Non-Exclusive Listing Agreement

1. PARTIES

This Non-Exclusive Listing and Commission Agreement ("Agreement") is entered into between Your Biz Rep LLC, a Florida limited liability company, licensed business brokerage (FL License: BK3608452), hereinafter referred to as "Broker," and the undersigned business owner(s), hereinafter referred to as "Seller."

2. NON-EXCLUSIVE LISTING

Seller hereby grants Broker a non-exclusive right to market and facilitate the sale of Seller's business. This means Seller retains the right to sell the business independently or through other brokers without obligation to Broker, except as outlined in Section 4 below.

3. BROKER'S OBLIGATIONS

Broker agrees to provide the following services at Broker's expense:

• Preparation of a Confidential Information Memorandum (CIM)
• Marketing and listing on BizBuySell, DealStream, Tupelo, and other appropriate platforms
• Screening and qualifying potential buyers
• Facilitating negotiations between Seller and qualified buyers
• Coordinating due diligence and closing processes
• Maintaining confidentiality of Seller's business information

4. COMMISSION STRUCTURE

Upon successful closing of a sale to a buyer introduced by Broker, Seller agrees to pay Broker a commission equal to the greater of $20,000 or 12% of the total transaction price (including business assets, real estate, inventory, and any other consideration). The same commission terms apply for equity investments or partial sales facilitated by Broker.

Commission is due and payable at closing from the proceeds of the sale. No commission is owed if:

• Seller sells the business independently to a buyer not introduced by Broker
• The sale does not close for any reason
• Seller withdraws the listing (subject to Section 7)

5. SELLER'S OBLIGATIONS

Seller agrees to:

• Provide accurate and complete business information, including financial records
• Cooperate with Broker in showing the business to qualified buyers
• Notify Broker promptly of any material changes to the business
• Maintain confidentiality regarding buyer identities and negotiations
• Not circumvent Broker by dealing directly with buyers introduced by Broker

6. CONFIDENTIALITY

Broker agrees to maintain strict confidentiality regarding Seller's business information. All potential buyers will be required to sign a Non-Disclosure Agreement (NDA) before receiving any confidential business information. Broker will not disclose the identity of the business or its owner without Seller's prior written consent.

7. TERM AND TERMINATION

This Agreement shall remain in effect for a period of twelve (12) months from the date of execution, unless terminated earlier by either party with thirty (30) days written notice. Upon termination, Broker shall retain the right to a commission on any sale to a buyer introduced by Broker during the term of this Agreement, for a period of twelve (12) months following termination ("Tail Period").

8. LISTING APPROVAL

All listings are subject to review and approval by Your Biz Rep LLC. Businesses must have verifiable financials, be legally registered, and fall within industry-specific SDE multiple ranges to be accepted for marketing. Broker reserves the right to decline any listing at its sole discretion.

9. STATE LICENSING

Your Biz Rep LLC is licensed to broker business sales in 33 states. In Florida (License: BK3608452) and New York, Broker holds full broker and real estate licenses. In 31 additional states, Broker operates as a business broker only (no real estate transactions). Broker cannot facilitate business sales in states where it is not licensed.

10. LIMITATION OF LIABILITY

Broker's liability under this Agreement shall be limited to the amount of commission received. Broker makes no guarantees regarding the sale price, timeline, or successful completion of any transaction. Valuation estimates provided by Broker are for informational purposes only and do not constitute a formal business appraisal.

11. DISPUTE RESOLUTION

Any disputes arising under this Agreement shall be resolved through binding arbitration in Palm Beach County, Florida, in accordance with the rules of the American Arbitration Association. The prevailing party shall be entitled to recover reasonable attorney's fees and costs.

12. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws provisions.

13. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, representations, or agreements relating to this subject matter. This Agreement may not be modified except in writing signed by both parties.