, and BeyondVivid retains all right, title, and interest in:

• BeyondVivid's pre-existing methodologies, frameworks, templates, processes, code libraries, and design systems
• Concepts, drafts, and design directions presented during the engagement but not selected by Client
• Tools and software used to create the Deliverables
• Stock assets, fonts, music, plugins, and third-party-licensed elements
• BeyondVivid's general know-how and skills developed during the engagement

To the extent any BeyondVivid pre-existing material is incorporated into a Deliverable, BeyondVivid grants Client a perpetual, non-exclusive, royalty-free license to use that pre-existing material as embedded in the Deliverable, subject to any underlying third-party license terms.

4.3 Rejected concepts

Client may not use, copy, modify, publish, or provide to another provider any rejected concept, draft, design direction, campaign idea, logo direction, brand name suggestion, copy direction, or unused creative option without BeyondVivid's prior written permission. Rejected concepts remain BeyondVivid's intellectual property and may be developed for other clients.

4.4 Third-party licenses

Client is responsible for renewing, maintaining, or replacing third-party licenses (stock assets, fonts, music, plugins, themes, software subscriptions) after delivery, unless the SOW expressly states that BeyondVivid is managing them. Failure to maintain third-party licenses may affect the functionality, legality, or appearance of Deliverables, and BeyondVivid is not responsible for such effects.

4.5 Client materials

Client retains all right, title, and interest in materials Client provides to BeyondVivid (logos, photographs, copy, customer data, etc.). Client grants BeyondVivid a license to use those materials for the purpose of performing the services.

4.6 Portfolio rights

After public launch of work, BeyondVivid may display public-facing Deliverables in its portfolio and case studies unless the SOW specifies otherwise. Display of performance data, named case studies with revenue or conversion figures, client quotes, internal Deliverables, or unpublished work requires Client's prior written consent.

Client may request a reasonable delay of portfolio display for confidential launches, planned acquisitions, sensitive campaigns, or competitive reasons, and BeyondVivid will honor reasonable delay requests.

5. Client warranties and responsibilities

5.1 Materials and content

Client warrants that all materials and content Client provides to BeyondVivid:

• Are owned by Client or properly licensed for the intended use
• Do not infringe any third party's intellectual property, privacy, or publicity rights
• Do not violate any law or regulation
• Are accurate and not misleading

5.2 Approval and verification

Client is responsible for reviewing and approving all Deliverables before publication, printing, sending, or launch as set forth in Service Policy POL-APR-01. After Client approves a Deliverable, Client is responsible for the factual accuracy, legal compliance, pricing, offers, and final use of the approved work.

5.3 Client response and delay

If Client does not respond to a request for review, approval, materials, or input within the review period stated in the SOW or applicable Service Policy, the project timeline may be extended, milestone-based billing may proceed for work that was ready for review, and BeyondVivid may invoice for completed work. Silence by Client does not constitute approval of work in progress, but it may affect timeline and billing as described above.

5.4 Print and produced goods approval

For printed materials, signage, promotional products, manufactured goods, embroidered or engraved items, decorated apparel, mailed pieces, or other physical goods produced based on Client's approval, Client is responsible for reviewing proofs and verifying:

• Quantities, sizes, colors, and finishes
• Spelling of names, addresses, and phone numbers
• URLs and QR codes
• Layout, positioning, and production specifications

After Client approves a proof for production, BeyondVivid is not responsible for errors that were present in the approved proof. Print and produced goods are typically irreversible once production begins.

5.5 Email and SMS lists

For email and SMS marketing, Client warrants that all contacts on Client's lists were obtained with proper legal consent and that Client maintains documentation of that consent. Client is responsible for compliance failures arising from Client-provided lists, data, or instructions.

5.6 SMS-specific compliance

For SMS marketing engagements, Client is responsible for compliance with the Telephone Consumer Protection Act (TCPA), CTIA guidelines, applicable carrier rules, quiet hours requirements, consent recordkeeping requirements, opt-out mechanism requirements, and all other applicable SMS regulations.

Client warrants that:

• Express written consent was obtained from each contact before adding them to any SMS list
• Client maintains documentation of consent and can produce it on request
• Client has not provided purchased, scraped, rented, or improperly obtained phone lists

5.7 Industry-specific compliance and claims

Client is responsible for industry-specific compliance requirements (HIPAA for healthcare, FINRA for financial services, FTC guidance for endorsements, FDA requirements for regulated products, etc.) and will inform BeyondVivid of any such requirements before work begins.

Client is responsible for substantiating any claims about pricing, savings, performance, health outcomes, financial results, guarantees, endorsements, testimonials, before-and-after results, and regulated products or services. BeyondVivid does not independently verify Client's claims unless claim substantiation is expressly included as a paid service in the SOW.

5.8 Account access and security

Client is responsible for maintaining ownership of and access to Client's own accounts (Google, Meta, Mailchimp, hosting, domain, social media, email, analytics, payment processors, etc.), including:

• Account ownership and admin permissions
• Password security and recovery information
• Two-factor authentication
• Billing methods on file
• Platform identity verification
• Platform terms of service compliance

BeyondVivid is not responsible for loss of access, service interruption, account suspension, or delay caused by Client's failure to maintain proper account ownership, access, billing, verification, or platform compliance.

6. Indemnification

6.1 BeyondVivid indemnifies Client

BeyondVivid will defend, indemnify, and hold Client harmless from third-party claims alleging that BeyondVivid's Deliverables, as delivered by BeyondVivid and used by Client within the scope of the SOW, infringe a third party's United States copyright, registered trademark, or trade secret rights.

This obligation does not apply to claims arising from:

• Client-provided materials
• Client modifications to Deliverables after delivery
• Use of Deliverables outside the scope contemplated in the SOW
• Combination of Deliverables with materials not provided by BeyondVivid
• Trademark availability, registrability, clearance, or conflicts, unless trademark search or legal clearance is expressly included as a paid service in the SOW

6.2 Client indemnifies BeyondVivid

Client will defend, indemnify, and hold BeyondVivid harmless from third-party claims arising from:

• Client-provided materials, content, lists, or data
• Claims, prices, offers, or representations Client approved for inclusion in Deliverables
• Client's violation of any law or regulation
• Client's industry-specific compliance failures
• Client's use of Deliverables in a manner not contemplated by the SOW
• Email or SMS contacts on Client lists obtained without proper consent
• TCPA, CAN-SPAM, GDPR, CCPA, or other communications-law claims arising from Client-provided lists or Client-instructed campaigns
• Substantiation failures for regulated claims, performance claims, or other claims Client approved
• Any breach of Client's warranties in Section 5

6.3 Indemnification procedure

The party seeking indemnification will promptly notify the indemnifying party of the claim and provide reasonable cooperation in the defense. Failure to provide prompt notice reduces the indemnifying party's obligation only to the extent the delay materially prejudices the defense.

The indemnifying party controls the defense and any settlement. Neither party may settle a claim that requires admission of liability or non-monetary obligation by the other party without that party's written consent.

6.4 Cap on BeyondVivid's indemnification

BeyondVivid's total indemnification obligations under Section 6.1 for any single SOW are capped at two times (2x) the fees Client paid to BeyondVivid under that SOW. Client's indemnification obligations under Section 6.2 are not capped.

7. Limitation of liability

7.1 No consequential damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITY, LOSS OF GOODWILL, LOSS OF DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7.2 Liability cap

BEYONDVIVID'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT IS LIMITED AS FOLLOWS:

• FOR PROJECT WORK: THE FEES CLIENT PAID TO BEYONDVIVID FOR THE SPECIFIC PROJECT UNDER WHICH THE CLAIM AROSE.
• FOR ONGOING SERVICES: THE FEES CLIENT PAID TO BEYONDVIVID FOR THE SPECIFIC SERVICE UNDER WHICH THE CLAIM AROSE DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

7.3 Exceptions to limitation

The limitations in Sections 7.1 and 7.2 do not apply to:

• Client's payment obligations
• Either party's indemnification obligations under Section 6, which are governed by Section 6.4 and Section 7.4
• Either party's breach of confidentiality
• Damages arising from a party's gross negligence, fraud, or willful misconduct
• Liability that cannot be limited under applicable law

7.4 Basis of bargain

Client acknowledges that the fees in this Agreement reflect the allocation of risk in Sections 6 and 7 and that these limitations are a fundamental basis of the bargain. The limitations apply even if a limited remedy fails of its essential purpose.

8. Third-party platforms, accessibility, and no guarantee

8.1 Third-party platforms

BeyondVivid's services depend on third-party platforms not under BeyondVivid's control, including but not limited to Google, Meta, Mailchimp, Klaviyo, ConvertKit, hosting providers, plugins, Stripe, GoDaddy and other registrars, social media platforms, SMS gateways, and email tools.

BeyondVivid is not responsible for:

• Platform outages or downtime
• Platform policy changes affecting account standing or campaign eligibility
• Account suspensions or bans
• Ad disapprovals
• Plugin, theme, or integration conflicts
• Platform price increases
• Feature removal or deprecation
• API changes affecting functionality
• Email or SMS deliverability changes due to ISP, carrier, or platform policy
• Search algorithm changes affecting rankings or traffic
• Social platform reach changes
• Third-party service failures (Stripe, registrars, hosting infrastructure, payment processors)

8.2 No guarantee of outcomes

BeyondVivid commits to applying expertise and executing the agreed scope. BeyondVivid does not guarantee specific marketing outcomes including but not limited to:

• Ad performance numbers (cost per lead, cost per acquisition, return on ad spend)
• SEO rankings or improvements in search position
• Website traffic volume
• Lead volume
• Sales numbers or revenue
• Email open rates, click rates, or deliverability rates
• Social media engagement, reach, or follower growth
• Review counts or review removal
• Google Business Profile call volume or conversion
• Ad approval by Google, Meta, or other platforms
• Organic reach on any platform

8.3 Website accessibility

BeyondVivid follows reasonable accessibility best practices on every website it builds, as described in Service Policy POL-WEB-03. BeyondVivid does not guarantee ADA compliance or legal accessibility compliance.

Formal accessibility audits, remediation, legal review, and ongoing monitoring are separate services not included in standard website tiers. Any accessibility work included in an SOW is technical remediation only and is not legal advice. Client is responsible for final legal accessibility compliance unless the SOW expressly specifies otherwise.

8.4 No legal, tax, financial, or regulatory advice

BeyondVivid does not provide legal, tax, accounting, financial, medical, or regulatory advice. Client should consult qualified professionals for those matters. Marketing recommendations, copy, claims review, and similar work product are not legal opinions and should not be relied upon as such.

9. Confidentiality

9.1 Confidential information

"Confidential Information" means any non-public information that one party (the "Disclosing Party") shares with the other (the "Receiving Party") that is marked confidential, is reasonably understood to be confidential from context, or is the type of information typically treated as confidential, including:

• Non-public business information, strategies, plans, and goals
• Customer lists, vendor lists, and supplier relationships
• Financial data including revenue, margins, and projections
• Login credentials and account access information
• Campaign strategies and creative concepts before they go public
• Pricing, contracts, and internal documents
• BeyondVivid's pricing menu, proposal templates, internal methods, and operational documents
• Source code, design files, and unpublished deliverables
• Personal information about employees, customers, or other individuals

9.2 What is not confidential

Confidential Information does not include information that:

• Is or becomes publicly available through no breach of this Agreement
• Was already known to the Receiving Party before disclosure, with documentation
• Was independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information
• Was rightfully received from a third party without confidentiality restrictions
• Is required to be disclosed by law, court order, or government agency

9.3 Duty to protect

The Receiving Party will:

• Use Confidential Information only for the purposes of this Agreement
• Protect Confidential Information using at least the same degree of care it uses for its own confidential information of similar importance, and in no case less than a reasonable degree of care
• Limit access to Confidential Information to employees, contractors, vendors, attorneys, accountants, and professional advisors who need it and who are bound by confidentiality obligations equivalent to those in this Agreement
• Not disclose Confidential Information to any third party without the Disclosing Party's prior written consent, except as permitted above

9.4 Required legal disclosure

If the Receiving Party is required by law, subpoena, or government order to disclose Confidential Information, it will, where legally permitted, give the Disclosing Party prompt notice so the Disclosing Party can seek a protective order or other appropriate remedy. The Receiving Party will disclose only the portion of Confidential Information legally required and will use reasonable efforts to obtain confidential treatment.

9.5 Return or destruction

Upon termination of this Agreement or earlier request by the Disclosing Party, the Receiving Party will return or destroy all Confidential Information in its possession, except that the Receiving Party may retain:

• Copies required by law or regulatory retention requirements
• Routine backups created in the normal course of business (which remain subject to confidentiality)
• Working files reasonably needed for ongoing legitimate business purposes related to the engagement

9.6 Survival

Confidentiality obligations under this Section 9 survive termination of this Agreement for 3 years, except that obligations regarding trade secrets continue for as long as the information remains a trade secret under applicable law.

9.7 Data security

BeyondVivid will use commercially reasonable safeguards to protect Client credentials, platform access, and Confidential Information, including secure password storage, limiting credential access to personnel who need it, and removing credentials from active use when the engagement ends. Client remains responsible for maintaining secure account ownership, admin access, password practices, billing access, and two-factor authentication on Client's own accounts.

9.8 AI-assisted tools

BeyondVivid may use AI-assisted tools, automation, and software platforms to support research, drafting, design exploration, analysis, and production work. BeyondVivid remains responsible for the final work product within the agreed scope. Client Confidential Information will not be intentionally submitted to public AI tools in a way that permits the information to be used for model training, unless Client expressly approves such use in writing.

10. Non-solicitation

During the term of any active SOW and for 12 months after its termination, Client will not directly hire, contract with, or solicit for employment any employee, contractor, subcontractor, or vendor introduced to Client by BeyondVivid or used by BeyondVivid for Client's work, without BeyondVivid's prior written consent.

This restriction does not apply to:

• General employment advertising not targeted at BeyondVivid personnel
• Hiring a former BeyondVivid employee or contractor whose relationship with BeyondVivid ended at least 6 months before Client's hire offer
• Vendors or contractors with whom Client had a documented working relationship before the applicable SOW began
• Engagements approved in writing by BeyondVivid

If a court determines this restriction is unenforceable as written, the parties intend the restriction to be enforced to the maximum extent permitted by law.

11. Term and termination

11.1 Term

This Agreement begins on the Effective Date and continues until terminated as described below.

11.2 Termination of this Agreement

Either party may terminate this Agreement with 30 days written notice when no active SOW exists. Termination of this Agreement does not terminate active SOWs; those continue under their own terms.

11.3 Termination of an SOW for convenience

SOW termination for convenience follows the cancellation terms in Service Policy POL-CAN-01, including one-time project cancellation rules, monthly recurring service cancellation (30 days written notice), annual prepaid cancellation (with refund formula), and multi-year prepaid cancellation (with refund formula).

11.4 Termination for cause

Either party may terminate an SOW for material breach if the breach is not cured within 10 business days after the non-breaching party gives written notice describing the breach. For non-payment, the procedures in POL-INV-01 control.

11.5 Immediate termination for misconduct or unlawful work

BeyondVivid may suspend or terminate services immediately, without the cure period in Section 11.4, if Client:

• Engages in abusive conduct, harassment, or threats against BeyondVivid personnel
• Engages in unlawful activity in connection with the engagement
• Repeatedly refuses to cooperate in ways that prevent the work from being completed
• Engages in conduct that creates significant reputational risk to BeyondVivid
• Requests work that violates law, third-party platform policy, or BeyondVivid's Acceptable Use Policy
• Materially misrepresents Client's business, intent, or warranties under this Agreement

In the event of immediate termination under this Section 11.5, Client remains responsible for fees for work completed through the termination date.

11.6 Effect of termination

Upon termination of any SOW:

• Client pays for work completed through the effective termination date
• BeyondVivid delivers work product owned by Client per Section 4
• BeyondVivid removes access from Client accounts within 5 business days
• Surviving provisions: Sections 4 (IP), 6 (Indemnification), 7 (Liability), 9 (Confidentiality), 10 (Non-solicitation), 12 (Dispute resolution), and 13 (General) survive termination

12. Dispute resolution

12.1 Good-faith negotiation

Before initiating litigation, the parties will attempt to resolve any dispute through good-faith direct negotiation between the parties' principals for at least 30 days.

12.2 Mediation

If negotiation does not resolve the dispute within 30 days, the parties agree to attempt mediation in Allen County, Ohio, with a mutually agreed mediator. Mediation costs are split equally. Mediation is non-binding.

If the parties cannot agree on a mediator within 15 days of either party requesting mediation, either party may request mediator appointment through the Allen County Common Pleas Court. If no mediator is appointed within 30 days of such request, the mediation requirement is deemed satisfied and either party may proceed to litigation.

12.3 Litigation

If mediation does not resolve the dispute, either party may initiate litigation subject to the governing law and venue provisions in Section 13.

12.4 Attorney fees and collection costs

In any action to enforce this Agreement, the prevailing party is entitled to recover reasonable attorney fees and costs, to the extent permitted by Ohio law.

BeyondVivid may also recover reasonable collection costs, court costs, and attorney fees incurred to collect unpaid invoices, regardless of whether litigation is initiated.

12.5 Exception for injunctive relief

Either party may seek injunctive relief in court without first completing the negotiation and mediation steps when necessary to protect intellectual property rights, confidential information, or trade secrets.

13. General

13.1 Governing law

This Agreement is governed by the laws of the State of Ohio, without regard to its conflict-of-laws principles.

13.2 Venue

Exclusive venue for any litigation between the parties is the state or federal courts located in Allen County, Ohio. Both parties consent to personal jurisdiction in those courts and waive any objection based on inconvenient forum or improper venue.

13.3 Entire agreement

This Agreement, together with the Service Policies, the Acceptable Use Policy, and active SOWs, constitutes the entire agreement between the parties regarding its subject matter and supersedes prior agreements on that subject.

13.4 Amendment

This Agreement may only be amended by a written instrument signed by both parties. Updates to the Service Policies and Acceptable Use Policy do not amend this Agreement and apply prospectively only to engagements signed after the policy update.

13.5 Assignment

Neither party may assign this Agreement without the other party's written consent, except either party may assign to a successor in interest in connection with a merger, acquisition, or sale of substantially all of its assets.

13.6 Independent contractor

BeyondVivid is an independent contractor, not an employee, agent, partner, or joint venturer of Client. Neither party has authority to bind the other.

13.7 Force majeure

Neither party is liable for delay or failure to perform caused by events beyond reasonable control (natural disasters, government action, infrastructure outages, pandemics, civil unrest, etc.), except for payment obligations. The affected party will notify the other party promptly and resume performance as soon as reasonably possible.

13.8 Notices

Notices under this Agreement are effective when delivered by email to the email address each party provides in the signature block, or by certified mail to the physical address each party provides.

Email notice is effective when sent, unless the sender receives a bounce-back or delivery failure notice. Each party must keep its notice information current. Routine project communications are not formal notice under this Agreement unless the communication clearly identifies itself as notice under this Agreement.

13.9 File retention

BeyondVivid may retain copies of project files, communications, invoices, records, deliverables, and related documentation for business, legal, tax, support, and backup purposes according to its retention practices. Retained information remains subject to the confidentiality obligations in Section 9.

13.10 Severability

If any provision of this Agreement is found unenforceable, the remaining provisions remain in effect.

13.11 Waiver

A party's failure to enforce any provision does not waive that party's right to enforce it later.

13.12 Counterparts and electronic signature

This Agreement may be signed in counterparts and by electronic signature, each of which is deemed an original.

13.13 Signer authority

Each person signing this Agreement represents that they have the authority to bind the party on whose behalf they sign.

Schedule A: Incorporated Documents

The following documents are incorporated into this Agreement by reference:

1. BeyondVivid Service Policies. The operational policies governing how BeyondVivid delivers services. The version in effect on the date the applicable SOW is signed governs that SOW, unless the SOW states otherwise.

2. BeyondVivid Acceptable Use Policy. The standards defining what types of work BeyondVivid accepts. The version in effect on the date the applicable SOW is signed governs that SOW, unless the SOW states otherwise.

3. Active Statements of Work. Engagement-specific scope, deliverables, fees, and timeline documents signed by both parties referencing this Agreement.

The BeyondVivid pricing menu is not incorporated into this Agreement except to the extent a signed SOW expressly references a specific service, package, price, or policy ID from the menu.