Version 1.0 — April 18th, 2025

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Rillavoice

Rillavoice, Inc.(“Company”) is the leading speech analytics software for the home improvement industry. When sales reps or
technicians talk to customers in their homes, they record their conversations on the Rillavoice mobile app, and the Rillavoice AI
automatically transcribes, analyzes and gives them feedback to help them improve their sales and help their managers do virtual
ride-alongs that are 20x faster, better, and more productive than physical ridealongs.
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Rillavoice is used by the top home service contractors in the United States, who are seeing upwards of 50% increase in conversion
rates and average tickets. The below terms and conditions give Customer (as defined below) the opportunity to join in on utilizing the
Rillavoice software.
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Additional Terms

In addition to the terms listed below, this Order Form will be governed by the Rillavoice Master SaaS and Services Agreement signed by
Rillavoice, Inc and ProTradeNet SPV LLC (“Neighborly”).
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SaaS Services and Support

1. Services. The Company agrees to provide the Rillavoice Software (hereinafter referred to as “Platform”) as a SaaS
(Software as a Service) to allow Customer to record, transcribe, and analyze commercial conversations their frontline sales and
service people have with customers, and also provide for the maintenance and support of the Platform ( “Services”). The Company
represents and warrants to Customer that the Services shall be provided in accordance with all applicable laws, rules, and regulations
including, without limitation, all privacy and consent laws.

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2. Support. Subject to the terms of this Order Form, Company will use commercially reasonable efforts to provide Customer
the Services. As an expert in this space, Company will make every effort to monitor laws, rules, and regulations in all operating states
and notify Customer of changes that would impact Customer’s business practices in order to stay compliant with such laws, rules, and
regulations.

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3 . Access and Use. Subject to and conditioned on Customer's payment of Fees and compliance with the terms and
conditions of this Order Form and the Order Forms, Company hereby grants Customer a non-exclusive, non-transferable right to
access and use the Services during the Term, solely for use by authorized users. Such use is limited to Customer's internal use.
Company shall provide to Customer the necessary passwords and network links or connections to allow Customer to access the
Services. As part of the registration process, Customer will identify an administrative username and password for Customer’s
Company account. Company reserves the right to refuse registration of or cancel passwords it deems inappropriate.
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4. Use Restrictions. Customer shall not use the Services for any purposes beyond the scope of the access granted in this
Order Form. Customer shall not at any time, directly or indirectly, permit any authorized users to: (i) copy, modify, or create derivative
works of the Services, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise
make available the Services except as expressly permitted under this Order Form; (iii) reverse engineer, disassemble, decompile,
decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv)
remove any proprietary notices from the Services; or (v) use the Services in any manner or for any purpose that infringes,
misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
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5 . SLA. The Services shall be available 99.9%, measured monthly, excluding holidays, weekends and scheduled maintenance.
Further, any downtime resulting from outages of third-party connections or utilities or other reasons beyond Company’s control will
also be excluded from any such calculation. Customer's sole and exclusive remedy, and Company's entire liability, in connection with
Service availability shall be that Company will credit Customer 5% of Service fees for each period of 30 or more consecutive minutes
of downtime; provided that no more than one such credit will accrue per day.In order to receive downtime credit, Customers must
notify Company in writing, which may be provided for this purpose via email) during the downtime event or within 48 hours from the
time at which the downtime was resolved by Company, and failure to provide such notice will forfeit the right to receive downtime
credit. Such credits may not be redeemed for cash. Company will only apply credit to the next billing period following the incident.
Company’s blocking of data communications or other Service in accordance with its policies shall not be deemed to be a failure of
Company to provide adequate service levels under this Order Form.
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2. Confidentiality and Data Security
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1. Customer Data . Company will never share or disclose any Customer Data to any outside parties notwithstanding what is
stated in Rillavoice's privacy and data handling policies currently located at https://www.rillavoice.com/inter/privacy-policy provided
Company may disclose Customer Data to the limited extent that it has a good faith belief that such action is necessary to: (a) comply
with a governmental or regulatory obligation, (b) protect and defend the rights or property of Rillavoice in a dispute involving Customer,
(c) protect the personal safety of Users of the Service or the Public. “Customer Data” means (other than aggregated statistics)
information, data, and other content, in any form or medium, that is collected, submitted, posted, or otherwise transmitted by or on
behalf of Customer through the Services.

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2. Confidentiality of Order Form . All the terms, conditions, and pricing agreements in this Order Form are confidential.
Customer, may not disclose preferred pricing, rebates, or any other related information hereunder to any other party.

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3. Data Security. Company represents and warrants to Customer that Company shall, in accordance with applicable law,
implement and maintain technical, administrative and physical security measures to prevent the use, access, or disclosure of
Customer Data in each case not authorized by Customer (in each case, a "Security Incident"). Customer shall have the right to audit
Company's security policies and procedures upon request and Company agrees to cooperate with such commercially reasonable
requests.

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4. Confidential Information . Any information disclosed by one party (“Disclosing Party”) to the other party ("Receiving Party")
in connection with the business purpose of this Order Form which is expressly described as confidential or, given the nature of the
information or the circumstances surrounding its disclosure, reasonably should be considered by the Receiving Party to be
confidential shall be considered the Disclosing Party’s “Confidential Information”. Confidential Information shall include, but not be
limited to, the terms of this Order Form, pricing, research, development or business plans, projections, customers identities, potential
customers, employees, suppliers, strategies, operations, systems, policies, procedures, practices, data, methods, analyses,
compilations, studies, notes, interpretations, memoranda or other documents containing or based in whole or in part on any such
information, and/or any other business and financial information, whether such information is explicitly identified as confidential or
not. Notwithstanding anything to the contrary contained herein, Confidential Information does not include any information that (i) is
already known to the Receiving Party at the time of its disclosure free of any obligation to keep it confidential, (ii) was or becomes
publicly available through no wrongful act or omission of the Receiving Party, (iii) is lawfully disclosed to the Receiving Party by a third
party having the right to disclose such information and without restriction on subsequent disclosure, or (iv) is independently developed
by the Receiving Party without reference to the Confidential Information. All obligations regarding Confidential Information will survive
termination of this Order Form indefinitely; provided, however, that to the extent that either party has disclosed information to the other
party information that constitutes a trade secret under law, the receiving party agrees to protect such trade secret(s) for so long as the
information qualifies as a trade secret under applicable law.
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5. Use of Confidential Information . Each Party agrees to employ commercially reasonable security precautions and efforts
to hold the other party’s Confidential Information in confidence and shall only use the Confidential Information for the purpose of this
Order Form and furthering the Services. Neither party shall improperly use or disclose the Confidential Information of the Disclosing
Party to any third party. Confidential Information shall remain the sole property of Disclosing Party. Each party acknowledges and
agrees that a breach of the provisions of this Section may result in injury to the Disclosing Party, or its customer, for which monetary
damages cannot adequately compensate. Each party agrees that, in addition to any other remedy available to it, the Disclosing Party
shall be entitled to seek both temporary and permanent injunctive relief for a breach or threatened breach of its obligations of
confidentiality.
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6. Return of Confidential Information. Upon termination of this Order Form, Company will return to Customer any Confidential
Information, including Customer Data or Personal Data, as defined below, in a format that is acceptable to Customer within ninety (90)
days. If Company is unable to return Confidential Information, then Company will provide Customer with a certificate of data
destruction indicating that it has rendered the Confidential Information permanently inaccessible by either physically destroying the
appropriate storage media or using a secure deletion method that prevents data from being restored.
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7. Personal Data. Company acknowledges that in the course of performing the Services, Company may be provided or obtain
information relating to an identified or identifiable individual including, but not limited to, “personal information” (“Personal Data”) and
Company may need to collect, record, organize, use, transfer, disclose, store, manipulate, combine and/or delete such Personal Data
subject to the restrictions set forth in this Agreement and otherwise in compliance with law and regulation for Company to perform the
Services. Company has implemented and maintains protocols which meet or exceed accepted industry standards and applicable laws
for the management of Personal Data.
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8. Restrictions on Use of Personal Data. Company agrees that it is prohibited from any sale of Personal Data and shall not
retain, use, disclosure or dispose of the Personal Data for any purpose whatsoever other than for the specific purpose of performing
the Services. Company also agrees that it shall not further collect, sell, disclose or use any Personal Data except as necessary to
perform the Services. Further, Company agrees that is shall not retain, use, disclose or dispose of the Personal Data outside of the
direct business relationship between Company and Customer. Company further agrees that it shall not modify, change or alter
Personal Data for any reason, or in any circumstance. Company, by Company’s execution of this Agreement, certifies and
acknowledges the restrictions regarding Personal Data set forth in this Agreement and will comply will all such restrictions and as
required by the Privacy Laws. Upon termination or expiration of the term of this Order Form, Company shall delete any Personal Data
stored on its technical system or any other files maintained by Company.
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9. Protection of Personal Data. Company agrees to maintain an industry standard level of security to protect Personal Data,
including, but not limited to, appropriate technical security, maintaining written privacy policies (which comply with all applicable laws
and regulations) and a current incident response plan. Company shall provide all such information, assistance and cooperation as
Customer may reasonably require to audit or inspect Company’s compliance with this section. Customer may, at its own cost, request,
upon reasonable written notice to Company, access to facilities (if applicable), systems, records and supporting documentation in
order to audit Company’s compliance with its obligations under or related to the Information Security Program, not more than once per
year. If a third party is to conduct the audit, Customer and the third party will execute a confidentiality agreement before conducting
the audit. Audits shall be subject to all applicable confidentiality obligations agreed to by Customer and Company and shall be
conducted in a manner that minimizes any disruption of Company’s performance of services and other normal operations, i.e. outside
regular business hours.
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10. Data Breach Notification. Company shall notify Customer as soon as possible and without unreasonable delay (but in any
event within 48 hours) of any actual breach of confidentiality or security affecting Personal Data or Confidential Information and shall
also notify any breach of its technical system should it pose any threat, or potential threat, to either party. On notice of any actual
breach, Company will immediately institute appropriate controls to maintain and preserve all electronic evidence relating to the breach
in accordance with industry standard practices and work with Customers to a mutually agreeable conclusion.
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3. Proprietary Rights

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1.Company IP. The Company shall own and retain all rights, title, and interest in any kind of services software, applications,
inventions, or other technology developed or improved upon in connection with the Services; and all intellectual property and
proprietary rights in and related to any of the foregoing subscription services (collectively, “ Services IP ”).

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2. Customer Data. Customer will own all right, title, interest in and to their customers’ data (“Customer Data”). Customer Data
refers to all audio files, transcriptions, analytics that are captured by Customer with the Rillavoice Platform, as well as all other sales
training materials and Customer information that Customer shares with Company or is otherwise collected or obtained by the
Company in connection with this Order Form. Within thirty (30) days of termination or expiration of this Order Form for any reason,
Company shall, upon written request, provide Customer with a digital copy of all Customer Data in Company's possession in a
standard, digital format at no charge to Customer and delete or destroy all copies of Customer Data in Company's possession and
certify such destruction or deletion to Customer in writing. Customer shall have the right to audit Company's data controls and
procedures upon request provided that such request is commercially reasonable.
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4. Payment Terms
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1. The Customer shall pay the Company the then-applicable Fees described in this Order Form or Statement of Work, as
applicable, in accordance with the terms set forth therein.

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2. The Company may choose to bill through an invoice, in which case, full payment for invoices (not disputed in good faith)
issued at any given time must be received by the Company no later than 60 days after the mailing date of the invoice.

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3. Overdue Fees (not disputed in good faith) are subject to a finance charge of 1% each 30-day period on any outstanding
balance.

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4. The Company further reserves the right to suspend Services in the event of delinquency of a payment not disputed in good
faith provided Customer is given written notice and a ten (10) day period to cure prior to any Service suspension.

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5. Taxes . All Fees and other amounts payable by Customer under this Order Form are exclusive of taxes and similar
assessments. Customer is responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind
imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by Customer hereunder, other
than any taxes imposed on Company’s income.
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5. Marketing

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1. Rillavoice may ask Customer to participate in a case study via video or phone to interview them about their experiences
working with Rillavoice. Such content may be utilized in a written case study and/or video testimonial. Any video or written case
studies may be displayed on the Rillavoice website or distributed as part of Rillavoice’s sales and marketing practices with written
approval from Customer and Neighborly. Rillavoice may identify relationship with Customer on its website and on sales and marketing
collateral. Case study content is subject to approval by the Customer before publishing. While Company agrees to not over-tax any
Customer with over-frequent requests, Customer also agrees to use commercial best efforts to act as a reference for prospective
customers, investors, or analysts. Any marketing with Customer’s name or logo requires written approval for each instance by
Customer and Neighborly.
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6. Additional Recording Licenses.
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1. Customer may add additional recording licenses during the Subscription Term for the annual price per license stipulated
above. A recording license can be automatically activated through the Rillavoice Webapp, or by written request by the Customer to
Rillavoice.

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2. Upon activation of an additional recording license during the Subscription Term, the Customer shall be responsible for
paying a prorated amount for the remaining duration of the Subscription Term. The proration shall be calculated based on the annual
price per license specified in the Order Form. For example, if the annual price per recording license is $1800 USD and the Customer
adds a recording license 6 months into the Subscription Term, they shall be responsible for paying $900 USD for that license, reflecting
the remaining 6 months of the Subscription Term. Upon renewal of the Subscription Term, any Additional Recording Licenses added
during the previous term shall renew at the full annual price per license specified in the Order Form.
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7. Recording Compliance Obligation
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1. Compliance . Customer agrees to comply with all applicable federal, state, and local laws and regulations governing the
recording of audio, video, or any other form of data ("Recordings"). Such laws may include, but are not limited to, wiretapping laws,
eavesdropping laws, and privacy regulations.

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2. Consent. Customer acknowledges and agrees that it is solely responsible for obtaining any necessary consents,
authorizations, or permissions required by law to make, use, or share Recordings. This includes, but is not limited to, obtaining the
informed consent of all individuals whose voice or likeness is recorded.

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3. Indemnification. The parties agree to indemnify, defend and hold harmless each other, their parents, affiliates, subsidiaries,
members, partners, shareholders, directors, officers, employees and agents, in their individual and legal entity capacities (collectively
“Indemnified Party”), from and against all claims, actions, damages, judgments, attorney’s fees and other costs, expenses and losses
arising out of or in connection with or as a result of the other’s gross negligence or any of the other’s willful acts or willful omissions in
connection with this Order Form, including all claims, damages, judgments and losses arising from any unauthorized statements or
warranties made by the other party, for which the Indemnified Party may become liable or incur or be compelled to pay.
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4. Non-Interference with Rights. Customer agrees not to use any Recordings made in connection with the Order Form in any
manner that infringes upon the rights, privacy, or interests of any third party.
Governing Law. This clause shall be governed by and construed in accordance with the laws of the jurisdiction in which the Order Form
is entered into.
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5. Entire Agreement. This Order Form contains the entire understanding of the parties concerning the subject matter herein
and supersedes any prior understandings or agreements, whether oral or written.
Severability. If any part of this Order Form is held to be unenforceable or invalid, the remaining provisions shall remain in full force and
effect. By signing the Order Form, the Customer acknowledges that they have read, understood, and agreed to be bound by the terms
of this Recording Compliance Clause.
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6. Compliance with Laws. The parties will comply with all laws and regulations applicable to their respective businesses
including without limitation, all privacy, database, copyright, trademark, patent, trade secret, export and Anti-Bribery Laws.