Host Terms

HOST TERMS
FLEXYARD IOS — OPEN YARD LICENSING PLATFORM

These Host Terms ("Terms") are an agreement between FLEXYARD IOS, LLC, a Florida limited liability company with its principal business address at 419 Luna Bella Ln, New Smyrna Beach, FL 32168 ("Platform"), and the person or entity who accepts them by creating a listing ("Host"). Platform and Host may each be referred to as a "Party" and collectively as the "Parties."

1. PURPOSE

Host desires to make certain outdoor/open-yard property available for temporary licensed use by third-party users through Platform's online marketplace. Platform operates an online platform through which property owners and prospective Licensees may discover, communicate regarding, and arrange temporary use of properties. Subject to these Terms, Host authorizes Platform to advertise and list the Host's approved property and to facilitate booking requests and payments from third parties.

The Parties expressly acknowledge that Platform is an online listing and booking platform and is not the owner, landlord, tenant, lessee, property manager, or operator of the Host's property.

2. PROPERTY LISTING

Host may submit one or more open yards or outdoor spaces for listing through Platform (each, a "Property"). For each Property, Host shall provide accurate and complete information reasonably requested by Platform, including as applicable: property address; description of the available area; photographs; dimensions; available dates and hours; permitted and prohibited uses; access instructions; amenities; applicable restrictions; rates; capacity limitations; parking information; utility availability; insurance requirements; and any permits, licenses, zoning restrictions, or governmental requirements applicable to the Property.

Platform may format, edit, organize, photograph, describe, categorize, advertise, and otherwise present the information supplied by Host for purposes of creating and maintaining the listing. Host shall promptly notify Platform of any material change affecting the Property or its availability.

3. HOST'S RIGHTS TO OFFER PROPERTY

Host represents, warrants, and covenants that: Host is the lawful owner of the Property or has obtained all rights and authority necessary to offer the Property for temporary licensed use through Platform; Host's participation in Platform does not violate any deed restriction, mortgage, financing agreement, lease, association restriction, easement, covenant, or other contractual obligation; Host has full authority to accept these Terms; Host has the legal right to permit third parties to use the Property for the purposes disclosed in the listing; the Property is not subject to any restriction that would prohibit or materially interfere with the proposed use; Host has obtained all required governmental approvals, permits, licenses, and authorizations; and the Property is properly zoned and legally authorized for the uses described in the listing.

Host shall immediately notify Platform if any representation or warranty in this Section becomes inaccurate.

4. ZONING AND LEGAL COMPLIANCE

Host is solely responsible for determining and ensuring that the Property is properly zoned and legally suitable for each use identified in the listing, and shall comply with all applicable federal, state, county, municipal, zoning, building, fire, environmental, health, safety, and other laws, rules, regulations, ordinances, and governmental requirements.

Platform does not independently verify zoning, permitting, licensing, ownership, or legal-use status unless expressly agreed in writing. Host acknowledges that Platform's publication of a listing does not constitute a representation by Platform that the Property is legally authorized for any particular use. Host shall be responsible for obtaining any permits required for a particular booking, activity, vehicle, equipment, or other use.

5. LISTING APPROVAL

Platform may review and approve or reject a Property listing in its sole discretion, and may request additional information, photographs, documentation, insurance certificates, permits, or other evidence before publishing or continuing a listing. Platform may decline to publish a Property or may suspend or remove a listing if Platform reasonably believes that the listing violates these Terms; the Property may not legally be offered; the listing contains inaccurate or misleading information; the Property presents an unreasonable safety or liability risk; Host has received governmental or other restrictions affecting the Property; Licensees have complained about the Property or Host; the Property is unsuitable for the Platform's marketplace; or removal is otherwise reasonably necessary to protect Platform, Licensees, Host, or the public.

6. HOST CONTROL OVER LICENSEES

Host retains the right to approve or decline each Licensee and each booking request. A Licensee shall not have the right to use the Property unless Host has affirmatively approved the applicable booking request through Platform. Host shall make reasonable efforts to respond to booking requests within the time period established by Platform. Host may decline a Licensee for any legitimate business, safety, scheduling, capacity, or property-related reasons, provided that Host does not unlawfully discriminate or violate applicable law. Platform shall not be deemed to have guaranteed or endorsed any Licensee.

7. BOOKING CONFIRMATION

A booking shall be considered confirmed only after the Licensee has completed the booking process established by Platform; Host has approved the Licensee; the Licensee has paid all amounts required by Platform; and Platform has issued a booking confirmation. Platform may establish procedures governing booking requests, cancellations, authority to withhold fees, refunds, payment processing, communications, and related matters.

8. PLATFORM FEE

For each completed booking generated through Platform, Platform shall receive a fee equal to five percent (5%) of the License Fee. The Platform fee shall be deducted from the amount otherwise payable to Host at the time of payout.

"License Fee" means the amount charged to the Licensee for the use of the Property. It does not include Platform's separate service fee charged to the Licensee, nor taxes or governmental charges collected solely for remittance to governmental authorities.

Example: License Fee $1,000.00; Platform Fee (5%) $50.00; amount payable to Host $950.00, before any applicable taxes, refunds, chargebacks, adjustments, or other authorized deductions.

9. PAYMENT PROCESSING

Platform collects booking payments from Licensees and remits Host's portion of the booking proceeds after deducting the Platform fee; refunds; chargebacks; payment-processing adjustments; amounts owed by Host to Platform; damage or cancellation amounts properly chargeable to Host under Platform's policies; and other amounts expressly authorized by these Terms. Platform may establish reasonable payout schedules and payment procedures. Payouts are made to the account Host connects through Platform's payment provider.

10. NO PAYMENT OUTSIDE PLATFORM

Host shall not request, require, encourage, or permit a Licensee introduced through Platform to pay Host directly for a booking that originated through Platform, and shall not circumvent Platform's payment process for the purpose of avoiding the Platform fee. Any attempt to do so constitutes a material breach of these Terms.

11. NON-CIRCUMVENTION / DIRECT BOOKINGS

The Parties acknowledge that Platform invests substantial resources in advertising, marketing, technology, customer acquisition, payment processing, communications, and introducing Licensees to Hosts. Accordingly, during the Term and for twelve (12) months following the later of the Licensee's first inquiry concerning Host's Property through Platform or the Licensee's most recent booking through Platform, Host shall not intentionally circumvent Platform by accepting a direct booking from a Licensee first introduced to Host through Platform for use of the same Property or substantially similar property.

If a Licensee introduced to Host through Platform subsequently contacts Host directly and books the Property outside Platform during the applicable protection period, Host shall promptly notify Platform and, unless prohibited by applicable law, shall owe Platform the same 5% Platform fee that Platform would have received had the booking been processed through Platform.

Example: a Licensee introduced through Platform books the Property directly with Host for $2,000 during the protection period. Direct Booking Amount $2,000; Platform Protection Fee (5%) $100. Host shall remit the $100 fee to Platform within five (5) business days after receiving payment from the Licensee.

12. INDIRECT CIRCUMVENTION

Host shall not use another person, entity, affiliate, employee, agent, family member, or intermediary to accomplish indirectly what Host is prohibited from doing directly under these Terms. A direct booking shall be considered subject to the Platform fee if the booking results from an introduction, inquiry, communication, viewing, reservation, or other contact facilitated through Platform. This provision does not prohibit Host from accepting genuinely unrelated business from a Licensee where the booking is demonstrably unrelated to Platform's introduction and is not a circumvention of these Terms.

13. LICENSEE CONTACT INFORMATION

Host may receive information concerning Licensees in connection with bookings. Host shall use Licensee information only for purposes reasonably related to the booking and shall comply with applicable privacy and data-protection laws and Platform policies. Host shall not use information obtained through Platform to solicit Licensees for the purpose of circumventing Platform fees.

14. TERM; NO EXCLUSIVITY

FlexYard holds no exclusive over the Property. Host may list the Property with any other platform, broker, or agent at the same time, may market it directly, and may rent, lease, or sell it outside FlexYard at any time. FlexYard is not Host's broker and does not act as Host's agent. Nothing in these Terms restricts how, where, or to whom Host offers the Property, save only for the non-circumvention provisions in Sections 11 and 12, which apply solely to Licensees FlexYard itself introduced.

These Terms commence when Host accepts them and continue until terminated in accordance with these Terms. Either Party may terminate upon thirty (30) days' written notice, subject to existing confirmed bookings and the provisions that survive termination. Platform may terminate or suspend immediately for material breach, fraud, illegal activity, safety concerns, repeated complaints, inaccurate listing information, nonpayment, or other circumstances reasonably requiring immediate action.

15. REMOVAL OF LISTING

Host may remove a listing at any time through Platform or by written notice. Platform shall remove or deactivate the listing within a commercially reasonable period, subject to existing confirmed bookings; pending booking requests; refunds or cancellation procedures; outstanding payment obligations; and Platform's reasonable need to preserve records. Platform may remove, suspend, deactivate, or modify a listing at any time if permitted under these Terms. Removal of a listing does not terminate Host's obligations concerning bookings previously generated through Platform.

16. HOST CANCELLATION OF AVAILABILITY

Host shall keep the availability calendar reasonably accurate, and shall not knowingly accept a direct booking for dates that Host has represented to Platform as available if doing so would cause Host to cancel a Platform booking. Repeated cancellations, inaccurate availability, or failure to honor confirmed bookings may result in suspension or removal of the listing.

17. PROPERTY CONDITION

Host shall maintain the Property in a reasonably safe condition consistent with the approved listing, shall disclose known material hazards, access limitations, restrictions, or conditions that could reasonably affect a Licensee's use of the Property, and shall not knowingly provide materially false or misleading information concerning the Property.

18. HOST INSURANCE

Host shall maintain insurance appropriate to ownership and licensing of the Property. Unless otherwise agreed in writing, Host shall maintain commercial general liability insurance with limits of not less than $1,000,000 per occurrence and $2,000,000 aggregate, together with any additional insurance required by applicable law or reasonably required based upon the nature of the Property or its uses. Upon request, Host shall provide Platform with a certificate of insurance evidencing required coverage.

19. PLATFORM NOT RESPONSIBLE FOR PROPERTY

Platform does not take possession of, control, maintain, inspect, or manage the Property. Platform shall not be responsible for the physical condition of the Property; Host's compliance with zoning or permitting requirements; damage to the Property; injury occurring at the Property; theft or loss of property at the Property; Host's failure to honor a booking; or the conduct of Host or Licensees, except to the extent caused by Platform's own acts or omissions for which Platform is legally responsible.

20. DAMAGE CLAIMS AGAINST A LICENSEE

Where a Licensee has authorized a security hold on a payment card in connection with a booking, Host may submit a documented damage claim through Platform for unpaid license fees, damage to the Property, cleanup, removal, transportation, storage, disposal, or other amounts properly due under the Storage License Agreement. Platform will capture the claimed amount against the authorized hold, up to the authorized amount, and release the remainder. Platform's processing of a claim is administrative only and does not make Platform a party to the underlying dispute. Amounts beyond the hold are a matter between Host and Licensee under the Storage License Agreement.

21. HOST RESPONSIBILITY FOR LICENSEE ACCESS

Host is responsible for establishing reasonable procedures for Licensee access, including gates, keys, codes, parking instructions, loading areas, designated storage areas, and other property-specific requirements, and shall provide accurate access instructions through Platform's approved communication channels.

22. COMPLIANCE WITH PLATFORM RULES

Host shall comply with Platform's then-current reasonable policies relating to listings, bookings, cancellations, communications, payments, safety, prohibited activities, insurance, privacy, reviews, disputes, and other marketplace operations. Platform may reasonably amend its operating policies from time to time. Material changes to the economic terms of these Terms shall require reasonable notice to Host.

23. PROHIBITED ACTIVITIES

Host shall not use Platform to offer a Property for unlawful activities; activities prohibited by applicable law; activities that create an unreasonable risk of serious injury; storage or use of prohibited hazardous materials; activities requiring permits that Host has not obtained; activities inconsistent with the Property's zoning or legal status; or any other use prohibited by Platform's policies.

24. HOST INDEMNIFICATION

To the fullest extent permitted by law, Host shall defend, indemnify, and hold harmless Platform and its owners, members, managers, officers, employees, agents, affiliates, contractors, successors, and assigns from and against claims, liabilities, damages, losses, penalties, costs, and reasonable attorneys' fees arising from or relating to Host's ownership or operation of the Property; Host's breach of these Terms; Host's failure to have the legal right to offer the Property; zoning, permitting, licensing, or governmental violations relating to the Property; injury, death, or property damage occurring at the Property, except to the extent caused by Platform's own negligence or willful misconduct; Host's acts or omissions; inaccurate or misleading listing information; or Host's violation of applicable law.

25. PLATFORM LIMITATION OF LIABILITY

To the fullest extent permitted by law, Platform shall not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages arising from Host's participation in the Platform. Platform's aggregate liability arising from these Terms shall not exceed the total Platform fees actually retained by Platform from bookings involving Host during the six (6) months preceding the event giving rise to the claim. This limitation shall not apply to liability that cannot lawfully be limited or excluded.

26. LICENSEE DISPUTES

Host acknowledges that Platform may establish procedures for handling Licensee complaints, cancellations, refunds, disputes, and payment issues, and may communicate with Licensees concerning bookings involving Host. Platform's handling of a Licensee's complaint does not constitute an admission of liability by Host or Platform. Host shall cooperate reasonably with Platform in investigating material complaints concerning a Property.

27. REVIEWS AND LISTING CONTENT

Platform may permit Licensees to submit reviews, ratings, photographs, or other content concerning a Property and may publish such content in accordance with its policies. Host shall not manipulate, falsify, or improperly influence reviews or ratings. Host grants Platform a non-exclusive, worldwide, royalty-free license during the Term to use photographs, descriptions, trademarks, names, and other listing materials supplied by Host for purposes of operating and promoting the listing and Platform.

28. HOST'S REPRESENTATIONS REGARDING LISTING CONTENT

Host represents that all information, photographs, descriptions, pricing, availability, restrictions, and other materials supplied to Platform are accurate and not materially misleading; do not knowingly infringe the rights of another person; accurately describe the Property; and comply with applicable law. Host shall promptly correct inaccurate information.

29. SURVIVAL OF FEE OBLIGATIONS

Termination, suspension, or removal of a listing shall not eliminate Platform's right to receive fees earned on bookings made before termination; fees resulting from protected direct bookings; reimbursement of chargebacks or other amounts properly owed; or amounts resulting from Host's breach of the non-circumvention provisions.

30. NO AGENCY; NO PROPERTY MANAGEMENT RELATIONSHIP

Host and Platform are independent contracting parties. Nothing in these Terms creates a partnership, joint venture, employment relationship, franchise, fiduciary relationship, or agency relationship between the Parties. Platform is not responsible for managing, maintaining, repairing, securing, inspecting, cleaning, or operating the Property. Host retains sole responsibility for the Property and for its physical condition. The Parties specifically acknowledge that Platform's role is limited to providing an online listing and booking marketplace.

31. TAXES

Host is responsible for all taxes, assessments, fees, licenses, and governmental charges arising from Host's ownership or licensing of the Property, except taxes imposed directly upon Platform's income. Platform may collect and remit taxes when required by law or may require Host or Licensees to do so.

32. CONFIDENTIALITY

Each Party shall maintain the confidentiality of non-public business information received from the other Party, except where disclosure is required by law or reasonably necessary to perform these Terms.

33. NOTICES

Notices under these Terms shall be delivered through Platform, by email, or by recognized overnight delivery service or certified mail. Notices to Platform: legal@flexyardios.com, or FlexYard IOS, LLC, 419 Luna Bella Ln, New Smyrna Beach, FL 32168. Notices to Host: the email address and postal address on Host's account.

34. GOVERNING LAW

These Terms shall be governed by the laws of the State of New York, without regard to conflict-of-law principles. Any action arising from these Terms shall be brought in a court of competent jurisdiction located in New York County, New York, unless applicable law requires otherwise.

35. SEVERABILITY; ENTIRE AGREEMENT

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in effect. If any portion of the non-circumvention provision is found overly broad, the Parties intend that it be enforced to the maximum extent permitted by applicable law. These Terms, together with the Platform's Terms of Service, listing policies, booking terms, and any written amendments, constitute the entire agreement between the Parties concerning Host's listing of the Property.

36. ELECTRONIC ACCEPTANCE

Acceptance of these Terms through Platform constitutes an electronic signature and shall be treated as an original, enforceable to the fullest extent permitted by law.

37. ACKNOWLEDGMENTS

By accepting these Terms, Host acknowledges and agrees that Host has the legal right to offer the Property; the Property is properly zoned for the uses represented in the listing; Host is responsible for permits and legal compliance; Host controls approval or rejection of individual Licensees; Platform receives a 5% fee from completed bookings; Host may not circumvent Platform's fee by taking protected bookings directly; protected direct bookings remain subject to the 5% Platform fee; Platform is not the landlord, tenant, property manager, or operator of the Property; and Host remains responsible for the Property and its condition.

— Host Terms v1.1-2026-09-18 · FlexYard IOS, LLC —