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MAKING SENSE PRESS

PROFESSIONAL DIRECTORY ADVERTISING AGREEMENT

Lisa Tarves LLC d/b/a Making Sense Press

Version: September 3, 2026

ENROLLMENT SUMMARY

This Enrollment Summary is part of the Agreement. The completed values for each Professional identify the specific advertising services purchased. If a term in this Summary conflicts with a general provision of the Agreement, the more specific completed term controls for that enrollment, unless prohibited by law.

Professional Spotlight (optional add-on): $49 for seven (7) consecutive days. The Spotlight term begins on the date the placement actually goes live. Placement is scheduled in the next available slot in the order completed purchases are received. The Professional Spotlight fee is separate from and in addition to the annual Directory listing fee. No specific number of views, clicks, inquiries, referrals, clients, sales, revenue, or other results is guaranteed.

1. PARTIES AND CONTRACTING ENTITY

This Professional Directory Advertising Agreement (the "Agreement") is entered into between Lisa Tarves LLC, a Pennsylvania limited liability company doing business as Making Sense Press ("Making Sense Press," "MSP," "we," "us," or "our"), and the individual professional or business identified in the Enrollment Summary ("Professional," "you," or "your").

The legal contracting party is Lisa Tarves LLC d/b/a Making Sense Press. Payments may be processed through GoDaddy Payments or another authorized payment processor and may appear on a card or bank statement under Lisa Tarves LLC, Making Sense Press, or an approved payment descriptor associated with Lisa Tarves LLC.

Official contract-related communications to MSP must be sent to [email protected] unless MSP provides a replacement notice address in writing.

2. NATURE AND PURPOSE OF THE DIRECTORY

The Making Sense Press Professional Directory is a selective paid advertising directory. MSP sells website visibility and directory placement to approved independent professionals and approved businesses. MSP does not sell, broker, manage, supervise, or participate in the professional services that a listed Professional may later provide to an author or other client.

MSP reviews applicants for directory eligibility based on the information, qualifications, experience, work samples, professional presentation, and other materials submitted at the time of application. Acceptance means only that MSP determined that the applicant met MSP's then-current standards for directory inclusion based on the information available at that time. Acceptance is not a warranty, guarantee, certification, licensing determination, or promise concerning future performance, results, conduct, availability, or fitness for a particular client or project.

3. INDEPENDENT PROFESSIONAL RELATIONSHIP

A listed Professional is an independent provider. Nothing in this Agreement creates employment, agency, partnership, joint venture, franchise, fiduciary duty, brokerage, or other representative relationship between MSP and the Professional.

MSP is not a party to any later agreement between the Professional and an author, client, customer, or other person who discovers the Professional through the Directory. MSP does not set the Professional's prices; negotiate scope; collect the Professional's service fees; receive a commission, referral fee, percentage, or margin from the Professional's independently contracted work; schedule or supervise the work; approve deliverables; administer the Professional's refunds; or resolve private contractual disputes between the Professional and a client.

Any author or client who chooses to contact or hire a listed Professional does so independently. The Professional and client are solely responsible for their own contract, scope of work, pricing, payments, deadlines, revisions, ownership rights, confidentiality, cancellations, refunds, taxes, disputes, and all other terms of their relationship.

4. APPLICATION, SCREENING, AND DISCRETIONARY ACCEPTANCE

Participation is by application and approval only. Applying does not guarantee acceptance, reserve a directory position, create a right to a listing, or lock in pricing, benefits, categories, program terms, or conditions displayed on the date of application.

MSP retains discretion to accept or decline applicants based on qualifications, work quality, professionalism, fit, completeness, presentation, demonstrated competence, and compliance with the standards in Exhibit B. Applicants may be new to their profession or freelance business; length of time in business is not, by itself, determinative. Applicants must nevertheless demonstrate work and qualifications sufficient for MSP to determine that they meet its standards.

Applicants are responsible for submitting complete, accurate, professional-quality materials. MSP is not required to rewrite, proofread, polish, or repair an applicant's submission to make the applicant appear more qualified or professional than demonstrated. Material or repeated spelling, grammar, accuracy, writing, or presentation problems—particularly where relevant to the service being advertised—may be grounds for denial. MSP may overlook or correct an isolated obvious typographical error at its discretion.

MSP is not required to provide a detailed explanation, critique, score, or specific reason for declining an application. MSP may state that the application did not meet current Professional Directory standards. Failure to provide requested materials or the requested number/type of work samples may itself be grounds for denial.

An applicant declined for ordinary quality, completeness, experience, presentation, or fit reasons may submit a completely new application after ninety (90) calendar days. Reapplication requires current information and current work samples and is evaluated under the standards, pricing, and terms then in effect. Reapplication does not guarantee acceptance. Applicants rejected or later removed for fraud, falsified credentials, plagiarism, stolen work, serious misconduct, or comparable integrity violations may be permanently barred from future application.

5. APPLICANT REPRESENTATIONS AND ACCURACY

The Professional represents and warrants that all material information submitted to MSP is truthful, accurate, current, complete in all material respects, and not materially misleading, including qualifications, credentials, experience, work samples, portfolio materials, photographs, business information, service descriptions, and public-facing listing information.

The Professional further represents that submitted work, images, logos, samples, and other materials are owned by the Professional or are being submitted with all rights and permissions necessary for MSP to review, display, and use them as authorized by this Agreement. Material misrepresentation, falsified credentials, unauthorized materials, or infringement may result in rejection, suspension, or removal without refund.

6. APPROVAL AND ENROLLMENT WINDOW

After approval, the applicant has ten (10) business days to complete and return the Professional Directory Agreement and submit the required payment. Both the signed/accepted Agreement and cleared payment are required to complete enrollment. If enrollment is not completed within the ten-business-day window, MSP may allow the approval to expire and may require a new application and review.

The application should contain the substantive information and public-profile materials needed for MSP to evaluate the applicant and prepare the Directory listing. Once MSP has the approved complete application materials, signed Agreement, and cleared payment, MSP will publish the regular Directory listing within three (3) business days.

7. DIRECTORY TERM AND GO-LIVE DATE

A regular Directory listing provides three hundred sixty-five (365) consecutive days of advertising. The term is not based on a calendar year. The Professional's individual term begins on the date the regular Directory listing actually goes live and continues for 365 consecutive days, subject to the terms of this Agreement.

MSP will maintain the Professional's applicable go-live date and anniversary/renewal date in its internal records.

Purchasing or changing an additional category does not reset, extend, shorten, or otherwise change the original listing's existing go-live date, chronological position, or anniversary date except as expressly stated in this Agreement.

8. STANDARD DIRECTORY LISTING AND CATEGORY PLACEMENT

Unless the Professional qualifies for and enrolls under a written Founding Professional offer, the standard Professional Directory advertising fee is $249 for a 365-day term.

The standard listing includes one Professional or one business profile and placement of that profile in up to two MSP-approved service categories.

A listing belongs to one approved individual Professional or one approved business. A business listing does not permit separate profiles for multiple owners, employees, partners, contractors, team members, or other individuals under a single paid listing. Any person or business seeking a separate profile must separately apply, be approved, execute the applicable agreement, and pay the applicable listing fee.

A Professional may request reasonable changes to one or both included service categories during an active term at no additional charge, provided the Professional remains qualified for the requested category and MSP approves the change. Category changes are performed according to MSP's operational availability and workload and are not guaranteed within a fixed turnaround time. MSP may limit excessive or repetitive category-change requests.

When a Professional moves into a new category during an active term, the Professional's chronological placement in that newly selected category is based on the date the new category placement actually goes live. The Professional does not carry an older membership or original listing date into the new category for ranking purposes. Any category that was not changed retains its existing chronological position. A category change does not restart the Professional's overall 365-day listing term.

9. ADDITIONAL CATEGORY PLACEMENT

A Professional may purchase an additional-category advertising option for $149, which permits placement of the Professional's existing approved profile in up to two additional MSP-approved service categories.

The additional-category purchase does not create a second profile, additional biography, additional photograph, expanded profile, or additional Professional identity. It purchases additional category placement of the same approved Directory profile.

If the additional-category option is purchased after the original listing has already gone live, the original/base listing and its existing category placements retain their original go-live date, chronological position, and renewal anniversary. Only the newly purchased additional category placements begin on the later date when those placements actually go live.

Those later-added category placements receive their own separate 365-day advertising term and anniversary/renewal date. They are not prorated to the original listing anniversary. MSP may therefore maintain more than one anniversary/renewal date for the same Professional.

10. DIRECTORY ORDER AND PLACEMENT

MSP uses a chronological placement system within applicable Directory categories.

New approved listings are placed at the top of the applicable category when they go live. As newer Professionals join or existing Professionals renew, older active listings naturally move downward.

Upon annual renewal of a category placement, the renewed Professional returns to the top of that applicable category based on the renewal/go-live date for the renewed placement.

Founding Professional status does not by itself create preferential ordinary Directory ranking.

MSP may redesign, reorganize, restyle, or otherwise modify the Directory website, category pages, page layout, navigation, visual presentation, or technical structure at its discretion. Such changes do not entitle a Professional to a refund, credit, or extension, provided MSP continues to provide the purchased advertising placement in a reasonably equivalent manner.

11. FOUNDING PROFESSIONAL PROGRAM

MSP may designate a limited number of approved applicants as Founding Professionals under a separate promotional enrollment opportunity.

The Founding Professional initial 365-day listing fee is $149. The Founding Professional renewal fee for Year 2 is $199, and the renewal fee for Year 3 is $199.

Founding Professionals receive three years of price protection measured from the original Directory go-live date. The protected pricing applies only while the Professional continuously maintains active paid Founding Professional status.

Beginning with the next renewal after the protected three-year period, MSP may change future renewal pricing to reflect market conditions, operating costs, program development, or other legitimate business considerations. MSP will provide at least sixty (60) calendar days' written notice before a price increase becomes effective for the Professional's next applicable renewal. No price increase will be imposed during an already-paid active term.

Founding Professional status requires continuous paid renewal. If the Professional does not timely renew or otherwise allows Founding status to lapse, the Professional loses the active Directory listing, recognition on the Founding Professionals page, permission to use the active Founding Professional badge, applicable Founding pricing, and other benefits associated with active Founding status.

12. FOUNDING PROFESSIONAL BADGE

While the Professional maintains active Founding Professional status, MSP grants the Professional a limited, revocable, nonexclusive, nontransferable permission to display the official Making Sense Press Founding Professional badge on the Professional's own website, social media, advertising, marketing materials, or other appropriate promotional locations.

The badge may be proportionally resized solely as necessary to fit the intended placement. The Professional may not crop, recolor, distort, stretch, alter wording, change fonts, change graphics, change proportions, add elements, remove elements, modify the design, or otherwise alter the badge.

The badge remains the property of MSP and may not be used in a manner suggesting employment by MSP, partnership with MSP, agency authority, guaranteed endorsement of the Professional's work, or any relationship beyond active participation in the Founding Professional program.

Upon expiration, nonrenewal, suspension resulting in loss of status, or termination of Founding Professional status, the Professional must discontinue use of the badge and other MSP-branded status materials. MSP may provide written notice requiring removal. The Professional will have thirty (30) calendar days after such notice to remove the badge and other unauthorized MSP-branded status materials from locations within the Professional's reasonable control. Continued unauthorized use after that period may result in MSP pursuing available legal or equitable remedies.

13. RENEWAL AND AUTOMATIC RENEWAL

Renewal is based on each Professional's individual anniversary date and is not based on January through December or any other calendar-year cycle.

Automatic renewal is optional and must be affirmatively selected by the Professional. Automatic renewal may not be preselected on the Professional's behalf.

MSP will send a renewal reminder approximately thirty (30) days before the applicable scheduled renewal date identifying the renewal date, applicable renewal amount, and whether the account is designated for automatic or manual renewal.

A Professional who has selected automatic renewal and wants to turn it off must notify MSP at [email protected] at least thirty (30) calendar days before the scheduled renewal date. Turning off automatic renewal does not terminate the already-paid current term. The listing remains active through the end of that paid term, subject to the other provisions of this Agreement.

Where automatic renewal is selected, the Professional authorizes MSP and its authorized payment processor to charge the applicable renewal amount using the payment method maintained for that purpose, subject to applicable law and payment-processor requirements.

If a scheduled renewal payment fails, the Professional has seven (7) consecutive calendar days, including weekends and holidays, to correct the failed payment. If payment is not successfully corrected within that period, MSP may remove the affected listing or category placement, and applicable Founding Professional status may lapse.

14. NONREFUNDABLE ADVERTISING FEES

Except where otherwise required by applicable law or expressly agreed by MSP in writing, Professional Directory advertising fees, renewal fees, additional-category fees, Spotlight fees, and other purchased advertising fees are nonrefundable once paid.

A Professional who voluntarily asks to remove a listing, category placement, Spotlight, or other purchased advertising before the end of the applicable paid term is not entitled to a refund, prorated refund, credit, or reimbursement for unused time.

MSP may, in extraordinary circumstances involving death, serious illness, catastrophic hardship, or comparable circumstances, choose in its sole discretion to make an exception or accommodation. Any such accommodation is voluntary, case-specific, does not create an entitlement, and does not establish a precedent or obligation regarding any other Professional.

MSP is not responsible for discovering that a Professional has died, become seriously ill, become unable to work, or experienced another hardship. The Professional or an authorized representative is responsible for notifying MSP if consideration of a hardship accommodation is requested.

15. PROFESSIONAL LISTING UPDATES AND VOLUNTARY REMOVAL

The Professional may request reasonable corrections or updates to the Professional's Directory listing during an active term. MSP will make approved changes according to its operational availability and workload and does not guarantee immediate completion or a fixed turnaround time unless expressly stated otherwise in writing.

If the Professional stops offering a service represented by an active category placement, the Professional may request removal from that category or request an approved category change. Voluntary removal from a category or from the Directory does not create a refund, credit, extension, or prorated reimbursement.

A Professional may request that MSP remove the Professional's listing for personal, business, or other reasons. MSP will process a voluntary removal request at its first reasonable operational opportunity. Voluntary removal does not entitle the Professional to a refund for unused advertising time.

16. QUALIFICATIONS, LICENSES, AND CONTINUING ELIGIBILITY

The Professional is responsible for maintaining all licenses, registrations, certifications, permits, insurance, credentials, qualifications, or other legal or professional requirements applicable to the services the Professional chooses to advertise or provide.

If the Professional loses, surrenders, has suspended, or otherwise ceases to possess a qualification, credential, license, registration, certification, or other status material to the Professional's Directory eligibility or advertised services, the Professional must notify MSP promptly after the Professional knows or reasonably should know of the change.

MSP may update, pause, restrict, or remove affected category placements or the Professional's entire listing while reviewing continued eligibility. No refund is due solely because the Professional no longer qualifies to advertise a particular service or because MSP removes or suspends a listing based on loss of qualification or failure to disclose a material eligibility change.

17. COMPLAINTS, INVESTIGATIONS, AND SUSPENSION

MSP may receive complaints or concerns regarding a listed Professional. MSP is not obligated to adjudicate private contractual disputes between a Professional and a client, but MSP may review information that reasonably calls into question a Professional's continued suitability for the Directory.

MSP may temporarily hide, pause, or suspend a listing while reviewing a credible complaint, allegation, licensing concern, integrity issue, qualification issue, or other matter affecting Directory eligibility or MSP's reputation.

MSP may request information from the Professional and may consider information supplied by the complainant or other reasonably relevant sources. MSP determines the scope and manner of its internal review in its discretion.

Following review, MSP may reinstate the listing, reinstate it with appropriate changes or restrictions, continue a suspension, or remove the Professional from the Directory. MSP may communicate the outcome of its Directory-status decision to a complainant without disclosing confidential or unnecessary internal information.

Suspension or removal resulting from the Professional's conduct, qualifications, misrepresentation, breach, or other eligibility issue does not create a right to a refund, credit, or extension.

18. PAYMENT DISPUTES AND CHARGEBACKS

The Professional must provide accurate and authorized payment information.

If the Professional provides materially false or incomplete payment information, disputes a legitimate MSP charge, initiates a chargeback after receiving purchased advertising services, or otherwise creates a material payment dispute, MSP may suspend or remove the applicable listing or advertising placement while the matter is reviewed.

If the payment dispute is cured or resolved in MSP's favor, MSP may reinstate the listing at its discretion. Fraudulent, abusive, or bad-faith payment disputes may be treated as a material breach of this Agreement and may affect the Professional's future eligibility for MSP programs.

No refund, credit, or extension is created merely because a listing was suspended during a payment dispute.

19. PROFESSIONAL WORK, RIGHTS, AND LICENSED MATERIALS

The Professional is solely responsible for the legality, originality, quality, licensing, permissions, and rights associated with the Professional's services and deliverables.

When a service or deliverable may incorporate music, photographs, illustrations, fonts, stock assets, video footage, templates, software, artificial-intelligence-generated or assisted material, third-party content, or other licensed or restricted material, the Professional is responsible for accurately disclosing applicable rights and restrictions to the Professional's client.

The Professional must not represent that a client will receive unrestricted ownership, copyright, commercial-use rights, sublicensing rights, exclusivity, or other rights unless the Professional has the legal authority to grant those rights.

Where a license, permission, attribution, proof of purchase, usage restriction, platform-specific authorization, or other documentation is necessary for the client's intended use, the Professional is responsible for explaining that requirement and providing or arranging the appropriate documentation when required by the Professional's agreement with the client.

MSP does not independently verify the licensing status of every asset used by a listed Professional and is not responsible for copyright claims, music claims, platform notices, licensing disputes, infringement allegations, or other rights-related issues arising from work independently contracted between the Professional and a client.

20. HARDSHIP PAUSE

MSP may, in its sole discretion, approve a temporary hardship pause when a Professional is unable to work because of serious illness, significant injury, cancer treatment, extended medical treatment, or another extraordinary circumstance that MSP determines warrants an accommodation.

A hardship pause is not automatic and is not a contractual entitlement. MSP determines whether a pause is appropriate and the appropriate duration based on the circumstances presented.

An approved hardship pause may last up to twelve (12) months unless MSP expressly approves another arrangement in writing. During the pause, the Professional's public Directory listing will be hidden so that the Professional is not actively receiving referrals or inquiries through MSP while unable to work.

The unused portion of the Professional's paid advertising term is preserved during an approved hardship pause. When the listing is reactivated, the Professional's applicable renewal/anniversary date moves forward by the length of the approved pause so that the Professional may receive the unused portion of the original paid 365-day term.

Reactivation after an approved hardship pause does not create a new ranking advantage. The Professional returns to the same relative chronological position held before the pause, subject to reasonable technical implementation by MSP.

The Professional or an authorized representative should contact MSP at or before the twelve-month point regarding the Professional's ability or intention to return. If MSP receives no meaningful status update for three (3) months after the end of the approved twelve-month pause period, MSP may administratively close or remove the inactive listing. MSP may make reasonable case-specific accommodations in extraordinary circumstances.

21. BUSINESS OWNERSHIP CHANGES

A paid Directory listing is not freely transferable or assignable to another person or unrelated business.

If an approved listed business is sold to a new owner, MSP may permit the new owner to assume the remainder of the existing paid listing term without an additional listing fee, subject to MSP's approval and the conditions in this Section. Any purchase price, reimbursement, credit, or other financial arrangement between the former and new owner is solely between those parties; MSP is not responsible for allocating or refunding any portion of the original Directory fee.

The new owner must contact MSP, provide updated business/listing information as requested, satisfy MSP's then-applicable eligibility requirements, and execute MSP's then-current Professional Directory Agreement before MSP changes the listing to reflect the new ownership.

Adding a partner, employee, contractor, team member, or other person to an existing business does not automatically create a separate Directory profile or listing right for that person.

22. NO GUARANTEE OF REFERRALS OR BUSINESS RESULTS

MSP does not guarantee that a Directory listing, category placement, Founding Professional status, Spotlight, badge, website feature, or other advertising service will produce inquiries, referrals, clients, sales, revenue, contracts, website traffic, social-media engagement, search-engine ranking, or any particular business result.

The Professional is purchasing advertising visibility and placement for the applicable term, not a guaranteed number of leads, referrals, clients, impressions, clicks, or transactions.

23. SPOTLIGHT ADVERTISING

MSP may offer optional Spotlight advertising placements for Professionals for separately stated fees and durations. Spotlight availability is limited and is scheduled chronologically based on the order in which completed Spotlight purchases are received, subject to MSP's operational requirements.

The current Professional Spotlight option is a seven (7) consecutive-day featured placement for a fee of $49. The Spotlight term begins on the date the placement actually goes live. Placement is scheduled in the next available slot in the order completed purchases are received. The Professional Spotlight fee is separate from and in addition to the annual Directory listing fee and does not extend, renew, or otherwise affect the annual listing term.

A Professional purchasing a Spotlight receives the next available applicable Spotlight period offered by MSP. Purchasing a Spotlight does not entitle the Professional to displace, bump, or take priority over another Professional whose Spotlight has already been scheduled.

If MSP must reschedule a Spotlight because of a technical problem, website issue, scheduling conflict, operational necessity, or other circumstance affecting the originally scheduled placement, the affected Professional will receive the next reasonably available Spotlight period. MSP will not ordinarily rearrange or bump multiple previously scheduled Professionals to recreate the original dates.

MSP permits one reasonable rescheduling request initiated by the Professional, subject to availability. Any rescheduled Spotlight will be placed into the next reasonably available applicable opening and does not receive priority over Spotlights already scheduled.

A Spotlight is advertising visibility only. MSP does not guarantee any number of views, clicks, inquiries, referrals, clients, sales, revenue, or other results from a Spotlight.

24. WEBSITE AVAILABILITY, MAINTENANCE, AND TECHNICAL INTERRUPTIONS

MSP will use reasonable business efforts to maintain the Professional Directory and purchased advertising placements during applicable paid terms. The Professional acknowledges that websites, hosting providers, domain services, internet services, third-party software, payment systems, and other technology may experience temporary outages, interruptions, errors, maintenance periods, security events, updates, or other technical problems.

Temporary technical interruptions or ordinary website downtime do not automatically entitle the Professional to a refund, credit, chargeback, or extension.

MSP may schedule reasonable website maintenance, redesigns, upgrades, migrations, security work, or other technical changes that temporarily affect access to the Directory or a listing.

If an unusual MSP-controlled interruption materially prevents MSP from providing purchased advertising for an extended period, MSP may, in its discretion and where appropriate, extend the affected advertising period or provide another reasonable accommodation. Nothing in this provision creates a guaranteed refund right except where required by applicable law.

25. DIRECTORY DESIGN AND PROGRAM CHANGES

MSP retains control over the design, structure, navigation, organization, category architecture, visual presentation, technical implementation, branding, and general operation of the Making Sense Press website and Professional Directory.

MSP may redesign pages, change layouts, reorganize navigation, modify visual elements, rename or reasonably reorganize categories, change technical platforms, or otherwise evolve the Directory without obtaining individual approval from listed Professionals.

MSP will not intentionally manipulate ordinary chronological Directory placement merely to favor one Professional over another contrary to the ordering rules stated in this Agreement. Reasonable technical, category, layout, accessibility, responsive-design, or website-development changes do not constitute a breach merely because the Directory looks or functions differently than it did when the Professional enrolled.

26. PROFESSIONAL CONTENT AND PUBLIC LISTING MATERIALS

The Professional grants MSP a limited, nonexclusive license during the applicable listing term to display, reproduce, resize, format, and technically adapt the Professional's approved name, business name, photograph, logo, biography, service description, category information, website/contact information, and other approved listing materials as reasonably necessary to provide the purchased Directory advertising and related MSP promotional references.

The Professional retains ownership of the Professional's own materials. MSP's permission to use those materials does not transfer ownership to MSP.

The Professional is responsible for promptly notifying MSP of material inaccuracies or changes that make the public listing misleading, including changes to services, credentials, business ownership, availability, or contact information.

27. PROFESSIONAL CONDUCT AND MSP NAME

The Professional may accurately state that the Professional is listed in the Making Sense Press Professional Directory while the applicable listing is active. An active Founding Professional may also use the Founding Professional designation and badge in accordance with this Agreement.

The Professional may not falsely represent that the Professional is an employee, agent, partner, legal representative, exclusive provider, or authorized spokesperson of MSP. The Professional may not use the MSP name, logo, badge, trademarks, or other branding in a deceptive, misleading, defamatory, unlawful, or materially unauthorized manner.

The Professional may not make representations on MSP's behalf, bind MSP to obligations, promise MSP services or benefits, or imply that MSP guarantees or assumes responsibility for the Professional's independent work.

28. TERMINATION OR REMOVAL FOR CAUSE

MSP may suspend, restrict, or terminate a Professional's Directory participation for material breach of this Agreement; fraud; falsified credentials; plagiarism; stolen or unauthorized work; material misrepresentation; unlawful conduct materially related to the advertised services; serious professional misconduct; loss of required qualifications; repeated or significant violations of MSP standards; abusive or bad-faith payment disputes; misuse of MSP branding; or other conduct that MSP reasonably determines makes continued Directory participation inappropriate.

Where circumstances reasonably permit, MSP may investigate before making a final removal decision. Nothing in this Agreement requires MSP to continue displaying a listing during an investigation when MSP reasonably determines that temporary suspension is appropriate.

Removal for cause does not entitle the Professional to a refund, prorated refund, credit, extension, or reimbursement for unused advertising time except where otherwise required by law.

Following termination or loss of status, the Professional must cease representing that the Professional is currently listed, approved, affiliated, or recognized by MSP and must discontinue use of MSP status materials as required by this Agreement.

29. MSP DISCONTINUATION OF THE DIRECTORY

If MSP elects to discontinue the Professional Directory or cease offering the applicable advertising program for business reasons unrelated to an individual Professional's misconduct, MSP intends, whenever reasonably possible, to honor existing active paid advertising terms through their scheduled expiration dates.

MSP may stop accepting new enrollments or renewals while allowing existing paid terms to run through expiration.

This provision expresses MSP's intended method of winding down the program and does not require MSP to continue operating where doing so becomes unlawful, impossible, commercially impracticable because of circumstances beyond MSP's reasonable control, or otherwise prohibited.

30. INDEMNIFICATION

To the fullest extent permitted by applicable law, the Professional agrees to defend, indemnify, and hold harmless Lisa Tarves LLC d/b/a Making Sense Press and its owners, officers, employees, contractors, representatives, successors, and assigns from and against third-party claims, demands, actions, damages, liabilities, judgments, settlements, costs, and reasonable attorneys' fees arising out of or relating to the Professional's independent services, deliverables, representations, misconduct, breach of this Agreement, violation of law, infringement or alleged infringement of third-party rights, misuse of licensed materials, or dispute with a client or other third party.

This provision does not require the Professional to indemnify MSP for claims to the extent finally determined to have resulted from MSP's own gross negligence, willful misconduct, or other liability that cannot lawfully be shifted under applicable law.

31. LIMITATION OF LIABILITY

To the fullest extent permitted by applicable law, MSP will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, lost profits, lost business opportunities, lost clients, lost data, loss of goodwill, or similar losses arising from or relating to the Professional Directory, a listing, Spotlight, website interruption, third-party service, client relationship, or this Agreement, even if MSP has been advised that such damages may occur.

To the fullest extent permitted by applicable law, MSP's aggregate monetary liability arising out of or relating to this Agreement will not exceed the amount actually paid by the Professional to MSP for the specific Directory advertising service giving rise to the claim during the twelve (12) months immediately preceding the event giving rise to the claim.

Nothing in this Section limits liability that cannot legally be limited or excluded.

32. FORCE MAJEURE

MSP will not be responsible for delay, interruption, or failure to perform caused by events beyond its reasonable control, including severe weather, natural disaster, fire, flood, epidemic or pandemic, war, terrorism, civil disturbance, governmental action, labor disruption, utility failure, widespread internet or telecommunications outage, hosting-provider failure, cyberattack, platform failure, or other comparable event beyond MSP's reasonable control.

MSP will use reasonable efforts to resume affected services when reasonably practicable.

33. NOTICES

Formal notices from the Professional concerning this Agreement, including notices relating to automatic-renewal cancellation, material ownership changes, contract matters, or other formal account matters, must be sent to:

[email protected]

MSP may provide notices to the Professional using the administrative email address supplied by the Professional or another contact method the Professional has designated for administrative communications.

The Professional is responsible for keeping administrative contact information current. A failure to read an otherwise properly sent notice does not, by itself, invalidate the notice.

34. ELECTRONIC COMMUNICATIONS AND SIGNATURES

The Professional consents to conducting this transaction electronically and to receiving agreements, notices, disclosures, renewal information, and other records electronically to the extent permitted by applicable law.

The Professional agrees that an electronic signature, typed signature, checkbox acceptance, initials, electronic acknowledgment, or other electronic act intended to signify agreement may constitute the Professional's signature and acceptance to the extent permitted by applicable law.

MSP may maintain electronic records of the Professional's application, Agreement, acceptance, signature, renewal election, payment, listing history, category purchases and changes, Spotlight purchases, notices, ownership changes, hardship pauses, suspensions, and other material account activity.

35. ASSIGNMENT

The Professional may not assign or transfer this Agreement or a Directory listing except as expressly permitted under the business-ownership-change provisions of this Agreement or with MSP's prior written consent.

MSP may assign this Agreement in connection with a lawful merger, reorganization, sale of substantially all relevant business assets, or other lawful succession of the applicable MSP business, subject to applicable law.

36. GOVERNING LAW AND VENUE

This Agreement will be governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-laws principles, except to the extent federal law or another applicable law controls.

Any legal action arising out of or relating to this Agreement will be brought in a court of competent jurisdiction located in Pennsylvania in the county or judicial district determined appropriate under applicable law, unless the parties agree otherwise in writing or applicable law requires a different forum.

37. SEVERABILITY AND WAIVER

If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions will remain in effect to the fullest extent permitted by law, and the affected provision will be enforced or modified to the minimum extent necessary to make it enforceable where legally permissible.

MSP's failure to enforce a provision on one occasion does not waive MSP's right to enforce that provision or another provision later. A waiver must be in writing to be effective.

38. ENTIRE AGREEMENT; INCORPORATED EXHIBITS

This Agreement, the completed Enrollment Summary, and Exhibits A through D constitute the parties' agreement concerning the Professional's MSP Professional Directory advertising enrollment and supersede prior discussions, representations, or understandings concerning that enrollment except for a separate written agreement expressly stating that it modifies this Agreement.

The exhibits are incorporated into and form part of this Agreement.

39. PROFESSIONAL ACKNOWLEDGMENTS

By signing or electronically accepting this Agreement, the Professional acknowledges that the Professional has had an opportunity to read the entire Agreement and incorporated exhibits; understands that MSP provides paid advertising and directory visibility rather than employment, agency, brokerage, guaranteed referrals, or supervision of the Professional's work; understands the applicable fees and nonrefund policy; understands the individual anniversary and renewal structure; understands that automatic renewal is optional and requires an affirmative election; and agrees to comply with the terms applicable to the Professional's participation.

ELECTRONIC ACCEPTANCE AND SIGNATURE

By electronically signing below, the Professional acknowledges that the Professional has read and agrees to the Professional Directory Advertising Agreement and its incorporated exhibits.

Professional / Business Name: ______________________________

Authorized Signer, if applicable: ___________________________

Electronic Signature: _____________________________________

Date: __________________

The separate Automatic Renewal YES/NO election and initials field displayed on the enrollment page is incorporated into the Professional's enrollment record.

EXHIBIT A — FEES, TERMS, AND ADVERTISING OPTIONS

Standard Professional Directory Listing: $249 / 365 days

Includes one approved individual Professional or one approved business profile and placement in up to two MSP-approved service categories.

Additional Category Placement: $149 / 365 days

Adds the same approved profile to up to two additional MSP-approved categories. A midterm additional-category purchase has its own go-live date and anniversary and does not reset the original listing term.

Founding Professional Initial Term: $149 / 365 days

Founding Professional Year 2 Renewal: $199

Founding Professional Year 3 Renewal: $199

Founding pricing is protected for the first three years from the original Directory go-live date while active Founding status is continuously maintained. Future pricing after the protected period may change with at least 60 calendar days' written notice before the applicable renewal.

Professional Spotlight: $49 / 7 consecutive days. The Spotlight term begins on the date the placement actually goes live. Placement is scheduled in the next available slot in the order completed purchases are received. The Professional Spotlight fee is separate from and in addition to the annual Directory listing fee. No specific number of views, clicks, inquiries, referrals, clients, sales, revenue, or other results is guaranteed.

EXHIBIT B — APPLICATION AND DIRECTORY STANDARDS

MSP considers qualifications, relevant experience, work samples, professionalism, completeness, accuracy, presentation, demonstrated competence, and overall suitability for the Directory.

Applicants must provide the information and number/type of work samples requested by MSP. Submission of incomplete materials may result in denial.

MSP may decline applicants whose submitted materials contain material or repeated errors, demonstrate inadequate professional quality, contain misleading information, or otherwise fail to meet MSP's current Directory standards.

MSP is not required to provide detailed reasons, scoring, editing, or coaching following a denial.

An applicant declined for ordinary quality, completeness, experience, presentation, or fit reasons may submit a completely new application after 90 calendar days. Applicants rejected or removed for serious integrity violations may be permanently ineligible.

EXHIBIT C — KEY ADMINISTRATIVE TIMEFRAMES

Approved applicant enrollment window: 10 business days

Regular listing publication after complete approved materials, signed Agreement, and cleared payment: within 3 business days

Standard advertising term: 365 consecutive days from actual go-live

Price-increase notice where applicable: at least 60 calendar days before affected renewal

Renewal reminder: approximately 30 calendar days before renewal

Auto-renewal cancellation notice: at least 30 calendar days before scheduled renewal

Failed renewal-payment cure period: 7 consecutive calendar days

Maximum discretionary hardship pause unless otherwise approved: up to 12 months

No-status-update administrative period following the end of a 12-month hardship pause: 3 months

Badge removal following MSP notice after loss of status: 30 calendar days

EXHIBIT D — PROFESSIONAL ADMINISTRATIVE RECORD

MSP may maintain one consolidated internal record or folder for each Professional containing, as applicable: the original application; submitted work samples and supporting materials; approval and enrollment information; signed Agreement; payment records; regular listing go-live date and anniversary; separate additional-category go-live and anniversary dates; renewal elections; auto-renewal status; renewal notices; renewal payments; category selections and changes; additional-category purchases; Spotlight purchases and scheduling information; significant listing and account changes; hardship-pause information; suspension or complaint-review information where applicable; ownership changes and successor agreements; and other material contract or account communications.

The purpose of the consolidated Professional record is to preserve a clear administrative history of what the Professional purchased, agreed to, changed, and renewed and when those actions occurred.

END OF PROFESSIONAL DIRECTORY ADVERTISING AGREEMENT

By entering my full legal name below and submitting this enrollment, I acknowledge that I have read and agree to the Making Sense Press Professional Directory Agreement. I understand and agree that entering my name electronically and submitting this enrollment constitutes my electronic signature and is intended to have the same legal effect as my handwritten signature.