RAGO FABRICATION SPONSORSHIP AGREEMENT & REQUIREMENTS

 This agreement outlines the terms and conditions of your relationship with Rago Fabrication, a brand owned by Huron Capital, as a United States based sponsored team member. By applying to become sponsored by Rago Fabrication, you agree to the following terms:

1. Sponsored Products:

“Sponsored Products” are products sold under Rago Fabrication as a part of this program. All sponsored products, discounts, and Rago Fabrication items will be fulfilled by www.RagoFabrication.com . Sponsorship discount percentages on products are handled on a case-by-case basis. Products you buy from us at a discount are solely for your personal use and may not be resold or otherwise transferred to third parties.

2. Sponsorship Requirements:

Your sponsorship requirements are outlined in the Ambassador Requirements section that was presented to you in your online application and is hereby incorporated into this agreement by reference: Post an image/video containing a Rago Fabrication product with the brand logo visible with hashtag #teamrago at least once a month on Instagram/TikTok/Youtube and mention our username @ragofabrication. Include in your Instagram bio that you’re sponsored by Rago Fabrication as well as your 10% off discount code for your followers to use. Disclose, as required by the Federal Trade Commission requirement, that we have provided you with product discounts and other benefits. All team members will undergo quarterly reviews to ensure program responsibilities are being upheld. Failure to complete the above requirements will result in removal from the sponsorship program.

3. Contract Territory:

You will be a United States based team member, the territory for a U.S. Sponsorship shall be within the United States exclusively and all U.S. territories.

4. Promotion of Sponsored Products:

You agree to use your best efforts to promote the Sponsored Products in a positive manner consistent with Rago Fabrication’s brand. Approved social media sites include Facebook, TikTok, Instagram, and YouTube.

5. Prohibited Content:

You agree that they will not post content on any social media platform, as determined by Rago Fabrication’s discretion, that: · is pornographic, sexually explicit or suggestive, or contains profanity or nudity; · is unnecessarily violent or derogatory of any ethnic, racial, gender, religious, professional or age group; · promotes alcohol, illegal drugs, tobacco, firearms/weapons (or the use of any of the foregoing); · is obscene or offensive, or endorses any form of hate or hate group; · defames, misrepresents or contains disparaging remarks about other people or entities; · communicates messages or images inconsistent with the positive images and/or good will with which Rago Fabrication wishes to associate; · violates any law.

6. Indemnification:

You agree to hold Rago Fabrication, its officers, agents, assignees and employees harmless from any liability from any injury or damage arising from the use or promotion of any Sponsored Product.

7. Relationship:

You are an independent contractor; this agreement shall not be construed as creating an employer/employee relationship.

8. Confidentiality/Use:

We may share information with you that is confidential in nature, this information will be identified as confidential or will be confidential on its face based on the nature of the information and you are expected to maintain this information in the strictest confidence. Any disclosure of confidential information will terminate this agreement in Rago Fabrication’s sole discretion and result in legal action.

9. Intellectual Property:

Sponsor acknowledges and hereby agrees to Rago Fabrication, the unlimited and unencumbered use of any and all work product developed by Ambassador in conjunction with the performance of services for Rago Fabrication. Work product includes but is not limited to all social media posts, pictures, images, videos, recordings, taglines, hashtags, posts, commentary, and designs.

a. Except where prohibited by law or regulation, Ambassador grants Rago Fabrication and its successors, assigns, licensees and designees permission to use Ambassador’s name, Social Media Platform account name, photograph (including, but not limited to, Social Media Platform account profile photo), voice and/or other likeness, in all media now known or hereafter discovered (including, without limitation, on Rago Fabrication websites and via Rago Fabrication Social Media Platform accounts), worldwide in perpetuity, for any purpose without additional compensation, consideration, notification or consent.

b. Ambassador is not authorized to use any copyrighted content from any other companies to promote the Rago Fabrication brand. Rago Fabrication will not be responsible for any disputes involving the unauthorized use of any other company’s intellectual property.

10. Term and Termination:

The effective date of this agreement is active upon acceptance as a sponsor. The term of this agreement is one (1) year from the effective date. This agreement will automatically renew at the end of each term for successive one (1) year terms unless either party gives the other written notice of termination at least 30 days prior to the end of the relevant term. Notwithstanding the foregoing, either party may terminate this agreement at any time, with or without cause.

11. Governing Law:

This Agreement shall be construed in accordance with the laws of the State of California. In the event that arbitration is unsuccessful, you agree to submit to venue and personal jurisdiction in any state or federal court sitting in the County of Riverside, State of California in any action or proceeding arising out of or related, directly or indirectly, to this agreement.

12. Removal:

We reserve the right to remove anyone from the sponsorship program and will review team members to ensure they’re meeting all requirements.

13. Modification:

We may change the terms and conditions of this Agreement in the future. Unless this Agreement or applicable law specifies otherwise, we will give you thirty (30) days prior notice of any significant change to this Agreement. If you find the change unacceptable, you have the right to terminate the Agreement. However, if you continue to receive the benefits of the Agreement after the end of the notice period of the change, you will be

considered to have accepted the changes. You may not modify this Agreement by making any typed, handwritten, or any other changes to it for any purpose.

14. Entire Agreement:

This agreement constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether written or oral, between the parties