Master SaaS Subscription Agreement

This Master SaaS Subscription Agreement (the "Agreement") is entered into between The Wireless Advisors LLC D/B/A LeasingHQ, a Texas limited liability company with offices at 5900 Balcones Drive #32899, Austin, TX 78731 ("Provider", "we", "us"), and the entity that subscribes to Leasing Headquarters ("Customer", "you"). This Agreement governs enterprise, multi-property, and invoiced subscriptions. For self-serve online purchases, our Terms of Service apply unless a signed order form incorporates this Agreement.

1. Definitions

• "Service" means the Leasing Headquarters hosted software, including applicant tracking, lease file checklists, move-in cost calculation, welcome letters, concession and gift card tracking, reporting, and available integrations.
• "Order Form" means an ordering document, online checkout, or invoice referencing this Agreement and specifying properties, plan, term, and fees.
• "Customer Data" means all data submitted to or generated in the Service by or for Customer, including applicant, resident, unit, lease, and leasing-agent records.
• "Authorized Users" means Customer's employees and contractors permitted by Customer to access the Service.
• "Third-Party Platform" means a property management, screening, or verification system (for example RealPage OneSite, Yardi, or Verifast) that Customer elects to connect to the Service.

2. Access and License

Subject to this Agreement and payment of fees, Provider grants Customer a non-exclusive, non-transferable, worldwide right during the subscription term to access and use the Service for Customer's internal business operations at the properties identified in the Order Form. Customer may not sublicense, resell, or provide the Service as a service bureau, and may not reverse engineer, benchmark for publication, or copy the Service.

3. Authorized Users, Roles, and Property Scoping

Customer is responsible for provisioning Authorized Users, assigning roles, and revoking access promptly on personnel change. Access is scoped per property; Customer is responsible for confirming that each user is assigned only to properties they are permitted to view. Customer is responsible for all activity under its accounts and must notify Provider promptly of any suspected unauthorized access.

4. Fees, Invoicing, and Taxes

Fees are stated per property, per billing period, in the applicable Order Form. Self-serve subscriptions are charged through Stripe. Invoiced subscriptions are due net thirty (30) days from the invoice date unless otherwise stated. Late amounts may accrue interest at 1.5% per month or the maximum rate permitted by law, and Provider may suspend the Service after ten (10) days' written notice of non-payment. Fees exclude taxes; Customer is responsible for applicable sales, use, and similar taxes, excluding taxes on Provider's income. Except where a refund applies under our Refund Policy, fees are non-refundable.

5. Term, Renewal, and Termination

The initial term is stated in the Order Form and renews automatically for successive periods of equal length unless either party gives written notice of non-renewal at least thirty (30) days before the end of the then-current term. Either party may terminate for material breach not cured within thirty (30) days of written notice. On termination, Customer's access ends and Provider will make Customer Data available for export for thirty (30) days, after which it may be deleted in the ordinary course.

6. Customer Data and Ownership

As between the parties, Customer owns all right, title, and interest in Customer Data. Customer grants Provider a limited license to host, process, transmit, and display Customer Data solely to provide, secure, and support the Service. Provider may use aggregated, de-identified data that does not identify Customer, any property, or any individual for product improvement and benchmarking.

Customer represents that it has all rights, notices, and lawful bases necessary to submit applicant, resident, and employee personal information to the Service, and that its use of the Service complies with fair housing, consumer reporting, and applicable state privacy laws.

7. Data Protection

Provider processes personal information contained in Customer Data as Customer's processor (service provider) in accordance with the Data Processing Addendum, which is incorporated into this Agreement by reference.

8. Security

Provider will maintain administrative, physical, and technical safeguards designed to protect Customer Data, as described in our Security Overview. Provider will notify Customer without undue delay, and in any event within seventy-two (72) hours, after confirming a security incident affecting Customer Data, and will provide information reasonably available to support Customer's own notification obligations.

9. Integrations with Third-Party Platforms

Where Customer enables an integration, Customer authorizes Provider to access, retrieve, and transmit data to and from the Third-Party Platform using the credentials, API keys, or OAuth authorizations Customer supplies. Customer represents that it is entitled to grant that access and that doing so does not breach its agreement with the Third-Party Platform.

• Provider accesses only the data fields required for the enabled integration.
• Provider is not responsible for the availability, accuracy, security, or terms of any Third-Party Platform, and a Third-Party Platform may change or discontinue its API at any time.
• Screening, income, identity, and fraud-verification outputs originate from the applicable provider. Provider does not act as a consumer reporting agency, does not make or recommend leasing decisions, and Customer remains solely responsible for adverse action and compliance obligations.
• Customer may revoke an integration at any time; revocation stops future syncing but does not delete data already synced into the Service.

10. Service Levels and Support

Provider will use commercially reasonable efforts to make the Service available 99.5% of the time each calendar month, excluding scheduled maintenance, emergency maintenance, and events outside Provider's reasonable control (including Third-Party Platform outages). Support is provided by email during U.S. business hours. Provider will use reasonable efforts to respond to critical issues within one business day.

11. Acceptable Use

Customer and its Authorized Users must comply with the Acceptable Use Policy. Provider may suspend access that presents a security, legal, or integrity risk, with notice as soon as reasonably practicable.

12. Confidentiality

Each party will protect the other's non-public information disclosed under this Agreement with at least reasonable care, use it only to perform under this Agreement, and disclose it only to personnel and advisors bound by comparable obligations. Confidentiality obligations do not apply to information that is public through no fault of the receiving party, independently developed, or rightfully received from a third party. A party may disclose Confidential Information if required by law, giving prior notice where legally permitted.

13. Warranties and Disclaimers

Each party warrants that it has authority to enter this Agreement. Provider warrants that the Service will perform materially in accordance with its documentation and that it will not knowingly introduce malicious code. Except as expressly stated, the Service is provided "as is" and Provider disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement. The Service is a workflow tool and does not constitute legal, fair housing, tax, or compliance advice; calculated figures such as prorated rent and move-in balances must be reviewed by Customer before use.

14. Indemnification

Provider will defend Customer against third-party claims that the Service infringes a U.S. intellectual property right and pay resulting damages finally awarded, provided Customer gives prompt notice and reasonable cooperation. Customer will defend Provider against third-party claims arising from Customer Data, Customer's use of the Service, Customer's integrations, or Customer's breach of law or of this Agreement.

15. Limitation of Liability

Neither party is liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, revenue, or data. Except for a party's indemnification obligations, Customer's payment obligations, and either party's breach of confidentiality, each party's aggregate liability is limited to the fees paid or payable by Customer in the twelve (12) months preceding the event giving rise to the claim. Nothing limits liability for fraud, willful misconduct, or liability that cannot be limited by law.

16. Insurance

Provider will maintain commercially reasonable insurance coverage, including technology errors and omissions and cyber liability, appropriate to the size and nature of the Service. Certificates are available to enterprise customers on request.

17. Publicity

Neither party will use the other's name or marks in publicity without prior written consent, except that Provider may identify Customer as a customer in a factual customer list once Customer has approved such use in writing.

18. General

This Agreement is governed by the laws of the State of Texas, excluding conflict of law rules, with exclusive venue in the state and federal courts located in Travis County, Texas. Neither party may assign this Agreement without the other's consent, except to a successor in a merger or asset sale. Notices must be in writing and sent to the addresses in the Order Form or, for Provider, to the address below. If any provision is unenforceable, the remainder stays in effect. In a conflict, an executed Order Form controls over this Agreement, and this Agreement controls over the Terms of Service.

19. Contact

The Wireless Advisors LLC D/B/A LeasingHQ
5900 Balcones Drive #32899
Austin, TX 78731