AGREEMENTS AND PAPERWORK

There are several contracts that you, as a business owner, and Arise will execute, which will define the business-to-business relationship between Arise and your business. These contracts include the Master Services Agreement and the Statements of Work for various client programs. In addition, you and your agents who provide services to Arise on behalf of your business will be required to sign a Non-Disclosure Agreement and an Acknowledgement and Waiver Agreement.

A summary of each of these legally binding contracts is provided below.

The summary is general in nature and is not intended to be a comprehensive review of all of the terms of each such contract. You and your agents, as applicable, should thoroughly review and understand each contract prior to its execution.

As with any legal agreement, Arise recommends that you obtain the advice of a qualified professional to address any specific legal questions you may have.

MASTER SERVICES AGREEMENT

The Master Services Agreement is the primary legal contract that contains the general terms and conditions that govern the business relationship between Arise and your business.

Having the general legal terms and conditions in this master agreement allows your business to quickly pursue program listings using the Arise® Platform by entering into Statements of Work for different client programs without the need to repeat the governing terms and conditions.

The provisions in the Master Services Agreement outline, among other things, the relationship between Arise and your business, the protection and ownership of each party’s intellectual property and requirements for protecting confidential information belonging to clients and their customers.

The Master Services Agreement also provides the terms that will govern in the event of any legal conflicts between Arise, clients and your business. These terms state that legal conflicts will be resolved through arbitration instead of through a court of law.

In addition, the Master Services Agreement contains provisions pursuant to which you and your business waive the right to participate in a class action lawsuit against Arise or any clients.

The Master Services Agreement does not expire unless it is terminated by either Arise or your business.

The Master Services Agreement can be terminated by either you or Arise if either party:

1. Breaches of the terms of the Master Services Agreement
2. Engages in unprofessional business practices; or
3. Becomes subject to bankruptcy, insolvency, reorganization or a liquidation proceeding; makes an assignment for the benefit of creditors; or admits in writing its inability to pay its debts when due.

The Master Services Agreement may also be terminated by either party if there are no active Statements of Work.

NON-DISCLOSURE AGREEMENT

The Non-Disclosure Agreements are contracts through which the parties agree not to disclose confidential information of the other party or the clients (including the client’s customers) to third parties.

Any information that is provided to you, to your business, or to your agents by Arise or its clients or otherwise in connection with your provision of services must be kept confidential and not shared with anyone.

ACKNOWLEDGMENT AND WAIVER AGREEMENT

The Acknowledgement and Waiver Agreement (the “Waiver”) is a contract between your business and each of your agents who is providing services on behalf of your business using the Arise® Platform.

• The Waiver contains a provision regarding “Arbitration of Claims” as well as a “Class Action Waiver.”
• By signing the Waiver your agent is agreeing that he or she will bring any claims against your business, as well as Arise or any client, in arbitration as opposed to in court.
• Your agents are also agreeing to bring any such claims on an individual basis only (as opposed to bringing a class action, collective action, or any other type of aggregated action).